These terms govern your use of this website and every service you buy from Scriplit LLC. We have tried to write them in language you can actually read, because terms nobody understands protect nobody.
These Terms of Service ("Terms") form a binding agreement between you and Scriplit LLC. They apply when you browse this website, request a quote, or purchase any service from us.
By using the website or engaging us, you confirm that you have read and accept these Terms. If you do not accept them, please do not use the website or our services.
If you are entering into these Terms on behalf of a company or other organisation, you confirm you have authority to bind it, and "you" means that organisation.
Please read section 21 carefully. It contains an arbitration agreement and a class action waiver that affect how disputes between us are resolved. Consumers in the EU, EEA and UK are not bound by it, and any customer may opt out within 30 days as described there.
Your contract is with Scriplit LLC, a limited liability company formed under the laws of the State of Wyoming, United States, on 9 October 2024, Company ID 2024-001536050, with its registered office at 30 N Gould St Ste R, Sheridan, WY 82801, United States.
"Scriplit", "we", "us" and "our" mean Scriplit LLC. "You" and "your" mean the individual or organisation using the website or purchasing services.
Scriplit provides web development, search engine optimisation, pay-per-click advertising management, graphic and logo design, AI integration, payment gateway integration, US LLC formation support, and US tax filing and compliance support (together, the "Services").
The precise scope, deliverables, timeline and price for any engagement are set out in the written quote or statement of work we agree with you. That document governs what we are actually obliged to deliver; this page sets the surrounding legal framework.
Services we do not offer. Scriplit does not provide academic writing, coursework, examination or assignment assistance of any kind. If you have seen such services offered in our name, it is not us. Please report it to contact@scriplit.com.
Scriplit LLC is a business formation, filing and digital services provider. We are not a law firm, we are not a licensed CPA firm, and we are not enrolled to practise before the Internal Revenue Service except as expressly authorised for a specific filing.
No employee or contractor of Scriplit acts as your attorney, and no attorney-client relationship or privilege arises from your engagement with us. Nothing on this website or in our communications is legal, tax, accounting, investment or immigration advice for your particular circumstances.
What we actually do in this area is prepare and submit documents on your instruction, and provide general information about how the process works. You remain responsible for the accuracy of the information you give us and for the decisions you make.
We strongly recommend you consult a licensed attorney or CPA before making decisions with significant legal or tax consequences. Where a matter is beyond our scope, we say so and refer you to licensed US CPAs and Enrolled Agents in our professional network. Those professionals are independent; we are not responsible for their advice and they charge separately.
Information published on our website about IRS forms, penalties, deadlines, state fees and filing requirements is general guidance believed accurate when published. It is not a substitute for professional advice and may change without notice.
Prices on our website, including on our Pricing page, are an invitation to discuss rather than a binding offer. Ranges shown for project work are honest indications based on comparable engagements, not commitments.
A binding contract forms when you approve a written quote or statement of work from us and pay the agreed deposit or fee. That document, together with these Terms, is the whole agreement between us for that engagement.
Changes to scope. If you ask for something outside the agreed scope, we will tell you what it costs and how it affects the timeline, and get your written approval before doing it. We will never do out-of-scope work and invoice you for it afterwards without asking.
Revisions. Your quote states how many revision rounds are included. Additional rounds are chargeable at the rate stated in the quote.
Where a signed statement of work conflicts with these Terms, the statement of work prevails for that engagement.
Late payment. Overdue invoices may accrue interest at 1.5% per month, or the maximum rate permitted by applicable law if lower. We may suspend work on written notice while an invoice is materially overdue. We will always contact you before suspending anything.
Taxes. Quoted fees exclude any sales, use, VAT, GST, withholding or similar taxes. Where such a tax applies you are responsible for it, except for taxes on our own net income. If you are required by law to withhold tax from a payment, you must gross up so that we receive the full invoiced amount.
Payment methods. We accept card payments through Stripe, plus PayPal, Wise and Payoneer. We do not receive or store your full card details.
