Terms of Service

Last Updated: May 9, 2025

These Terms of Service (“Terms”) govern your access to and use of the websites (including elementalsites.com), software, applications, professional services, and any related offerings (collectively, the “Services”) provided by Elemental App Solutions LLC (“Elemental”, “we”, “us”, or “our”).

Please read these Terms carefully. By accessing or using any part of the Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to all of the Terms, you may not access or use the Services.

These Terms apply to all visitors, clients, and anyone who accesses or uses the Services (“Users”, “you”).

1. Eligibility & Authority

You must be at least 18 years old and capable of forming a binding contract under applicable law to use the Services. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization, and “you” in these Terms includes the organization.

2. Changes to Terms

We may modify these Terms at any time. We will post the updated Terms on our website and revise the “Last Updated” date. Changes become effective upon posting. Your continued use of the Services after any changes constitutes your acceptance of the updated Terms.

3. Description of Services

Elemental provides software-development consulting, custom web and mobile application development, website hosting and maintenance, and related software-as-a-service solutions. Specific features and functions may change from time to time.

4. Account Registration

Some Services may require you to create an account. You agree to provide accurate, complete, and current information and to keep it updated. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

5. Quotes, Proposals & Fees

Pricing for professional services will be set forth in a separate proposal or statement of work (“SOW”) accepted by you. For subscription-based Services, fees and billing cycles will be presented at the time of purchase. You agree to pay all applicable fees and taxes in U.S. dollars in accordance with the payment terms stated in the proposal, SOW, or checkout page.

Past-due amounts may accrue interest at the lesser of 1.5 % per month or the maximum rate allowed by law. You are responsible for reasonable costs of collection, including attorneys’ fees, incurred by Elemental for overdue amounts.

6. Intellectual Property

6.1 Elemental IP

All right, title, and interest in and to the Services, including software, source code, designs, text, graphics, and trademarks (collectively, “Elemental IP”), are owned by Elemental or its licensors. Except as expressly permitted in these Terms, you may not reproduce, modify, distribute, or create derivative works from any Elemental IP.

6.2 Client Deliverables

Subject to full payment of all fees, Elemental grants you a worldwide, perpetual, non-exclusive license to use, copy, and modify the custom software deliverables specifically identified in an SOW (“Deliverables”) for your internal business purposes. Elemental retains ownership of any pre-existing or generic software components, frameworks, or libraries incorporated into the Deliverables.

6.3 Feedback

If you provide Elemental with feedback or suggestions, you grant Elemental a perpetual, worldwide, irrevocable, royalty-free license to use and incorporate that feedback without obligation to you.

7. Acceptable Use

You agree not to:

1. Use the Services in violation of any applicable law or regulation;
2. Reverse engineer, decompile, or attempt to discover the source code except to the extent that such activity is expressly permitted by law;
3. Interfere with or disrupt the security or performance of the Services;
4. Upload malicious code or content;
5. Misrepresent your identity or affiliation;
6. Engage in any fraudulent, abusive, or otherwise harmful activity.

8. Confidentiality

During the course of the relationship, either party may disclose confidential information (“Confidential Information”). The receiving party will protect the Confidential Information using the same degree of care it uses to protect its own confidential information (but in no event less than reasonable care) and will use it only for purposes of performing or receiving the Services.

9. Privacy

Our collection and use of personal information in connection with the Services are described in our Privacy Policy, which is incorporated into these Terms.

10. Third-Party Services

The Services may contain links to third-party websites or integrate with third-party services. We do not control, endorse, or assume responsibility for third-party content or practices. Your use of third-party services is at your own risk and subject to their separate terms.

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. ELEMENTAL SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THEY WILL MEET YOUR REQUIREMENTS.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ELEMENTAL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL ELEMENTAL’S TOTAL LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO ELEMENTAL FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

13. Indemnification

You agree to indemnify, defend, and hold harmless Elemental and its officers, directors, employees, and agents from and against any third-party claims, damages, and expenses (including reasonable attorneys’ fees) arising from your (a) use of the Services, (b) violation of these Terms, or (c) infringement of any intellectual-property or privacy rights.

14. Termination

Either party may terminate the Services for cause if the other party materially breaches these Terms and fails to cure the breach within 30 days after written notice. We may also suspend or terminate your access immediately if you violate Section 7 (Acceptable Use) or if required by law. Upon termination, your right to use the Services will immediately cease, but Sections 5–17 will survive.

15. Governing Law & Venue

These Terms are governed by and construed in accordance with the laws of the State of Oklahoma, without regard to its conflict-of-laws principles. Any dispute arising under these Terms will be resolved exclusively in the state or federal courts located in Oklahoma County, Oklahoma, and you consent to personal jurisdiction in those courts.

16. Dispute Resolution & Arbitration (Optional)

At Elemental’s sole discretion, we may require you to submit disputes arising from these Terms or use of the Services to binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Any such arbitration will be conducted in Oklahoma County, Oklahoma.

17. Severability

If any provision of these Terms is held invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

18. Entire Agreement

These Terms constitute the entire agreement between you and Elemental regarding the Services and supersede any prior agreements or understandings, whether oral or written.

19. Assignment

You may not assign or transfer these Terms without Elemental’s prior written consent. Elemental may assign these Terms freely in connection with a merger, acquisition, or sale of assets.

20. Force Majeure

Elemental will not be liable for any delay or failure to perform due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet failures, or power outages.

21. Contact Information

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

Thank you for choosing Elemental App Solutions.