Terms of Service

1 Acceptance of Terms

By accessing or using the website located at tendou.us (the "Site") or by engaging Tendou ("we," "us," "our," or "the Company") for any of our digital agency services, you ("Client," "you," or "your") agree to be legally bound by these Terms of Service ("Terms").

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree with any part of these Terms, you must not use our Site or services.

2 Services Offered

Tendou provides a range of digital agency services, which may include but are not limited to:

• Web Design & Development
• Search Engine Optimization (SEO)
• Graphic Design & Brand Identity
• 2D & 3D Animation
• Video Editing & Post-Production
• Custom Application Development (Mobile & Web)
• Social Media Management

The specific scope, deliverables, timelines, and pricing for each engagement will be defined in a separate project proposal, statement of work, or service agreement provided to the Client. In the event of any inconsistency between these Terms and a specific project agreement, the project agreement shall control.

3 Client Obligations

To enable Tendou to deliver services effectively, Clients agree to:

• Provide accurate, complete, and timely information, materials, and feedback as requested.
• Designate an authorized representative with decision-making authority for the project.
• Review and respond to drafts, proofs, and requests within agreed timeframes. Delays caused by the Client may affect project schedules and are not the responsibility of Tendou.
• Ensure that all content, images, logos, and other materials provided to Tendou are owned by the Client or that the Client has the legal right to use them.
• Not use our services for any unlawful, harmful, or fraudulent purpose.
• Pay all invoices in accordance with the agreed payment schedule.

4 Payments & Fees

Pricing

All pricing is agreed upon in advance and specified in the project proposal or service agreement. Prices are quoted in US Dollars (USD) and are exclusive of any applicable taxes unless stated otherwise.

Payment Schedule

Unless otherwise agreed in writing, the following default payment structure applies:

• A deposit (typically 50%) is required before work commences.
• The remaining balance is due upon project completion, prior to final delivery or go-live.
• For ongoing retainer services, payments are due monthly in advance.

Late Payments

Invoices not paid within 15 days of the due date may be subject to a late fee of 1.5% per month on the outstanding balance. Tendou reserves the right to suspend services or withhold deliverables until outstanding invoices are settled.

Refunds

Deposits are generally non-refundable once work has commenced. Refund requests will be considered on a case-by-case basis depending on the work completed at the time of the request. Any refund issued will be proportional to work not yet performed.

5 Project Process & Timelines

Estimated timelines are provided in good faith based on information available at the time of proposal. Tendou will make reasonable efforts to meet agreed deadlines, but timelines may be affected by:

• Delayed or incomplete content or feedback from the Client.
• Changes to the project scope requested by the Client.
• Third-party delays outside of Tendou's control.
• Technical issues or unforeseen circumstances.

Any changes to the agreed scope of work ("scope creep") may result in additional charges and revised timelines. Tendou will notify the Client of any scope changes before proceeding.

Client approval of final deliverables (via email, written sign-off, or equivalent) constitutes acceptance of those deliverables. After acceptance, any additional revisions will be subject to Tendou's standard hourly rate.

6 Intellectual Property

Client-Owned Materials

All materials provided by the Client (logos, images, text, brand assets) remain the exclusive property of the Client. The Client grants Tendou a limited license to use these materials solely for the purpose of completing the agreed services.

Deliverables

Upon full payment of all fees owed, Tendou assigns to the Client all rights, title, and interest in the final deliverables created specifically for the Client under the project agreement, except as noted below.

Tendou's Pre-Existing and Retained IP

Tendou retains ownership of all tools, frameworks, libraries, methodologies, templates, code snippets, and other pre-existing intellectual property ("Background IP") used in the creation of deliverables. Tendou grants the Client a perpetual, non-exclusive license to use Background IP as incorporated into the final deliverables.

Portfolio Rights

Unless the Client expressly requests confidentiality in writing, Tendou reserves the right to display completed work in its portfolio, website, and marketing materials.

Third-Party Assets

If the project requires third-party assets (stock photos, fonts, plugins, etc.), the Client is responsible for obtaining and maintaining appropriate licenses for those assets. Tendou will advise on any such requirements.

7 Confidentiality

Both parties agree to keep confidential any non-public, proprietary, or sensitive information shared during the course of the engagement ("Confidential Information"). This includes but is not limited to business strategies, financial data, product plans, and client lists.

Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law or as necessary to perform the agreed services.

This confidentiality obligation survives termination of any service agreement for a period of three (3) years.

8 Website Use & Prohibited Conduct

You agree to use tendou.us only for lawful purposes. You must not:

• Use the Site in any way that violates applicable local, national, or international laws or regulations.
• Transmit any unsolicited or unauthorized advertising or promotional material ("spam").
• Attempt to gain unauthorized access to any part of the Site, its server, or any related systems.
• Use automated tools, bots, or scrapers to extract data from the Site without written permission.
• Upload or transmit viruses, malware, or any other harmful code.
• Reproduce, duplicate, or resell any part of the Site's content without express written permission from Tendou.
• Impersonate Tendou, its employees, or any other person or entity.

Tendou reserves the right to terminate access to the Site for any user who violates these terms.

9 Third-Party Links & Services

Our website may contain links to third-party websites or reference third-party tools and services. These links are provided for convenience only. Tendou does not endorse, control, or assume responsibility for the content, privacy practices, or terms of any third-party website or service.

Your use of third-party websites is at your own risk and subject to their respective terms and policies. We encourage you to review the privacy policies of any third-party sites you visit.

10 Disclaimers & Warranties

The Site and its content are provided on an "as is" and "as available" basis without any warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

• Tendou does not warrant that the Site will be uninterrupted, error-free, or free of viruses or other harmful components.
• Tendou does not guarantee that any service will achieve specific results (e.g., search engine rankings, conversion rates, revenue).
• Information on the Site may contain inaccuracies or typographical errors. Tendou reserves the right to make corrections at any time without notice.

11 Limitation of Liability

To the maximum extent permitted by applicable law, Tendou, its owners, employees, contractors, and affiliates shall not be liable for any:

• Indirect, incidental, special, consequential, or punitive damages.
• Loss of profits, revenue, data, business opportunities, or goodwill.
• Damages arising from unauthorized access to or alteration of your data.
• Any other damages arising out of or related to the use of our Site or services.

In no event shall Tendou's total liability to you for all claims arising from or related to a specific project exceed the total fees paid by you to Tendou for that project in the twelve (12) months preceding the claim.

12 Indemnification

You agree to indemnify, defend, and hold harmless Tendou and its officers, employees, and contractors from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with:

• Your violation of these Terms.
• Your use of the Site or services in an unlawful manner.
• Any content or materials you provide to Tendou that infringe any third-party intellectual property rights.
• Any misrepresentation you make in connection with your engagement with Tendou.

13 Termination

Termination by Client

You may terminate a service engagement by providing written notice to Tendou. Upon termination, you agree to pay for all work completed up to the date of termination. Any deposits paid are non-refundable unless expressly agreed otherwise in writing.

Termination by Tendou

Tendou reserves the right to terminate a service engagement or your access to the Site at any time, with or without cause, including for:

• Non-payment of outstanding invoices.
• Breach of these Terms or any project agreement.
• Conduct that is harmful, abusive, or unethical toward Tendou's team.
• Requests to perform work that violates applicable laws or regulations.

Upon termination by Tendou for cause, any outstanding balance for work completed remains due and payable.

Effect of Termination

Sections relating to intellectual property, confidentiality, payment, limitation of liability, indemnification, and governing law shall survive termination of these Terms.

14 Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions.

Any disputes arising out of or relating to these Terms or any service agreement shall first be attempted to be resolved through good-faith negotiation between the parties. If negotiation fails, disputes shall be submitted to binding arbitration in Dallas County, Texas, under the rules of the American Arbitration Association.

Notwithstanding the above, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm.

You agree that any claim must be brought in your individual capacity and not as a plaintiff or class member in any purported class action proceeding.

15 Changes to These Terms

Tendou reserves the right to modify these Terms of Service at any time. When changes are made, we will update the "Last Updated" date at the top of this page. For material changes, we will make reasonable efforts to notify clients via email or a prominent notice on our website.

Your continued use of our website or services after any modifications constitutes your acceptance of the updated Terms. If you do not agree to the revised Terms, you must discontinue use of our Site and services.

16 Contact Us

If you have any questions about these Terms of Service, please contact us: