Terms & Conditions

Terms and Conditions

 

Effective date: 2025-10-29

 

These Terms and Conditions govern your access to and use of the website acceleratedproductdesigns.com  and any services, proposals, statements of work, or deliverables provided by Mauricio Lastres doing business as Accelerated Product Designs ("Provider", "we", "us", "our"). By accessing the Site, submitting an intake, signing a Statement of Work, or purchasing Services you agree to these Terms. If you do not agree, do not use the Site or engage our Services.

 

1. Definitions

• Client means the individual or entity contracting Services with the Provider.

• Services means advisory, design, engineering, prototyping, production readiness, consulting, and related services described in a Statement of Work.

• SOW means a Statement of Work or proposal executed by Client and Provider that describes scope, deliverables, schedule, fees, and acceptance criteria.

• Deliverables means the tangible or digital outputs produced under an SOW.

• Intake means information, files, and any uploads submitted via the Site or email to start an engagement.

 

2. Scope of Services

• Provider performs Services only as set forth in a signed SOW. No work is authorized without an executed SOW or written agreement.

• SOWs reference this Terms and, where inconsistent, the SOW controls for that engagement.

• Provider may use subcontractors to perform portions of Services; Provider remains responsible for performance.

 

3. Engagement, Estimates, and Change Control

• Estimated hours, costs, and timelines in proposals or SOWs are good faith estimates. Actual costs may vary.

• Scope is frozen on SOW execution. Changes requested by Client must be documented and approved in writing using a change order or amended SOW and may incur additional fees and schedule adjustments.

 

4. Fees, Invoicing, and Payment

• Provider’s standard hourly rate is $250.00 unless a different rate is set in a signed SOW. Fees for fixed-price SOWs are specified therein.

• Unless otherwise stated, a deposit equal to 10% of the estimated initial engagement is due upon SOW execution to reserve Provider’s schedule. Remaining amounts are invoiced as set out in the SOW.

• Invoices are due net 14 days from the invoice date unless the SOW specifies different terms. Late payments accrue interest at 1.5% per month or the maximum permitted by law.

• Client is responsible for all taxes, duties, and similar charges, excluding Provider’s income taxes. Payment processors may impose fees which are Client responsibility unless otherwise agreed.

 

5. Expenses and Pass Through Costs

• Materials, prototype builds, tooling, vendor costs, travel, and third-party expenses are billed as pass-throughs with supporting receipts and are payable per invoice terms.

• Provider will seek Client approval for third-party purchases above thresholds stated in the SOW.

 

6. Client Responsibilities and Cooperation

• Client will provide timely access to relevant information, decisions, materials, feedback, and personnel as reasonably necessary for Provider to perform Services.

• Delays caused by Client (including late approvals or missing files) may extend timelines and increase costs; Provider will notify Client of impact.

• Client retains rights and responsibility for any content, data, or IP they supply to Provider.

 

7. Intellectual Property and Licenses

• Provider assigns to Client all rights, title, and interest in Deliverables created specifically for Client under an SOW upon full payment, except for Provider’s Background IP and third-party IP.

• Provider Background IP includes pre-existing methodologies, templates, tools, workflows, know-how, and general engineering techniques. Provider grants Client a perpetual, worldwide, non-exclusive, royalty-free license to use Provider Background IP solely to use the Deliverables.

• Third-party tools, libraries, or components included in Deliverables remain subject to their original licenses; Client is bound by and responsible for complying with those license terms.

 

8. Confidentiality

• Confidential Information disclosed by either party is protected under the Mutual NDA executed between the parties. If no NDA exists, each party will treat non-public business and technical information as confidential for three years following disclosure, except trade secrets which remain protected as long as they qualify as trade secrets.

• Confidential Information does not include information that is public, rightfully obtained from a third party, independently developed, or required to be disclosed by law.

 

9. Warranties and Disclaimers

• Provider warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards.

• EXCEPT FOR THE LIMITED WARRANTY ABOVE, PROVIDER PROVIDES SERVICES AND DELIVERABLES "AS IS" AND DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

 

10. Acceptance, Remedies, and Support

• Acceptance criteria and remedy windows are defined in each SOW. Client must provide acceptance or documented rejection within the SOW acceptance period.

• Provider will correct defects identified during the remedy window per the SOW. If Provider materially fails to deliver, Client’s sole remedies are rework, reduction in fees proportional to the undelivered work, or termination of the SOW as defined in the SOW.

 

11. Limitation of Liability

• TO THE MAXIMUM EXTENT PERMITTED BY LAW PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, AN SOW, OR SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO PROVIDER UNDER THE APPLICABLE SOW DURING THE SIX MONTHS PRECEDING THE CLAIM.

• IN NO EVENT WILL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

 

12. Indemnification

• Client will indemnify and hold Provider harmless from claims arising out of Client‑supplied materials, Client’s use of Deliverables in a manner not authorized by Provider, or Client’s negligence or willful misconduct.

• Provider will indemnify Client from claims that Provider‑created Deliverables infringe a third party’s U.S. patent, copyright, or trademark, provided Client promptly notifies Provider and allows Provider to control defense and settlement. Provider’s indemnity is subject to Client’s compliance with license terms and payment obligations and Provider’s exclusive remedy cap in Section 11.

 

13. Term, Termination, and Effects of Termination

• These Terms apply for the duration of any SOW. Either party may terminate an SOW for material breach if the breaching party fails to cure within 30 days of written notice.

• Upon termination, Client pays Provider for all Services rendered and non-cancelable third-party commitments through the termination date. Provider will deliver all completed Deliverables upon payment.

• Sections that by their nature survive termination will remain in effect, including Intellectual Property, Confidentiality, Limitation of Liability, and Indemnity.

 

14. Data Protection and Privacy

• Provider processes personal data in accordance with the Privacy Policy posted on the Site. For EU/UK clients, Provider may rely on contract performance, legitimate interests, or consent as legal bases for processing as applicable. Data transfers may occur to the United States and to third-party service providers in other jurisdictions with appropriate safeguards.

 

15. Insurance

• Provider will maintain general liability and professional liability insurance as commercially reasonable for a business of its size and scope. Certificates of insurance are available on request.

 

16. Subcontracting and Assignment

• Provider may subcontract portions of Services. Provider remains responsible for subcontracted work.

• Client may not assign an SOW or its rights without Provider’s prior written consent. Provider may assign these Terms in connection with a merger or sale of assets.

 

17. Notices

• Notices under these Terms must be in writing and delivered to the addresses specified in the SOW or to the contact email on the Site. Notices are effective upon receipt.

 

18. Governing Law and Dispute Resolution

• These Terms are governed by the laws of the Commonwealth of Virginia without regard to conflict of law rules.

• Disputes will be resolved in the state or federal courts located in Virginia. Each party consents to personal jurisdiction and venue in those courts.

 

19. Miscellaneous

• Entire Agreement: These Terms together with any signed SOW, MSA, and NDA constitute the entire agreement between the parties with respect to Services, superseding prior negotiations.

• Amendments: Any amendment must be in writing and signed by both parties.

• Severability: If a provision is held invalid, the remainder of the Terms remains in force.

• No Waiver: Failure to enforce a provision is not a waiver of future enforcement rights.

• Relationship: The parties are independent contractors; nothing creates an employment, partnership, or agency relationship.

 

Contact

For questions about these Terms please contact:

Mauricio Lastres Accelerated Product Designs Email: mauricio@acceleratedproductdesigns.com

 

By engaging Provider or executing an SOW you acknowledge that you have read and agree to these Terms and Conditions.