Refunds, cancellations and subscription terms are governed by our Refund & Cancellation Policy, which forms part of these Terms. Please read it before you pay.
In particular, it explains: the statutory 14-day right of withdrawal for consumers in the EU, EEA and UK; the FTC Cooling-Off Rule for qualifying US sales; how deposits and milestone payments are treated on cancellation; why government fees already paid cannot be returned; and how to cancel a subscription, which takes one email and nothing more.
Delivery timescales are set out in our Delivery Policy.
For us to deliver on time, you agree to:
Where a delay is caused by you, timelines extend accordingly and we are not liable for the consequences of that delay. We will always tell you when we are waiting on something.
We commit to:
All content on this website, and all tools, frameworks, libraries, code components and know-how we owned or developed before or independently of your engagement ("Background IP"), remain our property. Nothing in these Terms transfers Background IP to you.
Upon our receipt of payment in full for an engagement, Scriplit hereby irrevocably assigns to you all right, title and interest worldwide, including all copyright and other intellectual property rights, in the final deliverables created specifically for you under that engagement.
This assignment is effective automatically on full payment without any further action, and this document, together with the written quote you approved, is intended to constitute a written instrument of transfer signed by Scriplit for the purposes of 17 U.S.C. § 204(a). We will also sign any separate assignment document you reasonably request, at no charge, to record the transfer with any registry.
Before full payment, all deliverables remain our property and you have no licence to use them. This is the only leverage a small agency has, and we apply it sparingly.
Where a deliverable necessarily incorporates our Background IP, we grant you a perpetual, worldwide, non-exclusive, royalty-free, fully paid licence to use, modify and sublicense that Background IP as part of the deliverable. You may not extract it for use in unrelated projects.
Deliverables may include third-party or open source components licensed under their own terms, which we identify in your handover documentation. Those components are governed by their own licences and are not assigned to you. Where a deliverable requires a paid third-party licence, such as a premium theme, plugin or stock asset, that licence is bought in your name and belongs to you.
Concepts, drafts and design routes not selected remain our property unless your quote says otherwise.
Unless you tell us otherwise in writing, we may display completed work in our portfolio and marketing, and identify you as a client. We will never disclose confidential information in doing so, and we will remove anything at your request. Just ask.
You keep ownership of everything you give us: text, images, logos, data, trademarks and materials ("Your Content").
You grant us a non-exclusive, worldwide, royalty-free licence to use, reproduce, modify, adapt and display Your Content solely for the purpose of delivering the Services to you. That licence ends when the engagement ends, except to the extent we need to retain records under our Privacy Policy, and except for the portfolio rights in section 10.6.
You warrant that you own or are licensed to use Your Content, and that our use of it as directed by you will not infringe anyone's rights. If we have reason to believe content infringes a third party's rights, we may decline to use it.
Each of us may receive confidential information from the other. Both of us agree to keep it confidential, use it only for the engagement, and protect it with at least the care we apply to our own confidential information.
This does not apply to information that is public through no fault of the receiving party, was already lawfully known, is independently developed without reference to the confidential information, or must be disclosed by law or court order — in which case, where legally permitted, the disclosing party gets notice first.
These obligations continue for five years after the engagement ends, and indefinitely for anything that qualifies as a trade secret.
We are happy to sign your own NDA. Ask before the project starts.
How we handle personal information is set out in our Privacy Policy, which forms part of these Terms.
Where we process personal data on your behalf as a processor — for example, data held in a website or application we build for you — we will do so only on your documented instructions, keep it confidential, apply appropriate security measures, assist you with data subject requests, and delete or return it at the end of the engagement. We will enter into a separate Data Processing Agreement meeting GDPR Article 28 on request, at no charge.
Where you are a controller of personal data we process, you are responsible for having a lawful basis for the processing you instruct.
You agree not to use our website or Services to:
We may decline or stop work that would require us to breach the law or facilitate a breach by someone else.
