Terms of Service & Client Agreement

Ideal Extra Solutions ("Company," "we," "our," or "us") is a product engineering, intelligent systems, automation, and digital infrastructure company providing technology solutions including but not limited to software development, AI systems, automation implementation, multilingual platforms, operational infrastructure, consulting, system integrations, and related services.

This document governs the relationship between Ideal Extra Solutions and all clients, users, visitors, organizations, partners, and entities interacting with our services, website, platforms, systems, applications, or infrastructure.

For the purposes of this document:

• "Client" — any individual, business, organization, or entity engaging with Ideal Extra Solutions
• "Services" — all development, consulting, automation, AI, design, operational, technical, or infrastructure-related work provided by the Company
• "Deliverables" — all software, systems, applications, documents, designs, codebases, workflows, integrations, dashboards, or digital assets produced by the Company
• "Scope" — the agreed project requirements, deliverables, timelines, and features outlined in proposals or agreements
• "Third-Party Services" — external platforms, APIs, infrastructure providers, AI providers, cloud services, integrations, and software not owned or operated by Ideal Extra Solutions
• "Agreement" — any proposal, statement of work, signed contract, payment confirmation, or written authorization between the Client and the Company

By submitting payment, approving a proposal, requesting work to begin, using our website, communicating project approvals, or accessing our systems or deliverables, the Client acknowledges and agrees to all policies, terms, limitations, payment obligations, and operational conditions described in this document.

Clients are solely responsible for reviewing all agreements, proposals, and terms before approving a project or submitting payment. Approval or payment constitutes binding acceptance.

Ideal Extra Solutions provides services including but not limited to:

• Full-stack web and application development
• Mobile application development (iOS & Android)
• SaaS platform development and architecture
• AI-powered systems and intelligent automation
• Workflow automation and operational systems
• Multilingual digital platforms and localization infrastructure
• Business intelligence, analytics, and reporting systems
• API development and systems integration
• Cloud infrastructure consulting and DevOps
• Enterprise digital transformation programs
• Ongoing maintenance, optimization, and support services

Service availability may vary depending on project scope, operational capacity, technical requirements, compliance requirements, and geographic limitations.

All projects are executed based on the agreed project scope defined within proposals, statements of work, contracts, written communications, or approved specifications. Only features, systems, integrations, workflows, pages, functionality, and deliverables explicitly listed within the approved scope are included in the engagement.

Any expectation, assumption, feature request, enhancement, redesign, expansion, integration, modification, or additional requirement not specifically included in the approved scope shall be considered outside the original agreement and may require additional pricing, revised timelines, or separate agreements.

All pricing estimates, timelines, investment ranges, and project proposals are based on information available at the time of evaluation. Estimates are projections and may be revised based on:

• Project complexity discovered during development
• Delayed client approvals or communication
• Scope changes or additional requirements
• Technical constraints or infrastructure issues
• Third-party dependencies and API limitations
• Regulatory requirements or compliance obligations

Unless explicitly stated otherwise in writing, pricing estimates do not include:

• Third-party subscriptions and software licenses
• API usage fees and AI provider costs
• Cloud hosting, server, and infrastructure costs
• Domain registration and renewal fees
• Payment processor transaction fees
• Enterprise software licenses and marketplace fees

Ideal Extra Solutions typically operates under one of the following structures: full upfront payment, milestone-based payments, split payment agreements, recurring retainers, or phased development agreements. The specific structure will be defined in the project proposal.

Unless otherwise agreed in writing:

• A minimum of 50% of the total project investment is required upfront before work begins
• Remaining balances must be settled according to the agreed payment schedule
• All invoices are payable within the timeframe specified in the proposal

All payments made to Ideal Extra Solutions are non-refundable unless explicitly stated otherwise in a signed written agreement. Project payments compensate for:

• Allocated development resources and engineering time
• Technical planning, architecture, and research
• Operational allocation and scheduling commitments
• Design work, infrastructure preparation, and staffing
• Opportunity cost resulting from resource commitment

Once a project is approved and work has commenced, resources may already have been allocated, distributed, contracted, or utilized. As a result:

• Deposits and upfront payments are non-refundable
• Milestone payments are non-refundable once that milestone is underway
• Partially completed work remains billable
• Project cancellations do not eliminate existing payment obligations

The following circumstances do not automatically constitute grounds for refunds where services have been performed within the approved scope:

• Changing business direction or revised product goals
• Subjective design or aesthetic preferences not specified in scope
• Expanded scope demands beyond the agreed deliverables
• Delayed client communication impacting delivery
• Internal client organizational changes
• External market or business conditions

All final deliverables, production deployments, code transfers, ownership transfers, infrastructure credentials, system exports, administrative access, source files, repositories, and operational access remain the property of Ideal Extra Solutions until full and complete payment has been received.

