Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Devflow Studio LLC website at devflow.inc and any services you engage us to provide. Please read them carefully.

By using our website or engaging us for services, you agree to these Terms. If you do not agree, please do not use our website or submit any information through it.

If you are using this website or engaging our services on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms — and that references to "you" throughout this document mean that entity.

1. Who we are

Devflow Studio LLC is a digital services company registered in the State of Florida, United States. We help organizations design, build, and optimize websites, digital experiences, and related systems.

Our registered business address is:

Devflow Studio LLC 7901 4th St N, Suite 300 St. Petersburg, FL 33702 United States

You can reach us at [email protected].

2. Use of this website

You may use our website for lawful purposes only and in a way that does not interfere with how it operates or with other users' experience. You agree not to use the website in violation of any applicable law or regulation, attempt to gain unauthorized access to any part of our website, systems, or networks, or submit false, misleading, or fraudulent information through any form on our site.

You also agree not to use the website to transmit spam, malicious code, or any content intended to harm others, copy, scrape, reproduce, or exploit any content on this website beyond what is permitted by law without our written permission, or use automated tools to access or collect data from our website without our prior consent.

We reserve the right to suspend or restrict access to our website at any time if we believe these Terms have been violated, without notice or liability.

3. No professional advice

The content on our website is for general informational purposes only. Nothing on this site is intended as legal, financial, tax, accounting, or any other kind of regulated professional advice.

Browsing our website or reaching out to us does not create a professional-client relationship of any kind. Any engagement for actual services is governed by a separate written agreement between you and Devflow Studio — not by anything on this website.

Appropriate professional advice should be sought from a qualified professional in the relevant field.

4. Project engagements

Any services we provide are governed by a separate written agreement — such as a proposal, statement of work, or service contract — between you and Devflow Studio. These Terms apply to your use of our website and your general relationship with us, but the terms of any specific engagement are set out in that separate agreement.

If there is ever a conflict between these Terms and a signed project agreement, the signed project agreement controls for that engagement.

Project scope, deliverables, timelines, revision limits, pricing, payment schedules, and ownership of work product may all vary by engagement and will be described in the applicable project documents. Nothing in these Terms guarantees the availability of our services or obligates us to accept any particular engagement.

5. Payments and billing

If you engage us for paid services, you agree to pay all fees described in the applicable proposal, invoice, or project agreement.

We use third-party providers to support invoicing and payment collection:

• Stripe processes card payments. When you pay by card, your payment information goes directly to Stripe — we never see or store your card number. You can learn more at Stripe's Privacy Policy.
• Harvest generates invoices and tracks project time. Invoices issued through Harvest may be connected to Stripe for card payment collection.
• Wise facilitates certain bank transfers and international payments. You can learn more at Wise's Privacy Policy.

When you make a payment through any of these providers, your information is also subject to their own terms and privacy practices.

Title to and ownership of any deliverables — including code, designs, and digital assets — does not transfer to you until all outstanding fees for that engagement have been paid in full. Until payment is complete, all work produced remains the property of Devflow Studio.

If a payment is late, we may pause work, withhold delivery of completed work product, or terminate the engagement in accordance with the applicable project agreement. Devflow Studio reserves the right to take any of these steps without prejudice to any other rights or remedies available under the applicable project agreement.

Fees are generally non-refundable once work has begun or costs have been incurred, unless otherwise stated in a written agreement.

6. Intellectual property

Unless a separate written agreement says otherwise, Devflow Studio retains ownership of all pre-existing materials, tools, frameworks, processes, code libraries, know-how, and reusable components we use or develop in the course of our work. Delivering a project to you does not transfer ownership of any of these underlying assets.

You retain full ownership of all content, data, materials, trademarks, and other assets you provide to us. By providing them, you give us a limited license to use them solely for the purpose of delivering your project.

Ownership of anything we build for you — websites, code, designs, or other deliverables — is determined by your written project agreement. Where the project agreement does not address ownership, all work product remains the property of Devflow Studio until ownership is expressly transferred in writing.

