Terms of Use

The WhyDev website and network (collectively, "WhyDev" or "the Service") are operated by WhyDev, Inc. and its corporate affiliates (collectively, "us", "we" or the "Company"). By accessing or using our web site at www.WhyDev.com or the mobile version thereof (together the "Site"), you (the "User") signify that you have read, understand and agree to be bound by these Terms of Use ("Terms of Use" or "Agreement"). We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without further notice. If we do this, we will post the changes to these Terms of Use on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Service or the Site after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the Service or the Site. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes.

PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.

Date of Last Revision: September 1, 2009.

Terms

WhyDev begins work on a project upon receipt of a down payment of at least 25% of the total price. The client will be charged the remaining balance upon completion of the project. Websites are made live and solutions are delivered when all payments are cleared. If applicable, hosting and domain name registration fees must be paid every 6 months.

Additional services come at additional fees, on a fee per service basis or at an hourly rate. If clients require additional services on their project, the corresponding fee will be added to their final invoice and they will be charged accordingly.

If a payment is not processed on time, a late fee of $15 per day is added to the bill and the project can be put on hold or canceled at WhyDev’s whole discretion. If the project is not canceled, it is WhyDev's whole discretion to decide when to resume work on the project once the late payment and the late fees are processed.

Delays in project completion may occur when:

• There is a delay in any payments
• The client requests further changes in the design, structure, or content of the project
• The client purchases an additional service related to the project
• There is a delay in the receipt of any materials from the client

Time frame estimates are approximate only and are subject to change at any time at WhyDev’s discretion.

WhyDev will under no circumstances be held responsible to satisfy unreasonable expectations or requests that lie beyond the scope of WhyDev's offer of services to its client. It is WhyDev's discretion to decide whether or not a request or an expectation is reasonable or lies within the scope of offer of services to its client. In other words, WhyDev will make all the necessary efforts to satisfy the client within the framework of its original agreement with the client, according to WhyDev's understanding.

Once a client of WhyDev, you authorize WhyDev to charge the payment method you submitted for all the invoices generated for the services rendered by WhyDev. In order to change your payment method, simply contact your project manager prior to your payment's due date.

The term "maintenance session" defines approximately an hour’s worth of work on an existing website. It is at WhyDev’s sole discretion to judge whether or not a request represents an hour’s worth of work.

It is important to understand that we cannot make our project resources available to a project indefinitely as we have other obligations. If a project stalls or a client becomes unresponsive for more than 3 weeks, the project will become "inactive" and a re-engagement fee of 15% of the total project cost will be assessed upon re-initiating the project. If there is no meaningful activity for 3 months the project may be terminated without refund.

Refunds

All payments are final. It is WhyDev’s policy that no refunds will be made.

About credit cards data processing

Please keep in mind that for security reasons, WhyDev always:

• Prevents unauthorized access, maintains data accuracy, and ensures the correct use of information, through appropriate physical, electronic, and managerial procedures to safeguard and secure the information it collects online and offline.
• Hires the services of reliable third party companies to manage credit card information and secure payment gateway encryption for the websites of its clients. Such companies charge fees per transaction and/or fees per month for which the client is responsible. Most such companies offer various fee plans to best suit the needs of the client’s business depending on the volume of the client’s online transactions.

About WhyDev’s Solutions

WhyDev does not assume any responsibility or liability for the content of the solutions it designs and/or hosts. WhyDev has no control over any information, materials, or products found thereon.

Because of the nature of web development and programming work, websites always appear differently on different computers. Screen resolution, operating system, and browsing software are just a few examples of variables that may affect the way a website looks. The client must be aware of these possible variations and WhyDev will not be held responsible for them.

A small sign stating "Website Design by WhyDev" will be added at the bottom of every web page created (programmed or designed) by WhyDev. The client may request to remove the sign for an additional fee of 5% of the total price of the services provided to the client in relation to the web page.

WhyDev may, at his sole discretion, choose to showcase on its website projects the WhyDev team has worked on, or is working on, including screenshots, a link to the live website, a summary of WhyDev role in regards to the project, etc. The client must understand and agree that we are in no way committed to displaying, or linking to, their website(s) or online project(s) on our website, but that we may choose to do so, at our sole discretion.

WhyDev may offer 3 months free web hosting and domain name registration to its clients. The 3 month period is calculated from the date the project start and not when the project is completed. Following the 3 month period, hosting fees must be paid unless the client requests the cancellation of the hosting plan. Failure to pay in a timely manner for the hosting service can result in a late fee of $15 per day and in the cancellation of the hosting plan.

Privacy

We care about the privacy of our users. Click Here to view the WhyDev Privacy Policy. By using the Site or the Service, you are consenting to have your personal data transferred to and processed in the United States.

Eligibility

Membership in the Service is void where prohibited. This Site is intended solely for users who are thirteen (13) years of age or older. Any registration by, use of or access to the Site by anyone under 13, is unauthorized, unlicensed and in violation of these Terms of Use. By using the Service or the Site, you represent and warrant that you are 13 or older, and that you agree to and to abide by all of the terms and conditions of this Agreement.

Proprietary Rights in Site Content; Limited License

All content on the Site and available through the Service, including designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the "Site Content"), are the proprietary property of the Company, its users or its licensors with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company's prior written permission, except that the foregoing does not apply to your own User Content (as defined below) that you legally post on the Site. Provided that you are eligible for use of the Site, you are granted a limited license to access and use the Site and the Site Content and to download or print a copy of any portion of the Site Content to which you have properly gained access solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. Except for your own User Content, you may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Site Content is strictly prohibited. Such license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time without notice and with or without cause.

