Standard Terms & Conditions of Sale

1. General Provisions

1.1 These Standard Terms and Conditions of Sale (the “Terms”) govern all sales, services, and solutions provided by Mason Web Technologies (the “Company”) to its clients (the “Client”). By engaging with the Company, the Client acknowledges and accepts these Terms. Any alternative or conflicting terms proposed by the Client are hereby explicitly rejected unless agreed to in writing by the Company.

1.2 These Terms cover all services, including but not limited to managed IT services, hosting, ERP solutions, software development, maintenance, consulting, and related deliverables. Any deviations or amendments to these Terms must be explicitly agreed upon in writing by authorized representatives of both parties.

1.3 The agreement between the Company and the Client becomes effective upon the placement of an order or commencement of services, whichever occurs first.

2. Payment Terms

2.1 All invoices issued by the Company are payable within twenty-one (21) calendar days, unless otherwise stated in the invoice or order confirmation. Payment terms are strict and non-negotiable once agreed.

2.2 In case of late or non-payment, the Company reserves the right to:

  • Charge interest at the rate of ten percent (10%) per annum on the outstanding balance, calculated daily.
  • Suspend or terminate services without further notice until full payment is received.

2.3 If payment remains overdue for sixty (60) calendar days, the Company may escalate the matter to a debt recovery agency or initiate legal proceedings. The Client will bear all associated recovery costs, including administrative, legal, and collection fees.

2.4 Clients are responsible for complying with any applicable local tax laws, including withholding tax. The Client must remit the full invoice amount to the Company, free of deductions or withholdings, regardless of local tax obligations.

3. Service Delivery and Obligations

3.1 Mason Web Technologies will endeavor to deliver services and solutions within agreed timeframes; however, any delivery dates provided are estimates and subject to change. The Company shall not be held liable for delays caused by circumstances beyond its reasonable control, including force majeure events.

3.2 Unless explicitly stated in a Service Level Agreement (SLA), all obligations are on a best-effort basis. The Company does not guarantee specific outcomes, performance levels, or results beyond what is contractually agreed upon.

3.3 The Company will provide support and maintenance services as specified in the service package or contract. The Company shall not be responsible for:

  • Downtime, performance issues, or losses resulting from third-party hosting providers, internet outages, or incompatible software.
  • Any failures caused by the Client's failure to follow recommended procedures or misuse of the provided services.

4. Intellectual Property

4.1 All intellectual property rights, including copyrights, trademarks, patents, and trade secrets, related to materials, deliverables, or services provided by the Company remain the exclusive property of Mason Web Technologies unless explicitly transferred in writing.

4.2 The Client is granted a limited, non-exclusive, non-transferable license to use the provided software or solutions solely for the purposes agreed upon in the contract.

4.3 The Client agrees not to modify, reverse engineer, or attempt to extract source code from any proprietary software provided. Violations of this clause may result in immediate termination of services and legal action.

4.4 In the event of service termination, any proprietary customizations, configurations, or enhancements made by Mason Web Technologies remain the exclusive property of the Company unless explicitly transferred in writing. The Client acknowledges that:

  • Open-source software remains available for their use.
  • Custom-developed features, UI modifications, automation scripts, and integrations built by the Company will be removed unless full contractual payment has been made.
  • The Client cannot claim ownership of proprietary intellectual property unless explicitly agreed upon in a signed transfer agreement.

5. Software Licensing

5.1 General License Terms: Certain software provided by the Company is licensed under the GNU Lesser General Public License (LGPL) version 3. Details of this license can be found at https://www.gnu.org/licenses/lgpl-3.0.en.html.

5.2 Proprietary Components: Some components of the software are subject to proprietary licenses. These components may only be used as part of the services provided by the Company and may not be modified, distributed, or used outside this scope without written authorization.

5.3 Third-Party Licenses: Software from third parties integrated into the Company’s solutions may be subject to separate licenses. These terms will be disclosed upon request or are accessible through the respective providers.

5.4 The Client acknowledges and agrees to comply with all licensing terms applicable to both open-source and proprietary components.

6. Confidentiality

6.1 Both parties agree to maintain the confidentiality of all proprietary information, trade secrets, and sensitive data shared during the course of this agreement.

6.2 The Company may process and store Client data solely to fulfill its contractual obligations. The Company will employ appropriate safeguards to protect this data.

6.3 Confidentiality obligations remain in effect for a period of five (5) years following the termination of this agreement, except where disclosure is required by law.

7. Limitation of Liability

7.1 Mason Web Technologies shall not be liable for indirect, incidental, or consequential damages, including but not limited to loss of revenue, data, or reputation, arising from the use of its services.

7.2 The total liability of the Company for any claims will be limited to the fees paid by the Client for the specific services causing the claim within the twelve (12) months preceding the event.

7.3 The Client indemnifies the Company against third-party claims, including but not limited to those by end-users, resulting from the Client's use of the services.

8. Warranties

8.1 Services are provided "as-is" without any guarantees or warranties, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

8.2 While the Company endeavors to minimize risks such as downtime or breaches, it cannot guarantee uninterrupted, error-free, or fully secure services.

8.3 The Client is responsible for implementing additional measures, such as backups or security practices, to mitigate risks associated with IT systems.

9. Claims and Disputes

9.1 Claims must be submitted in writing within eight (8) calendar days of the completion of services or discovery of an issue.

9.2 Disputes will be resolved amicably whenever possible. If a resolution cannot be reached, any disputes shall be subject to the exclusive jurisdiction of the courts located in Tarrant County, Texas, and governed by the laws of the State of Texas and the United States.

10. Termination

10.1 Either party may terminate this agreement with thirty (30) days' written notice. In the event of termination initiated by the Client, any fees paid are non-refundable, and the Client remains responsible for all outstanding balances due to the Company.


10.2 The Company reserves the right to terminate services immediately if:

  • The Client fails to comply with the terms outlined in this agreement.
  • The Client engages in conduct that disrupts the Company's ability to provide services effectively.
  • The Client requests services that are outside the agreed scope, causing fundamental misalignment in project execution.


10.3 Upon termination, the Client:

  • Must settle all outstanding fees immediately.
  • Will lose access to any proprietary software, modifications, or enhancements developed by the Company unless explicitly agreed in writing.
  • Will retain access to open-source software and any infrastructure they have independently funded.


10.4 Prepaid service fees are non-refundable, as they compensate for time, development efforts, and services already rendered.


10.5 The Company will have no further obligations to provide support, updates, maintenance, or technical assistance after the termination date. Any further modifications or support must be arranged independently by the Client.

10.6 Following termination, Mason Web Technologies:

  • Shall bear no responsibility for any issues, data loss, security vulnerabilities, or operational failures that arise from the Client’s continued use of the system.
  • Shall not be held liable for any third-party claims, damages, or losses resulting from the Client's modification or use of the platform after service termination.
  • Is not obligated to assist in system migration, redevelopment, or transition unless separately contracted.

11. Miscellaneous

11.1 Mason Web Technologies reserves the right to amend these Terms with thirty (30) days' notice to the Client.

11.2 These Terms constitute the entire agreement and supersede prior communications or agreements.

11.3 The Client may not assign rights or obligations under this agreement without prior written consent from Mason Web Technologies.