Terms &
Conditions.

These Terms & Conditions (the "Terms") govern the use of the website operated by NOVA LABS GROUP and, unless otherwise agreed in a separate written contract, also apply to engagements for services provided by NOVA LABS GROUP.

By accessing, browsing, or using this website you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use the website or submit any information.

For specific client engagements, a signed proposal, statement of work, or master services agreement will take precedence over these Terms in the event of any conflict.

NOVA LABS GROUP provides technology, software development, and digital marketing services including but not limited to corporate websites, web applications, custom software, SaaS platforms, dashboards, internal systems, API integrations, e-commerce, performance marketing, paid media, SEO, social media strategy, content strategy, conversion optimization, and analytics.

The scope, deliverables, schedule, responsibilities, commercial terms, acceptance process, and service level expectations for any engagement are described in the corresponding written agreement between NOVA LABS GROUP and the client.

Clients are responsible for providing timely information, feedback, approvals, access, and content required to deliver the agreed services. Delays caused by client-side dependencies may impact timelines, milestones, scheduling availability, and commercial terms where the relevant agreement so provides.

Clients warrant that any content, trademarks, data, materials, or intellectual property they provide for use in the engagement are lawful and do not infringe third-party rights.

Ownership of deliverables and associated intellectual property rights is addressed on a per-engagement basis in the governing commercial agreement. As a general principle, and subject to full payment of all amounts due:

- Custom deliverables commissioned for a specific engagement are assigned to the client upon final payment where the underlying agreement provides for assignment.

- Background IP, methodologies, frameworks, libraries, pre-existing works, know-how, templates, and generic components developed independently by NOVA LABS GROUP remain the property of NOVA LABS GROUP, and may be licensed to the client on broad, perpetual, non-exclusive terms for the agreed business purpose.

- Third-party software and open-source components used in deliverables remain subject to their respective licenses. NOVA LABS GROUP discloses known OSS components as part of the handover process.

Unless otherwise agreed, NOVA LABS GROUP may reference the engagement, client name, and non-confidential illustrative output in case studies, portfolios, lists of clients, and awards submissions, unless the client provides written notice to the contrary.

Fees are calculated and invoiced according to the commercial terms documented in the relevant agreement. Unless otherwise stated, invoices are due net of the payment term stated on the invoice from the date of issue.

Late or unpaid invoices may result in paused work, suspended access to repositories or systems, interest at the maximum rate permitted by applicable law, and recovery of reasonable collection costs. Disputed invoices must be raised in writing with specific details within a reasonable review period; undisputed portions remain due in accordance with their original terms.

NOVA LABS GROUP warrants that services will be performed with reasonable care and skill, by suitably qualified personnel, in accordance with prevailing industry standards and the governing scope of work.

EXCEPT AS EXPRESSLY PROVIDED IN A WRITTEN AGREEMENT, ALL OTHER WARRANTIES, CONDITIONS, OR TERMS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITATION, NOVA LABS GROUP DOES NOT WARRANT THAT THE WEBSITE, SERVICES, OR DELIVERABLES WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT THEY WILL MEET EVERY POSSIBLE BUSINESS OUTCOME.

The website and all information provided are made available on an "as is" and "as available" basis for general information only. No content on this website constitutes legal, financial, tax, investment, medical, or other professional advice.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NOVA LABS GROUP SHALL NOT BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SUBJECT TO THE FOREGOING, THE TOTAL AGGREGATE LIABILITY OF NOVA LABS GROUP AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND SUB-CONTRACTORS ARISING OUT OF OR IN CONNECTION WITH ANY AGREEMENT OR THESE TERMS SHALL IN NO CIRCUMSTANCES EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT TO NOVA LABS GROUP IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

Nothing in these Terms seeks to exclude or restrict liability for fraud, death or personal injury caused by negligence, or any other liability that cannot be excluded under applicable law.

Each party agrees to treat non-public information disclosed by the other in connection with the engagement as confidential, to use it only for the purposes of the engagement, and to protect it with at least the same degree of care as it uses for its own confidential information of a similar nature, but in no event less than a reasonable degree of care.

Obligations of confidentiality do not apply to information that is or becomes publicly available through no fault of the recipient, was rightfully in the recipient's possession prior to disclosure, is independently developed, or is rightfully received from a third party without breach of any obligation of confidentiality.

Standard mutual non-disclosure terms, including duration, return or destruction on expiry, and permitted disclosure to professional advisers, are documented in the relevant engagement agreement where required.

Engagements run for the term defined in the governing agreement. Either party may terminate for material breach that remains uncured after a reasonable written notice period, or immediately in the case of insolvency, appointment of an administrator or liquidator, or material breach of confidentiality, IP, or data protection obligations.

On termination, the client pays for all work performed up to the effective termination date and any committed, non-cancellable third-party costs properly incurred. The parties cooperate in good faith to effect an orderly handover of materials, access, and documentation.

When using the NOVA LABS GROUP website, you agree not to:

- Interfere with, damage, impair, or attempt to gain unauthorized access to the website, servers, networks, accounts, or associated infrastructure.

- Submit information that is unlawful, false, defamatory, infringing, harassing, or that contains viruses, malicious code, or harmful content.

- Use any automated means to scrape, crawl, index, mirror, or extract material from the website at volume without prior written consent, other than standard search engine indexing for public search results.

- Impersonate any person or entity, or misrepresent your affiliation with any person or entity.

NOVA LABS GROUP may suspend access to the website at any time without notice where there are reasonable grounds for concern about security, integrity, or compliance.

This website may contain links to external websites, platforms, or resources operated by third parties. NOVA LABS GROUP provides these links for convenience only and does not endorse, assume responsibility for, or exercise control over the content, accuracy, privacy practices, terms, or availability of any third-party website. Your use of any linked third-party website is at your own risk.

These Terms and any dispute, controversy, or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the jurisdiction in which NOVA LABS GROUP has its registered principal place of business, as disclosed on the Contact page.

The parties agree to attempt in good faith to resolve any dispute through direct negotiation and, if appropriate, mediation before initiating formal proceedings. Either party may, however, seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, or data protection interests without first following this escalation step.

- Severability. If any provision of these Terms is held unlawful, void, or unenforceable, the validity and enforceability of the remaining provisions are not affected.

- Waiver. No waiver by either party of any breach or default is a waiver of any subsequent breach or default.

- Assignment. NOVA LABS GROUP may assign, novate, or subcontract its rights and obligations, in whole or in part, to a successor entity or competent sub-contractor, provided that it remains liable for due performance. Clients may not assign the agreement without prior written consent.

- Entire Agreement. These Terms, together with the relevant engagement documents, constitute the entire agreement between the parties and supersede all prior oral or written arrangements.

- Notices. Formal notices under an engagement are provided in writing to the addresses documented on the most recent agreement.

- Language. These Terms are written and executed in English, which shall be the controlling language for all purposes.

Questions regarding these Terms, commercial engagements, or any other legal matter may be addressed to:

info@novalabsgroup.art

Use the subject line reference: "Legal — [your topic]". We acknowledge formal legal correspondence and route it to the appropriate responsible person.