Delivering the Services often involves third parties: hosting providers, domain registrars, Stripe and PayPal, Google, Microsoft and Meta advertising platforms, banks and fintechs such as Mercury, Relay and Wise, registered agents, and government agencies.
These are independent of us and governed by their own terms, which you are responsible for reading and complying with. We do not control them, and we are not liable for their acts, omissions, outages, pricing changes, policy changes, or decisions.
We cannot guarantee third-party approvals. Whether a bank opens an account, whether Stripe approves a merchant application, whether the IRS issues an EIN within a given timeframe, and whether a state processes a filing on schedule are all decisions made by those organisations and not by us. We prepare and submit everything properly and give you the best possible chance, but the outcome is not ours to promise and is not a basis for a refund of work correctly performed.
To the maximum extent permitted by applicable law, and subject always to section 16.3 and section 23, the Services and this website are otherwise provided "as is" and "as available". We disclaim all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.
Specifically, we do not warrant that: the website will be uninterrupted or error-free; results such as search rankings, traffic, conversion rates or revenue will be achieved; any third party will approve any application; or software will be free of all defects.
Nothing in this section excludes or limits any warranty, guarantee or right that cannot lawfully be excluded. If you are a consumer, your statutory rights are unaffected — see section 23. Some jurisdictions do not allow the exclusion of implied warranties, so parts of section 16.2 may not apply to you.
Nothing in these Terms excludes or limits our liability for: death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; gross negligence or wilful misconduct; any breach of the statutory rights of a consumer that cannot lawfully be limited; or any other liability that applicable law does not permit us to exclude.
Subject to section 17.1, neither party is liable to the other for indirect, incidental, special, consequential, exemplary or punitive damages, or for loss of profits, revenue, business, goodwill, anticipated savings or data, however caused and regardless of the theory of liability, even if advised of the possibility.
Subject to section 17.1, our total aggregate liability arising out of or relating to these Terms and the Services, whether in contract, tort, negligence, statute or otherwise, is limited to the total fees you actually paid to Scriplit for the specific engagement giving rise to the claim during the 12 months immediately preceding the event.
This cap reflects a deliberate allocation of risk between us. Our pricing is set on the basis of it, and both parties accept it as reasonable. If you need a higher cap, tell us before the engagement starts — we can often accommodate it for an adjusted fee.
Except where a longer period is required by law, any claim must be brought within one year of the date the cause of action accrued, or it is permanently barred.
You agree to indemnify and hold harmless Scriplit LLC and its officers, members, employees and contractors from third-party claims, liabilities, damages and reasonable legal costs arising from: content or materials you supplied to us; your breach of these Terms; your violation of any law or third-party right; or inaccurate information you gave us for a government filing.
This does not apply to the extent a claim arises from our own breach, negligence or wilful misconduct. We will notify you promptly of any claim, let you control the defence with counsel reasonably acceptable to us, and cooperate at your expense. You may not settle in a way that imposes any obligation or admission on us without our written consent.
Our indemnity to you. We will indemnify you against third-party claims that a deliverable we created infringes a copyright or trademark, provided you notify us promptly and let us handle it. This does not cover content you supplied, modifications made after handover, or use in combination with things we did not provide. Our liability under this indemnity is subject to the cap in section 17.3.
Neither party is liable for failing to perform, or for delay in performing, an obligation caused by events beyond its reasonable control, including natural disasters, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, government action or sanctions, strikes, failure of utilities or telecommunications, internet or hosting outages, cyberattacks, and failures of third-party platforms.
The affected party must notify the other promptly and use reasonable efforts to resume. Payment obligations for work already performed are not excused. If a force majeure event continues for more than 60 days, either party may terminate the affected engagement, and we will refund amounts paid for work not performed.
These Terms apply while you use the website and for the duration of any engagement.
You may terminate an engagement at any time by written notice. The consequences, including what is refundable, are set out in our Refund & Cancellation Policy.
We may terminate or suspend an engagement:
Except in the narrow immediate-termination cases above, we will always give you notice and an opportunity to fix the problem. We will not terminate without warning.