Trademarks

WhyDev, and other Company graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Company in the U.S. and/or other countries. Company's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Third Party Websites and Content

The Site contains (or you may be sent through the Site or the Service) links to other web sites ("Third Party Sites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Applications, Software or Content"). Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Site or any Third Party Applications, Software or Content posted on, available through or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by us. If you decide to leave the Site and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site or relating to any applications you use or install from the site.

Branding

All interface components within the Services may be Client-branded and may display Client's name, logo, trademarks, and service marks as Client shall specify from time to time within the designated area of the pages hosted by WhyDev.com (collectively, the "Services Pages"), using the automated features included in the Services. Notwithstanding the foregoing, WhyDev.com may prominently display on all Services Pages, emails, or other communications generated by or in conjunction with the Services WhyDev.com's name, logo, trademarks, and service marks, and a phrase substantially similar to "powered by WhyDev.com" or such other phrase as WhyDev.com may specify from time to time, as well as any names, logos, trademarks, or services marks of third party co-branding partners of WhyDev.com.

Ownership

WhyDev.com and its licensors and third party content providers retain all rights and title to, and interest in all of the information, content, data, designs, software, materials, and all copyrights, patent rights, trademark rights, and other proprietary rights thereto provided pursuant to this Agreement. Except as expressly provided herein, no right or license, with respect to any copyrights, patent rights, trademark rights, or other proprietary rights, is granted under this Agreement. All rights not expressly granted hereunder by WhyDev.com are expressly reserved to WhyDev.com and its licensors and information and content providers. Under no circumstances shall any part of the Services be physically transferred to Client, nor shall Client be entitled to a license to the underlying software.

License Grant of Content

Subject to all the terms and conditions of this Agreement, Licensor hereby grants Licensee a non-exclusive, non-transferable, non-sublicenseable license to use the Content solely as identified herein. "Content" refers solely to the content or other materials provided by Licensor specifically for use under this Agreement and incorporated herein by this reference.

Prohibition Against Assignment

Neither this Agreement nor any rights, licenses, or obligations hereunder, may be assigned by Client without the prior written consent of WhyDev.com. Any attempted assignment in violation of this Section will be void and without effect. Subject to the foregoing, this Agreement will benefit and bind the parties' successors and assigns.

Force Majeure

Under no circumstances shall WhyDev.com be liable for any delay or failure in performance under this Agreement resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, electricity, or air conditioning.

Disclaimers

The Company is not responsible or liable in any manner for any User Content or Third Party Applications, Software or Content posted on the Site or in connection with the Service, whether posted or caused by users of the Site, by Collegeflips, by third parties or by any of the equipment or programming associated with or utilized in the Site or the Service. Although we provide rules for user conduct and postings, we do not control and are not responsible for what users post, transmit or share on the Site and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on the Site or in connection with any User Content or Third Party Applications, Software or Content. The Company is not responsible for the conduct, whether online or offline, of any user of the Site or Service. The Site and the Service may be temporarily unavailable from time to time for maintenance or other reasons. Company assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, User communications. The Company is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any Site or combination thereof, including injury or damage to User's or to any other person's computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the Web and/or in connection with the Service, including any Mobile Client software. Under no circumstances will the Company be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone's use of the Site or the Service, any User Content or Third Party Applications, Software or Content posted on or through the Site or the Service or transmitted to Users, or any interactions between users of the Site, whether online or offline. THE SITE, THE SERVICE, ANY PLATFORM APPLICATIONS AND THE SITE CONTENT ARE PROVIDED "AS-IS" AND THE COMPANY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE COMPANY CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SITE AND/OR THE SERVICE AND/OR ANY PLATFORM APPLICATIONS. COMPANY DOES NOT REPRESENT OR WARRANT THAT SOFTWARE, CONTENT OR MATERIALS ON THE SITE, THE SERVICE OR ANY PLATFORM APPLICATIONS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE SITE OR SERVICE ITS SERVERS, OR ANY PLATFORM APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE (INCLUDING ANY MOBILE CLIENT) FROM OR THROUGH THE SERVICE AND ANY PLATFORM APPLICATIONS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.

The Company reserves the right to change any and all content, software and other items used or contained in the Site and any Services and Applications offered through the Site at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, and supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Company.

Limitation on Liability

IN NO EVENT WILL COMPANY OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SITE OR THE SERVICE, ANY PLATFORM APPLICATIONS OR ANY OF THE SITE CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SITE, EVEN IF THE COMPANY IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE SERVICE DURING THE TERM OF MEMBERSHIP, BUT IN NO CASE WILL THE COMPANY'S LIABILITY TO YOU EXCEED $1000. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO COMPANY FOR THE SERVICE, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM COMPANY, REGARDLESS OF THE CAUSE OF ACTION.

Termination

The Company may terminate your subscription, delete your profile and prohibit you from using or accessing the Service or the Site or any Application (or any portion, aspect or feature of the Service or the Site or any Application) for any reason, or no reason, at any time in its sole discretion, with or without notice.

Indemnity

You agree to indemnify and hold the Company, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any User Content, any Third Party Applications, Software or Content you post or share on or through the Site (including through the Share Service), your use of the Service or the Site, your conduct in connection with the Service or the Site or with other users of the Service or the Site, or any violation of this Agreement or of any law or the rights of any third party.

Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site or the Service ("Submissions"), provided by you to Company are non-confidential and shall become the sole property of Company. Company shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Other

These Terms of Use constitute the entire agreement between you and Company regarding the use of the Site and/or the Service, superseding any prior agreements between you and Company relating to your use of the Site or the Service. The failure of Company to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

Questions

If you have any questions about these terms or you would like to inquire about any information, please email us at support@whydev.com.