Terms & Conditions

These Terms and Conditions (“Terms”) form a legally binding agreement between you, whether personally or on behalf of an entity (“you”, “Client”), and Brainexis Tech Limited, a company registered in the Hong Kong Special Administrative Region under company registration number 80815493, with its registered office at 8/F, China Hong Kong Tower, 8 Hennessy Road, Wan Chai, Hong Kong(“Brainexis”, “we”, “us”, “our”).

These Terms govern your access to and use of the website at brainexistech.com(the “Site”) and any services you purchase from us (the “Services”). By using the Site, submitting an enquiry, accepting a proposal, or making a payment, you confirm that you have read, understood and agree to be bound by these Terms. If you do not agree, you must not use the Site or purchase our Services.

All Services are supplied, contracted and invoiced by Brainexis Tech Limited, Hong Kong. All payments are received by Brainexis Tech Limited, Hong Kong. No other entity is a party to your agreement with us.

You represent that you are at least 18 years old and legally capable of entering into a binding contract, that all information you provide is true and current, and that where you contract on behalf of a company you are authorised to bind it.

We provide digital product and marketing services, including web development, mobile and cross-platform application development, game development, e-commerce and Shopify development, UI/UX and product design, brand and identity work, AI integration, SEO and performance marketing, and data analytics.

The Services are professional services delivered to a written scope. The Site, our packages page and our marketing materials are an invitation to enquire and do not by themselves constitute a binding offer. A binding agreement is formed only when a written proposal, quotation or statement of work (“Proposal”) is accepted by you in writing and the applicable deposit is received by us.

Where a Proposal conflicts with these Terms, the Proposal prevails for that engagement.

• All prices displayed on the Site and quoted in a Proposal are in United States Dollars (USD) unless expressly stated otherwise.
• Prices are exclusive of any taxes, duties, levies or withholding that may apply in your jurisdiction. You are responsible for any such amounts, and payments to us must be made without deduction or set-off.
• Third-party costs incurred for your project — including domains, hosting, licences, plugins, themes, stock assets, app-store fees and advertising spend — are not included in our fees unless the Proposal states otherwise. They are quoted separately and billed at cost.
• Your bank or card issuer may apply currency conversion charges or cross-border fees. These are outside our control and are not refundable by us.

• Projects are billed in milestones. An initial deposit of typically 30% to 50% of the project value is payable before work begins; it reserves your place in our schedule and covers discovery, planning and resource allocation.
• Each subsequent milestone is invoiced after the previous milestone has been delivered for your review.
• Retainer services, including maintenance, SEO and ongoing growth work, are billed monthly in advance.
• Invoices are payable within 7 days of issue unless the Proposal states otherwise.
• If an invoice remains unpaid after its due date, we may pause active work, withhold undelivered deliverables and suspend access to staging environments after giving you written notice. Work resumes once the balance is cleared.
• Card payments are processed by our payment provider. The name that will appear on your statement is shown on your invoice and on the payment page before you pay.

• Provide content, brand assets, credentials, access and feedback within the timeframes set out in the Proposal.
• Nominate a single point of contact authorised to approve milestones and sign off deliverables.
• Ensure that any material you supply to us — text, images, video, fonts, code, trademarks or data — is lawful and does not infringe the rights of any third party. You indemnify us against any claim arising from material you supply.
• Maintain your own backups of any data you provide once the project is handed over.

Where a project is delayed because required content, feedback or approvals are not provided after repeated written requests, timelines and fees may be adjusted, and the delay is not a failure to deliver on our part.

Each milestone includes the number of revision rounds stated in the Proposal, or two rounds where none is stated. Revisions must be consolidated and submitted in writing.

Work that falls outside the agreed scope — including new features, additional pages or screens, redesigns after sign-off, and changes of direction — is treated as a change request. We will quote it separately and it becomes chargeable only once you approve the quote in writing.

Each milestone is deemed accepted when you approve it in writing, or if no written response is received within 7 days of delivery. Final handover of source files, repositories, accounts and credentials takes place after the final invoice has been paid in full.

Every project includes a 30-day hypercare period from the date of final delivery, during which we correct defects in the delivered work at no charge. This covers faults in what we built. It does not cover new features, third-party platform changes, or issues caused by modifications made by you or another party.