If the Client fails to complete final payment obligations, the Company reserves the right to:

• Withhold delivery of final assets and source code
• Suspend active services and system access
• Revoke administrative and infrastructure access
• Pause or disable hosting and deployments
• Remove unpublished deliverables from staging environments
• Pursue legal remedies and debt collection procedures

Any request beyond the approved project scope requires a separate assessment and may result in additional billing, revised timelines, and a written change order. Examples of out-of-scope requests include but are not limited to:

• New features, pages, or system sections
• Redesign of approved elements
• Additional language or localization requirements
• New third-party integrations or API connections
• Advanced AI functionality beyond agreed specifications
• Expanded automation workflows
• Infrastructure upgrades or environment changes

Verbal assumptions, implied expectations, or undocumented requests do not modify the approved project scope. All scope changes must be agreed in writing.

Timely project delivery depends on the Client fulfilling their responsibilities, including:

• Providing timely feedback and approvals within agreed timeframes
• Supplying all required content, assets, and digital materials
• Providing necessary credentials, system access, and documentation
• Making decisions promptly and communicating changes clearly
• Ensuring relevant stakeholders are available during the engagement

The Company shall not be liable for delays resulting from delayed client communication, third-party provider issues, regulatory requirements, infrastructure outages, external dependencies, or force majeure events. Project timelines may be extended accordingly.

Unless otherwise agreed in writing, the following remain the intellectual property of Ideal Extra Solutions regardless of payment status:

• Pre-existing tools, frameworks, and development methodologies
• Reusable architecture patterns and internal system components
• Proprietary workflows, automation structures, and AI frameworks
• Templates, libraries, and internal development assets
• Operational methodologies and engineering processes

Clients receive a license or ownership of agreed deliverables only upon full payment completion, as defined in Section 13 below.

Transfer of ownership, source code, licensing rights, and intellectual property rights relating to agreed deliverables occurs only after:

• Full and complete payment of all invoices
• Resolution of all outstanding financial obligations
• Fulfillment of all contractual conditions

Until these conditions are met, the Company retains all ownership, operational control, and administrative rights related to the project, regardless of the stage of development.

Projects developed, managed, or deployed by Ideal Extra Solutions may rely on external infrastructure providers, third-party software vendors, AI providers, APIs, cloud systems, payment processors, and operational technologies not owned or controlled by Ideal Extra Solutions. Examples include but are not limited to:

• Cloud hosting providers (AWS, GCP, Azure, Vercel, etc.)
• AI model providers (OpenAI, Anthropic, Google, etc.)
• Payment gateways and processing platforms
• Communication and email delivery services
• CRM, ERP, and SaaS platform integrations
• Analytics tools and monitoring platforms
• Domain registrars and CDN services

Unless explicitly included within a signed agreement, all third-party subscriptions, licenses, API fees, cloud infrastructure costs, hosting fees, and operational vendor expenses remain the responsibility of the Client.

Ideal Extra Solutions may design, integrate, deploy, or maintain AI-powered systems, automation workflows, machine learning systems, conversational AI, AI agents, and related technologies. The Client acknowledges that artificial intelligence systems inherently involve probabilistic outputs and operational limitations.

AI-generated outputs may contain inaccuracies, produce unexpected responses, exhibit biases, or vary in behavior over time. The Company does not guarantee:

• Perfect AI accuracy or consistency across all use cases
• Uninterrupted availability of AI or automation systems
• Legally compliant AI outputs across all jurisdictions
• Uninterrupted access to third-party AI providers
• Specific business outcomes from AI-powered systems
• Error-free automation under all operational conditions

Clients remain solely responsible for reviewing AI outputs, validating AI-generated content, maintaining regulatory compliance, implementing human oversight processes, and taking responsibility for business decisions made using AI-generated information.

Ideal Extra Solutions agrees to implement commercially reasonable measures to protect confidential information provided by Clients, including business plans, operational workflows, credentials, financial information, proprietary processes, and customer data.

The Client also agrees not to disclose confidential information belonging to Ideal Extra Solutions, including pricing structures, operational methodologies, proprietary technical systems, automation architectures, reusable frameworks, and internal business strategies.

Confidentiality obligations may survive project completion or termination of services.

Unless explicitly included within a signed agreement, ongoing maintenance, optimization, monitoring, updates, and support services are not automatically included after project delivery. These services require separate agreements or recurring payment structures.

The Company reserves the right to suspend maintenance services for unpaid invoices, expired agreements, abusive conduct, or contractual violations.

Ideal Extra Solutions does not guarantee uninterrupted service availability. Systems may experience downtime due to maintenance, infrastructure issues, third-party outages, cybersecurity incidents, software conflicts, or force majeure events. Scheduled or emergency maintenance may occur without prior notice where necessary for operational protection.

