Logic Replace LLC Terms
(Updated 10th April 2023)

TERMS AGREEMENT AND TERMINATION
When a client pays Logic Replace LLC to provide services, these terms automatically come into force. Services will be in force automatically for all Logic Replace LLC’s existing clients. The client may request termination of these terms by written email request to Logic Replace LLC at [email protected], and Logic Replace LLC will decide if the terms can be terminated or not.

RESOLVING IN-SCOPE PROBLEMS
Logic Replace LLC will resolve in-scope technical problems with the provided solution for no charge for one month after the launch of the solution or changes, out of scope problems are excluded. Additions or changes to the solution and all work (including resolving technical problems) after the first month will be billed at our normal hourly rate unless covered by a maintenance plan.

GUARANTEE/REFUNDS
If the client is unsatisfied for any reason, a refund can be requested by emailing [email protected]. Logic Replace LLC will refund the client’s initial down payment if the request is made within 30 days from the initial down payment and the client has not yet approved any milestone such as a wireframe, design, etc. Refunds are unavailable after the client has approved any initial milestone or design, etc., or a second payment has been made. Refunds are not available for services other than website design and custom development. Any admin fees incurred for card payment, bank transfer, and our admin fee will be deducted from the refund amount.

CREDITS
A Logic Replace LLC website link will be placed on the footer of every client’s webpage. Logic Replace LLC reserves the right to use the client’s website and the client’s name for self-promotion, including, but not limited to, in an online portfolio, in a list of past clients, on Facebook, Twitter etc., and print materials.

INDEMNITY
The client does hereby expressly agree to indemnify and hold harmless Logic Replace LLC, its CEO, and its principals, officers, employees and contractors against all suits, actions, claims, demands, or costs of any kind to which they may be subject arising or resulting at any time or place from anything done or omitted to be done by them in connection with the client’s project. The client hereby waives any and all claims which, but for this waiver, it may have, or which it may hereafter acquire, against Logic Replace LLC, its CEO, and its principals, officers, employees and contractors arising or resulting at any time or place from anything done or omitted to be done by them in connection with this project.

CHANGES
Any changes outside of scope will be billed at our normal hourly rate. When changes outside the scope are requested, the client will be sent an email outlining the specific changes and associated costs. The client must approve these changes and related costs via email before any additional work is performed.

APPROVALS
The client must provide approval at various steps of any project or work. Any changes after approval will be billed at our normal hourly rate and require the same email exchange outlined above.

ERRORS AND LIABILITIES
Logic Replace LLC will do its best to ensure the materials are error-free. Neither Logic Replace LLC nor its CEO nor other staff members of Logic Replace LLC may be held responsible for any damages that may be caused by any errors that may arise in the process of completing the work described above.

LOSS OF DATA
Logic Replace LLC will not be held liable for any loss of data. Under no circumstances will Logic Replace LLC be liable for the contents or value of the client’s lost or damaged data. Furthermore, Logic Replace LLC will not be liable for incidental or consequential damages even if it is advised of the possibility thereof. This limitation of Logic Replace LLC’s liability will apply regardless of the form of action, whether in contract or tort (including negligence).

PROJECT DELAY BY CLIENT
If the client causes any delay of 6 months or more, the remaining project balance will be due.

WEB HOSTING SERVICES
This section relates to web hosting, domain names, domain privacy, SSLs, IP addresses and back-ups, known below as web hosting services or WHS.

There are no refunds under any circumstance for WHS.

Logic Replace LLC will endeavour to provide WHS 100% of the time, and the client agrees that 100% is unrealistic. Logic Replace makes no warranties or representations that the WHS will be uninterrupted or error-free, and Logic Replace LLC shall not, in any event, be liable for interruptions of service or downtime of the server for any reason.

Logic Replace LLC reserves the right to suspend a client’s WHS if Logic Replace LLC considers their use as not acceptable.

If the client does not pay renewal fees within a reasonable period, the related service will be suspended, and an admin restoration fee will be charged for restoring the service. For domain names, if the delay in renewal payment is prolonged, the domain will automatically be lost, and this is outside of the control of Logic Replace LLC.

The client does hereby expressly agree to indemnify and hold harmless Logic Replace LLC, its CEO, and its principals, officers, employees and contractors against all suits, actions, claims, demands, or costs of any kind to which they may be subject arising or resulting at any time or place from anything done or omitted to be done by them in connection with the client’s WHS. The client hereby waives any and all claims which, but for this waiver, it may have, or which it may hereafter acquire, against Logic Replace LLC, its CEO, and its principals, officers, employees and contractors arising or resulting at any time or place from anything done or omitted to be done by them in connection with the clients WHS.

The client is encouraged to ensure they have direct access to domain names to allow them to take control of them at any time and to ensure all WHOIS information is correct for every domain name.

Regardless of initial WHS specifications for capacity, Logic Replace LLC might be required for capacity or operational reasons to ask that the client’s WHS specification be changed, resulting in a price change.

The client agrees not to use WHS for any inappropriate reason.

Logic Replace LLC will, on a best-efforts basis, make off-site back-ups for web hosting accounts. These back-ups will be weekly or monthly while the client’s account is active.

Clients are encouraged to request access to their web hosting control panel to allow them to make and save their own backups.

Clients are encouraged to ensure all their emails are downloaded to their local devices or use an external email service provider.

Logic Replace LLC can provide more frequent back-ups as an additional paid service.

The restoration is billable at our normal hourly rates for any restoration from our back-ups.

Logic Replace LLC cannot guarantee every backup’s integrity, so we encourage our clients to have their own backup.

SECURITY
Logic Replace LLC develops, supports and hosts web applications.

The custom parts of the web solutions we develop and support are the intellectual property and ownership of Logic Replace LLC’s clients.

The custom parts of the web applications work in conjunction with third-party web frameworks, third-party web applications and third-party operating systems and overall comprise a solution.

Logic Replace LLC will not be responsible for providing any free support concerning the recovery and restoration of the solution when caused by the following:

• If the solution is hacked and infected with malware, virus etc
• If the solution is hacked and files and database information are deleted
• If the solution is hacked and files and database information is changed
• If the solution is hacked and the solution is encrypted, and the hackers demand a ransom
• If the solution is the target of an attack that impacts the performance of the solution
• If the solution is hacked and is sending spam email
• If the solution is interfered with by anyone and causes any issue with the solution.

Web solutions operate using components including but not limited to:

• Programming code, such as PHP
• Front-end code such as HTML/JavaScript
• Backend code such as web frameworks, databases and operating systems.

The components comprising the solution have versions that, over time, are updated by their providers. The providers provide updates to reduce security vulnerabilities.

In all cases, the provider will eventually stop updating a generation of a component; for example, PHP version 7 is no longer updated. Therefore any vulnerabilities in PHP 7 will never be corrected.

Because the versions of components are changing and vulnerabilities are being discovered constantly, Logic Replace LLC cannot be expected to provide free support when a customer’s solution is impacted, as described above.

Logic Replace LLC encourages its clients to ensure their custom web solution is always updated to work with the latest versions of components used, and this is to reduce the risk of an interruption to service and data loss.

If a security incident impacts a client’s custom web solution, Logic Replace will do the following on a best-efforts basis:

• Assess the scope of the incident
• Determine an estimate for correction or restoration and seek approval from the client
• Perform the restoration work and bill the client for the actual hours required.

Logic Replace is not liable for any code, data, or business-related loss for any reason.