The Site.

Unless otherwise indicated, the Site and all source code, databases, functionality, software, designs, audio, video, text, photographs, graphics, trademarks, service marks and logos on it are owned or licensed by us and are protected by copyright, trademark and other intellectual property laws. You may not copy, reproduce, republish or exploit any part of the Site for commercial purposes without our written permission.

Your deliverables.

On full and final payment of all sums due, ownership of the custom deliverables created specifically for you transfers to you, and we will execute any reasonable assignment document required to give effect to this.

Our background IP.

We retain ownership of our pre-existing tools, frameworks, libraries, components, methodologies and know-how. Where these are embedded in your deliverables, we grant you a perpetual, worldwide, royalty-free, non-exclusive licence to use them as part of the delivered product.

Third-party materials.

Open-source components, licensed fonts, plugins and stock assets remain subject to their own licences, which are passed through to you.

Portfolio rights.

We may reference and display non-confidential work in our portfolio, case studies and marketing, unless you ask us in writing not to.

Each party will keep confidential all non-public information received from the other — including business plans, credentials, source code, designs and commercial terms — and will use it only to perform or receive the Services. This obligation survives the end of the engagement. It does not apply to information that is or becomes public through no breach of these Terms, was already lawfully known, or must be disclosed by law.

We warrant that the Services will be performed with reasonable skill and care by suitably qualified personnel, and that the deliverables will materially conform to the agreed specification.

Except as expressly stated, the Site and the Services are provided “as is” and “as available”. We do not warrant uninterrupted or error-free operation, nor any particular commercial result. We make no guarantee of specific rankings, traffic, conversion rates, revenue, downloads or return on advertising spend; these depend on factors outside our control, including third-party platforms, algorithms and market conditions.

Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot lawfully be limited.

Subject to that, we will not be liable to you or any third party for any indirect, consequential, incidental, special, exemplary or punitive damages, or for loss of profit, revenue, business, goodwill, anticipated savings or data, however arising, even if advised of the possibility of such loss.

Our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence) or otherwise, is limited to the total fees actually paid by you to us under that engagement in the six months preceding the event giving rise to the claim.

Our Services often involve third-party platforms, including hosting providers, app stores, advertising networks, payment gateways, analytics tools and AI providers. Those platforms are governed by their own terms and policies, and we are not responsible for their availability, pricing changes, policy changes, account suspensions or rejections. Where a third party rejects, suspends or removes an application or account, our fees for work already performed remain payable.

Either party may terminate an engagement in accordance with the Refund & Cancellation Policy, which forms part of these Terms. We may suspend or terminate your access to the Site and to the Services immediately if you breach these Terms or the Acceptable Use Policy, if payment is materially overdue, or if we are required to do so by law or by a payment provider. On termination, sums due for work performed up to the termination date remain payable.

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, epidemics, war, civil unrest, industrial action, government action, and failures of power, internet or third-party infrastructure. The affected party will notify the other promptly and both will act reasonably to limit the impact.

If you are dissatisfied with any aspect of our Services, contact us first at info@brainexistech.com. We acknowledge every complaint within 2 business days and aim to resolve it within 5 to 7 business days. Most concerns are resolved with a revision round at no cost.

We ask that you raise a complaint with us before initiating a chargeback with your card issuer, so that we have a fair opportunity to put things right. Where a chargeback is raised against work that was legitimately delivered and accepted, we may suspend Services and seek recovery of the amount and associated costs.

These Terms and Conditions and your use of the Site are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, without regard to its conflict of law principles.

Your order will be processed by Brainexis Tech Limited (CR 80815493), a company registered in the Hong Kong Special Administrative Region, in accordance with the laws of Hong Kong.

Any dispute, claim or controversy arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the courts of the Hong Kong Special Administrative Region.

If any provision is found unenforceable, the remainder stays in force. Our failure to enforce a right is not a waiver of it. You may not assign your rights without our written consent; we may assign to a successor in connection with a merger or sale of assets. These Terms, together with the accepted Proposal, the Refund & Cancellation Policy, the Service Delivery Policy, the Privacy Policy and the Acceptable Use Policy, form the entire agreement between us. We may update these Terms from time to time; the version in force is the one published on this page at the time your Proposal is accepted, and material changes will be notified to active clients by email.