Terms of Service
These Terms of Service ("Terms") govern your use of the karenlee website at karenlee.web.app (the "Site") and any free communications with us. If you engage karenlee to perform paid design or development work, a separate written Statement of Work ("SOW") executed by both parties will control, and these Terms apply only insofar as they are not inconsistent with that SOW.
Contents
- Acceptance
- Use of the Site
- Engagements & SOWs
- Fees, invoicing & taxes
- Intellectual property
- Client materials & licences
- Confidentiality
- Apple Developer Program
- Third-party services
- Warranties & disclaimers
- Limitation of liability
- Indemnity
- Governing law & venue
- Arbitration & class waiver
- Termination
- General provisions
- Contact
1. Acceptance
By accessing the Site or communicating with karenlee, you agree to these Terms, our Privacy Policy, Cookie Policy and Acceptable Use Policy. If you are using the Site on behalf of an organisation, you represent that you have authority to bind that organisation to these Terms.
2. Use of the Site
You may access the Site for lawful purposes. You may not (a) attempt to gain unauthorised access; (b) scrape, mirror or rehost substantial portions of the Site; (c) interfere with its operation; (d) use it to violate any law; or (e) misrepresent karenlee's affiliation. Public content on the Site (text, design, code) is licensed to you for personal, non-commercial viewing only; all other rights are reserved.
3. Engagements & SOWs
Paid engagements require a written and signed SOW, Master Services Agreement, or both. Each SOW sets out scope, deliverables, fees, milestones and acceptance criteria. Communications (including email proposals and decks) are not binding offers until incorporated by reference in a signed agreement. We reserve the right to decline any engagement at our discretion.
4. Fees, invoicing & taxes
- Currency. All fees are stated in US dollars unless otherwise specified.
- Deposits. Most engagements require a non-refundable deposit before work begins. Discovery sprints are paid in advance.
- Invoicing cadence. Project builds are invoiced on milestones or every two weeks. Retainers are invoiced on the first business day of each month.
- Payment terms. Net 14, unless otherwise stated. Late amounts accrue interest at 1.5% per month or the maximum permitted by law.
- Suspension. We may pause work and withhold deliverables until past-due invoices are paid.
- Taxes. Fees are exclusive of sales, use, VAT and similar taxes, which are your responsibility except for taxes on our net income.
5. Intellectual property
5.1 Site content
The Site, including its design, code, content and trademarks (excluding third-party marks), is owned by karenlee and protected by copyright and other laws.
5.2 Deliverables
Upon full payment, karenlee assigns to the client all right, title and interest in the bespoke source code, design assets and documentation created under the SOW ("Deliverables"), subject to the licences and exclusions below.
5.3 Background IP & tools
karenlee retains ownership of its pre-existing know-how, libraries, internal frameworks, tools, templates and methodologies ("Background IP"). To the extent any Background IP is incorporated into a Deliverable, we grant the client a perpetual, worldwide, royalty-free, non-exclusive licence to use, copy, modify and distribute it as embedded in the Deliverable.
5.4 Open source
Deliverables may include open-source components. The applicable open-source licences are listed in an OSS notice file delivered with the source. Those licences govern your use of those components.
5.5 Portfolio rights
Unless prohibited by a confidentiality agreement, karenlee may reference an engagement in its portfolio (name, logo, brief description, screenshots) for promotional purposes, no earlier than the application's public launch.
6. Client materials & licences
The client retains all rights in materials it provides (logos, brand assets, copy, data) and grants karenlee a non-exclusive licence to use them solely to perform the engagement. The client represents it has all rights necessary to grant this licence.
7. Confidentiality
Each party will protect the other's confidential information with the same care it uses to protect its own, and at minimum with reasonable care. Confidential information excludes information that is or becomes public, was rightfully known, or is independently developed. These obligations survive for five years after the engagement ends, except trade secrets, which remain confidential indefinitely.