By sharing content, files, data, or materials with us, you confirm that you have the rights to do so and that our use of those materials for your project will not infringe any third-party rights.

If you share ideas, suggestions, or feedback about our services, we may use that feedback freely without any obligation to you — including to improve our services or develop new ones.

7. Third-party services

Our website and the services we provide may involve or integrate with third-party tools, platforms, and service providers. These currently include, but are not limited to, Stripe, Harvest, Wise, Google Analytics, Google Tag Manager, PostHog, and HubSpot.

We are not responsible for the content, availability, security, or privacy practices of any third-party service. Your use of third-party tools may also be subject to those providers' own terms and privacy policies, which we encourage you to review.

The tools and platforms we use may be updated periodically. Any changes will be reflected in our Privacy Policy.

8. Confidentiality

In the course of an engagement, each party may share or have access to information that is confidential or proprietary — such as business plans, client lists, pricing, technical specifications, unreleased products, and other non-public information ("Confidential Information").

Each party agrees to keep the other’s Confidential Information private and not disclose it to anyone outside the engagement without prior written consent, to use Confidential Information only for the purposes of the engagement, and to take reasonable steps to protect it from unauthorized access or disclosure — at least the same steps each party takes to protect its own confidential information.

These obligations do not apply to information that was already publicly known at the time of disclosure, that becomes publicly known through no fault of the receiving party, that was already known to the receiving party before disclosure, or that is independently developed by the receiving party without reference to the other’s Confidential Information. Where disclosure is required by law, court order, or regulatory authority, the disclosing party will provide reasonable advance notice to the other party where permitted.

Confidentiality obligations under this section survive the termination or expiration of any engagement between us.

9. Disclaimer of warranties

Our website is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Devflow Studio makes no warranties — express, implied, or statutory — regarding the website or its content, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement. Devflow Studio does not warrant that the website will always be available, uninterrupted, or error-free, that its content is always complete, accurate, or up to date, or that the website is free from viruses, harmful components, or security vulnerabilities.

This disclaimer applies to the website only. Warranties applicable to specific project engagements, if any, are addressed in the relevant project agreement.

10. Limitation of liability

To the fullest extent permitted by law, Devflow Studio will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or related to these Terms or your use of our website — including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, or loss of business opportunities — even if we have been advised of the possibility of such damages.

If Devflow Studio is found liable for any claim arising out of a paid engagement, our total liability will not exceed the total fees you paid us for the specific services giving rise to the claim in the twelve (12) months before the event giving rise to liability.

Nothing in this section limits or excludes liability for fraud or fraudulent misrepresentation, gross negligence or willful misconduct, death or personal injury caused by our negligence, or any liability that cannot be limited or excluded under applicable law — including obligations under applicable data protection and information security statutes. 

The limitations above apply equally to both parties. You acknowledge that they reflect a reasonable allocation of risk and that Devflow Studio would not have entered into this agreement without them.

11. Indemnification

Each party agrees to defend, indemnify, and hold harmless the other and their respective owners, officers, employees, contractors, and affiliates from and against any claims, liabilities, damages, losses, and expenses — including reasonable legal fees — arising out of or related to their own actions under this agreement.

Specifically, you agree to indemnify Devflow Studio against claims arising from your misuse of our website, your violation of these Terms, your violation of any applicable law or third-party right, or any content or materials you provide to us. Similarly, Devflow Studio agrees to indemnify you against claims arising from our own gross negligence, willful misconduct, or infringement of any third-party intellectual property rights in the work we deliver to you.

If either party is entitled to indemnification under this section, the party seeking indemnification must promptly notify the other of the claim in writing, cooperate reasonably in the defense of the claim, and allow the indemnifying party to control the defense and any settlement — provided that no settlement that imposes any obligation or liability on the other party will be agreed to without that party's prior written consent.

12. Termination

Either party may terminate a specific engagement for convenience by giving thirty (30) days written notice to the other. Either party may also terminate immediately if the other commits a material breach of the applicable project agreement and fails to cure that breach within thirty (30) days of receiving written notice describing it. Devflow Studio may suspend or terminate access to our website at any time, in our sole discretion, if we believe these Terms have been violated or that continued access creates risk for us or others.

