Terms of Service

1. Services

Bastion Studio provides custom software development services including, but not limited to, web application development, mobile application development, and systems integration. All engagements are governed by a separate written agreement (“Project Agreement”) executed between Bastion Studio and the client prior to the commencement of any work. In the event of a conflict between these Terms and a Project Agreement, the Project Agreement shall control.

2. Proposals & Estimates

Any proposal, quote, or estimate provided by Bastion Studio is valid for thirty (30) days from the date of issuance unless otherwise stated in writing. Proposals do not constitute a binding agreement. Work commences only upon execution of a Project Agreement and receipt of any required deposit.

3. Payment Terms

Unless otherwise specified in the applicable Project Agreement, the following payment schedule applies to all engagements:

• 50% deposit due upon execution of the Project Agreement
• 25% due upon completion of the defined midpoint milestone
• 25% due upon delivery of final deliverables

All invoices are due within fifteen (15) days of issuance. Overdue balances accrue interest at 1.5% per month. Bastion Studio reserves the right to suspend work or withhold delivery of materials until all outstanding balances are paid in full.

4. Scope of Work & Change Orders

The scope of work is defined exclusively by the applicable Project Agreement. Any additions, modifications, or expansions to the agreed scope constitute out-of-scope work and will be billed at the then-current hourly rate, with prior written approval required before such work begins. Verbal approvals are not binding.

5. Revisions

Each Project Agreement includes two (2) rounds of revisions within the defined scope. A “revision round” means a consolidated set of changes submitted in a single communication. Additional revision rounds are billed at the applicable hourly rate. Revision requests submitted after final delivery may be treated as new scope.

6. Delivery & Acceptance

Upon delivery of final deliverables, the client has ten (10) business days to provide written notice of any material defects. Failure to provide such notice within this period constitutes acceptance. Acceptance triggers the final payment obligation and the commencement of the warranty period.

7. Warranty

Bastion Studio provides a thirty (30) day limited warranty from the date of acceptance covering material defects in the delivered work that existed at the time of delivery. This warranty does not cover defects arising from client modifications, third-party integrations outside our control, misuse, or requests for new features or functionality. All warranty work will be performed at no additional charge during the warranty period.

8. Intellectual Property

Upon receipt of full payment, Bastion Studio assigns to the client all rights, title, and interest in the custom code developed specifically for that engagement, subject to the following:

• Third-party components: Open-source libraries, frameworks, and third-party tools incorporated into the work remain subject to their respective licenses and are not transferred.
• Pre-existing work: Any tools, utilities, or methodologies developed by Bastion Studio prior to or independent of the engagement remain the exclusive property of Bastion Studio.
• Portfolio rights: Unless expressly excluded in writing, Bastion Studio retains the right to display the work in its portfolio and marketing materials.

9. Confidentiality

Each party agrees to hold in confidence any non-public information disclosed by the other party in connection with a project engagement. This obligation does not apply to information that is or becomes publicly available through no fault of the receiving party, or that is independently developed without reference to confidential information.

10. Client Responsibilities

The client is responsible for providing timely feedback, accurate content, required access and credentials, and any materials necessary for project completion. Delays caused by the client’s failure to provide required inputs may result in revised timelines and additional fees. Bastion Studio is not liable for project delays attributable to the client.

11. Limitation of Liability

To the maximum extent permitted by applicable law, Bastion Studio’s total liability to the client for any claim arising out of or related to a project engagement shall not exceed the total fees paid by the client for the specific project giving rise to the claim in the three (3) months preceding the claim. In no event shall Bastion Studio be liable for any indirect, incidental, consequential, punitive, or special damages, including loss of profits, loss of data, or business interruption, even if advised of the possibility of such damages.

12. Indemnification

The client agrees to indemnify, defend, and hold harmless Bastion Studio and its principals from and against any claims, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) content or materials provided by the client; (b) the client’s use of the delivered work in violation of applicable law; or (c) any breach of these Terms or the applicable Project Agreement by the client.

13. Termination

Either party may terminate a Project Agreement with fourteen (14) days written notice. Upon termination, the client shall pay for all work completed through the termination date, calculated at the applicable hourly rate for any incomplete milestones. Bastion Studio will deliver all completed work product upon receipt of payment for work performed.

14. Dispute Resolution

The parties agree to attempt to resolve any dispute informally by written notice before initiating formal proceedings. If the dispute is not resolved within thirty (30) days of such notice, it shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association, conducted in Kentucky. The prevailing party shall be entitled to recover reasonable legal fees and costs.

15. Governing Law

These Terms and all Project Agreements are governed by and construed in accordance with the laws of the Commonwealth of Kentucky, without regard to its conflict of law provisions.

16. Modifications

Bastion Studio reserves the right to update these Terms at any time. Changes will be posted on this page with an updated effective date. Continued use of this website or our services after any modification constitutes acceptance of the revised Terms.

17. Contact

Questions regarding these Terms should be directed to: hello@bastiondesigns.com