8. Apple Developer Program
karenlee operates under its own Apple Developer Program account and can publish applications under that account or under a client account, at the client's election. When publishing under a client account:
- The client is responsible for maintaining the membership in good standing;
- The client grants karenlee admin or developer-level App Store Connect access for the duration of the engagement;
- The client is the data controller for end-user data;
- karenlee complies with the Apple Developer Program License Agreement, the App Store Review Guidelines, the Human Interface Guidelines and applicable platform requirements;
- karenlee makes no warranty that an application will be approved by App Review, will remain available on the App Store, or will meet any specific App Store ranking or revenue metric.
9. Third-party services
Engagements may rely on third-party services (Apple, GitHub, Sentry, RevenueCat, Stripe, Firebase, etc.). Such services are subject to their own terms and privacy policies; karenlee is not responsible for their availability, performance or actions. We pass through service costs at face value where stated in the SOW, or include them in our fees.
10. Warranties & disclaimers
Limited warranty. karenlee warrants that the Deliverables will substantially conform to the SOW for ninety (90) days after acceptance. Our exclusive obligation, and your exclusive remedy, is for karenlee to use commercially reasonable efforts to fix non-conformities reported during the warranty period.
Disclaimer. Except for the limited warranty above, the Site, the services and all Deliverables are provided "as is" and "as available". To the maximum extent permitted by law, karenlee disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement. We do not warrant that the Site will be uninterrupted, error-free or virus-free.
11. Limitation of liability
To the maximum extent permitted by law:
- Neither party will be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost data or business interruption, even if advised of their possibility;
- Each party's aggregate liability for any claims arising out of or relating to an engagement is capped at the fees actually paid by the client to karenlee in the twelve (12) months preceding the event giving rise to the claim;
- For the free use of the Site, karenlee's aggregate liability is capped at one hundred US dollars (US$100).
Some jurisdictions do not allow these limitations; in those jurisdictions, our liability is limited to the maximum extent permitted by law.
12. Indemnity
Each party will indemnify the other against third-party claims arising from its breach of these Terms, its negligence, or, in the case of the client, materials it provides that infringe a third party's rights. Indemnification is conditional on prompt notice, reasonable co-operation, and sole control of the defence by the indemnifying party (with the indemnified party's consent for any settlement requiring an admission of liability).
13. Governing law & venue
These Terms are governed by the laws of the Commonwealth of Pennsylvania, United States, without regard to its conflict-of-laws principles. Except for claims subject to arbitration, the courts of Chester County, Pennsylvania have exclusive jurisdiction.
14. Arbitration & class waiver
Any dispute between karenlee and a non-business user of the Site arising out of or relating to these Terms will be resolved by binding individual arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules. The arbitration will be conducted in English, in Chester County, Pennsylvania, or by video. You and karenlee waive the right to bring or participate in any class action or class-wide arbitration. You may opt out of this Section 14 by emailing help@karenlee.online within 30 days of first accepting these Terms.
15. Termination
You may stop using the Site at any time. We may suspend or terminate your access if we believe you have violated these Terms. SOW-specific termination rights (for cause, for convenience, and on insolvency) are set out in the SOW. Sections that by their nature should survive termination (including 5, 7, 10–14, 16) survive.
16. General provisions
- Entire agreement. These Terms, together with any signed SOW and incorporated policies, are the entire agreement and supersede prior communications.
- Amendment. We may update these Terms by posting a revised version. Material changes take effect 30 days after posting. Your continued use after that date constitutes acceptance.
- Assignment. You may not assign these Terms without our consent. We may assign in connection with a merger, acquisition or asset sale.
- Force majeure. Neither party is liable for delay or failure caused by events beyond reasonable control.
- Notices. Legal notices to us must be sent to help@karenlee.online with a copy to our address.
- Severability. If any provision is held unenforceable, the rest remains in effect.
- No waiver. Failure to enforce a right is not a waiver.
- No agency. Nothing in these Terms creates an agency, partnership or joint venture.
17. Contact
Questions about these Terms? Email help@karenlee.online or write to karenlee, 1221 E Lancaster Ave, Downingtown, Pennsylvania, United States.