Where Devflow Studio terminates an engagement for reasons other than your breach or non-payment, any refund of fees will be determined based on the work completed or in progress at the time of termination, as reasonably determined by Devflow Studio, and in accordance with the terms of the applicable project agreement. Where termination follows your breach or non-payment, fees already paid are non-refundable and any outstanding fees for work completed or in progress remain due and payable.

Upon termination of any engagement, each party will promptly return or destroy the other's confidential information as requested. Devflow Studio will provide you with a reasonable opportunity to retrieve your data or materials held by us, typically within thirty (30) days of the termination date, after which we are not obligated to retain them.

The following sections survive the termination or expiration of any engagement or these Terms: Confidentiality, Intellectual Property, Limitation of Liability, Indemnification, Governing Law and Dispute Resolution, and any payment obligations that have already accrued.

13. Force majeure

Neither party will be in breach of these Terms or liable for any delay or failure to perform its obligations where that delay or failure results from circumstances beyond its reasonable control. This includes natural disasters, acts of government, war, civil unrest, pandemic or public health emergencies, fire, flood, power outages, failures of internet infrastructure or telecommunications providers, cyberattacks or security incidents affecting third-party systems, and disruptions caused by cloud or hosting service providers such as outages affecting services we rely on to deliver our work.

If a force majeure event continues for more than sixty (60) days and materially prevents either party from performing its core obligations, either party may terminate the affected engagement by giving written notice to the other, without liability for that termination. Any refund of fees in connection with a force majeure termination will be determined at Devflow Studio's reasonable discretion, taking into account the work completed, costs already incurred, and commitments made on your behalf up to the date of termination.

14. General provisions

These Terms, together with any applicable project agreement, constitute the entire agreement between you and Devflow Studio with respect to the subject matter and supersede all prior discussions, representations, or agreements — whether written or oral — relating to the same subject matter.

If any provision of these Terms is found to be invalid, unenforceable, or illegal by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, or severed from these Terms if modification is not possible. The remaining provisions will continue in full force and effect.

No failure or delay by either party in exercising any right under these Terms will be treated as a waiver of that right. A waiver of any breach or default does not constitute a waiver of any subsequent breach or default of the same or any other provision.

Neither party may assign or transfer its rights or obligations under these Terms without the prior written consent of the other party, except that Devflow Studio may assign these Terms without consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided the assignee agrees to be bound by these Terms.

Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between the parties. You have no authority to make any commitment or representation on behalf of Devflow Studio.

15. Governing law and dispute resolution

These Terms are governed by the laws of the State of Florida, without regard to its conflict of law principles.

Before pursuing arbitration, both parties agree to first attempt direct resolution by contacting the other in writing and allowing thirty (30) days to reach a mutually acceptable outcome.

If direct resolution is unsuccessful, any dispute arising out of or relating to these Terms or any engagement with Devflow Studio will be resolved by binding arbitration under the rules of the American Arbitration Association (AAA). The arbitration will be conducted by a single arbitrator in Florida, or by videoconference if both parties agree, and the arbitrator’s decision will be final and binding. Each party bears its own legal fees and costs, unless the arbitrator finds a claim was frivolous or brought in bad faith.

Either party may seek emergency injunctive or equitable relief from a court in Florida where necessary to protect intellectual property or confidential information. All disputes must be brought on an individual basis — class actions and representative proceedings are not permitted.

16. Changes to these terms

These Terms may be updated periodically to reflect changes in our business or applicable law. Updates will be reflected in the "Last Updated" date at the top of this page. Where a change materially affects your rights or obligations, we will provide at least thirty (30) days advance notice by email or website posting before the change takes effect.

Your continued use of our website following the effective date of any update constitutes your acceptance of the revised Terms, to the extent permitted by applicable law. If you do not agree with a material change, your recourse is to discontinue use of our website and, if applicable, terminate any ongoing engagement in accordance with the Termination section of these Terms.