Sections 10, 11, 12, 16, 17, 18, 21, 22 and 27 survive termination, along with any other provision that by its nature should.
We stop work, invoice for work performed, refund any balance due to you, and hand over deliverables you have paid for in full along with relevant credentials and access.
Before starting formal proceedings, both parties agree to try to resolve the dispute informally for at least 30 days after written notice describing it. Most things end here. Send yours to contact@scriplit.com.
If informal resolution fails, any dispute arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, or its Consumer Arbitration Rules where you are a consumer.
Disputes will be arbitrated only on an individual basis. Neither party may bring a claim as a plaintiff or class member in a class, collective, consolidated or representative action. If this waiver is found unenforceable as to a particular claim, that claim is severed and heard in court, while all others remain in arbitration.
Either party may bring an individual claim in small claims court, and either may seek injunctive relief in court to protect intellectual property or confidential information.
You can opt out of arbitration entirely. Email contact@scriplit.com with the subject "Arbitration Opt-Out" within 30 days of first accepting these Terms, including your name and the engagement concerned. That is all it takes. Opting out costs you nothing, changes nothing else in our relationship, and we will confirm it in writing. If you opt out, section 22 governs instead.
This section 21 does not apply to you. You may bring proceedings in the courts of your country of residence, and you retain access to any alternative dispute resolution scheme available there, including the European Commission's Online Dispute Resolution platform.
These Terms and any dispute arising from them are governed by the laws of the State of Wyoming, United States, without regard to its conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Where a dispute is not subject to arbitration under section 21, the state and federal courts located in Sheridan County, Wyoming have exclusive jurisdiction, and both parties consent to venue there — subject always to section 23.
If you are a consumer, this section overrides anything inconsistent elsewhere in these Terms.
You are a consumer if you are an individual buying for purposes outside your trade, business, craft or profession.
We serve clients worldwide, which means we must comply with US economic sanctions and export control laws, including those administered by the Office of Foreign Assets Control of the US Department of the Treasury.
You represent that you are not: located in, organised under the laws of, or ordinarily resident in a country or region subject to comprehensive US sanctions; listed on the Specially Designated Nationals and Blocked Persons List or any other restricted party list; or owned or controlled by any such person.
You agree not to use the Services in violation of any applicable export control or sanctions law. We may decline or terminate an engagement where proceeding would breach these laws, and will refund amounts paid for work not performed where we do so.
We respect intellectual property rights. If you believe material on a site we host or operate infringes your copyright, send a notice under the Digital Millennium Copyright Act, 17 U.S.C. § 512 to contact@scriplit.com, marked "DMCA Notice".
Please include: your physical or electronic signature; identification of the copyrighted work; identification of the material claimed to infringe and where it is located; your contact details; a statement of good-faith belief that the use is unauthorised; and a statement, under penalty of perjury, that the information is accurate and you are authorised to act for the owner.
We investigate valid notices promptly and remove or disable access to infringing material where appropriate. We also accept counter-notices. Be aware that 17 U.S.C. § 512(f) imposes liability for knowingly making a material misrepresentation in either a notice or a counter-notice.
We are committed to making this website usable by everyone, and we work towards conformance with the Web Content Accessibility Guidelines (WCAG) 2.1 Level AA.
Accessibility is an ongoing effort rather than a finished state, and we know some areas can be improved. If you encounter a barrier, email contact@scriplit.com or call (901) 401-0039. We will respond within five business days, and we will provide the information you were trying to reach in an alternative format in the meantime.
Where accessibility conformance is a requirement for a website we build for you, say so during scoping and we will include it in the specification and test against it.
We may update these Terms. The "Last updated" date always reflects the current version.
Changes are not retroactive. The version in force when you approved your quote governs that engagement for its duration. For material changes affecting ongoing engagements or subscriptions, we give at least 30 days' written notice by email, and you may terminate without penalty before the change takes effect if you do not accept it.
Continuing to use the website after changes are posted means you accept the updated Terms for future use.
Questions about these Terms, or formal legal notices:
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