All services, deliverables, and systems are provided "as is" and "as available" unless explicitly stated otherwise in a signed written agreement.

To the maximum extent permitted by applicable law, Ideal Extra Solutions disclaims all warranties, including:

• Merchantability and fitness for a particular purpose
• Uninterrupted availability or error-free performance
• Guaranteed profitability or business growth
• Guaranteed operational outcomes or financial results
• Guaranteed AI accuracy or automation reliability
• Guaranteed scalability under all conditions

To the maximum extent permitted by applicable law, Ideal Extra Solutions shall not be liable for:

• Indirect, incidental, special, or consequential damages
• Lost revenue, lost profits, or business interruption
• Operational losses or reputational damage
• Data loss, corruption, or unauthorized access
• AI-generated inaccuracies or automation failures
• Third-party provider failures or infrastructure outages
• Cybersecurity incidents where reasonable safeguards were in place

Total liability for any claim shall not exceed the total amount actually paid by the Client for the specific service giving rise to the claim.

Clients acknowledge that technology systems inherently involve operational risks and that no system can guarantee absolute performance or uninterrupted operation.

Clients agree to indemnify, defend, and hold harmless Ideal Extra Solutions, its affiliates, contractors, team members, and representatives from any claims, damages, losses, disputes, liabilities, costs, or legal expenses arising from:

• Misuse of services or systems
• Unlawful conduct or fraudulent activity
• Client-provided content or intellectual property disputes
• Regulatory or legal violations arising from the Client's business
• Unauthorized system usage or operational misuse
• Business decisions made by the Client using our deliverables
• Third-party disputes arising from the Client's use of our services

This indemnification obligation survives termination of services.

Ideal Extra Solutions reserves the right to terminate, suspend, pause, refuse, or discontinue services where:

• Payment obligations are violated
• Abusive, threatening, or harassing behavior occurs
• Unlawful or fraudulent conduct is suspected
• Cooperation becomes commercially unreasonable
• Contractual obligations are materially breached

Termination does not eliminate outstanding payment obligations, confidentiality duties, intellectual property protections, or any other surviving obligations.

The Company reserves the right to suspend access to applications, dashboards, infrastructure, hosting, repositories, automation systems, APIs, and operational tools for reasons including:

• Non-payment or overdue invoices
• Security concerns or detected abuse
• Contractual violations
• Unauthorized chargebacks or payment disputes
• Legal compliance requirements

The Client acknowledges that unpaid accounts may result in temporary or permanent access restrictions without additional notice.

Fraudulent chargebacks, unauthorized payment reversals, false disputes, or bad-faith financial disputes constitute a material breach of agreement.

In the event of an unauthorized chargeback, Ideal Extra Solutions reserves the right to:

• Immediately suspend all services and revoke system access
• Submit comprehensive evidence to the relevant financial institution
• Pursue collections and legal proceedings
• Recover legal expenses, fees, and damages where permitted by law

Clients acknowledge that development time, engineering work, technical planning, architectural design, and operational preparation constitute valid delivered professional services that are fully compensable.

Written approvals provided through email, messaging platforms, project management systems, signed proposals, invoices, or payment confirmations may constitute binding project authorization.

Clients are responsible for carefully reviewing all specifications, deliverables, milestones, pricing, timelines, and project scope before providing any form of approval. Approvals are considered final and binding.

Ideal Extra Solutions shall not be liable for delays, interruptions, or failures resulting from circumstances beyond reasonable control, including but not limited to:

• Natural disasters, pandemics, or acts of God
• War, terrorism, or civil unrest
• Government actions or regulatory restrictions
• Cyberattacks, infrastructure failures, or internet outages
• Cloud provider failures or third-party infrastructure outages
• Labor disputes or utility failures

These Terms, policies, and agreements shall be governed and interpreted in accordance with the applicable laws of the jurisdiction determined by Ideal Extra Solutions, unless otherwise explicitly stated within a separately signed written agreement.

Before initiating formal legal proceedings, both parties agree to attempt good-faith resolution through written communication within a reasonable timeframe.

Where good-faith resolution is not achieved, disputes may be resolved through mediation, arbitration, or jurisdiction-specific courts, as determined by applicable law and the Company's legal discretion. The Company reserves the right to select legally appropriate dispute resolution methods where permitted.

Ideal Extra Solutions reserves the right to update, modify, expand, or revise these Terms and policies at any time. Updates will be reflected with a revised effective date.

Continued use of our services, website, or systems following the posting of updates constitutes your acceptance of the revised terms. Clients and users are responsible for periodically reviewing these Terms.

For legal, contractual, or policy-related inquiries, please contact us: