Terms of Service

1. Introduction

These Terms of Service ("Terms") govern your use of the website theweb3.ninja and any services provided by The Web3 Ninja ("we," "our," or "us"), operated by Rocco Russo, Italy VAT Registered.

By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

2. Services

The Web3 Ninja provides:

• Smart contract development and protocol engineering
• Web3 product design and frontend development
• Blockchain integration consulting
• AI agent development and next-generation technology solutions

Specific deliverables, timelines, and pricing are determined on a project-by-project basis and will be outlined in a separate project agreement or statement of work.

3. Engagement Process

Our typical engagement process includes:

1. Initial consultation (free) to understand your project requirements
2. Proposal with scope, timeline, and pricing
3. Written agreement or statement of work signed by both parties
4. Project kickoff and development
5. Delivery and handover

No work will commence until a written agreement is in place and any required deposits are received.

4. Payment Terms

• Payment terms are specified in each project agreement
• We typically require a deposit before work begins (usually 30-50%)
• Invoices are due within 14 days unless otherwise agreed
• Late payments may incur interest at 1.5% per month
• We reserve the right to pause work on projects with outstanding invoices

5. Intellectual Property

Client Ownership

Upon full payment, clients receive ownership of all custom code, designs, and deliverables created specifically for their project, unless otherwise specified in the project agreement.

Our Rights

We retain the right to:

• Use general knowledge and skills gained during the project
• Reuse non-proprietary components, libraries, and tools
• Showcase the project in our portfolio (with client approval)

Third-Party Components

Projects may include open-source libraries or third-party components. These remain subject to their respective licenses.

6. Confidentiality

We treat all client information as confidential. We will not disclose project details, business strategies, or technical specifications to third parties without your consent.

If a more comprehensive Non-Disclosure Agreement (NDA) is required, we are happy to sign one before discussions begin.

7. Warranties and Disclaimers

What We Warrant

• Work will be performed professionally and in accordance with industry standards
• Deliverables will substantially conform to agreed specifications
• We will provide reasonable support to address bugs discovered within 30 days of delivery

Disclaimers

We do not warrant:

• That smart contracts will be free from all vulnerabilities (we recommend third-party audits)
• Specific financial outcomes, token performance, or market results
• Uninterrupted operation of blockchain networks or third-party services
• Regulatory compliance in jurisdictions beyond our expertise

8. Limitation of Liability

To the maximum extent permitted by law, The Web3 Ninja's total liability for any claims arising from our services shall not exceed the total fees paid by the client for the specific project in question.

We are not liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities, even if advised of the possibility of such damages.

9. Termination

Either party may terminate an engagement by:

• Providing 14 days written notice
• Immediate termination for material breach (after reasonable opportunity to cure)

Upon termination, the client is responsible for payment of all work completed up to the termination date. We will provide all completed deliverables upon receipt of final payment.

10. Governing Law

These Terms are governed by the laws of Italy. Any disputes shall be resolved in the courts of Italy, unless otherwise agreed in writing. For EU clients, applicable EU consumer protection laws also apply.

11. Changes to These Terms

We may update these Terms from time to time. Changes will be posted on this page with an updated "Last updated" date. Continued use of our website or services after changes constitutes acceptance of the updated Terms.