Terms of Service

1. Acceptance of Terms

By accessing or using NextWave Apps services in any capacity — including but not limited to requesting a consultation, reviewing a project proposal, signing a Statement of Work (SOW), transmitting payment, or receiving deliverables — you confirm that you are of legal age to enter into a binding contract in your jurisdiction, that you have the authority to bind any organization on whose behalf you are acting, and that you expressly accept these Terms and any additional terms incorporated by reference, including our Privacy Policy and Refund Policy.

Acceptance of these Terms is a prerequisite to any project engagement. NextWave Apps reserves the right to decline any engagement at its sole discretion prior to the execution of a formal project agreement. Informal communications, including email exchanges, discovery calls, and proposal presentations, do not constitute acceptance of work or financial commitment on the part of NextWave Apps.

If you are accepting these Terms on behalf of a corporation, limited liability entity, partnership, or other legal entity, you represent and warrant that you have the full legal authority to bind that entity to these Terms. In such a case, the terms "you" and "your" shall refer to the entity and its authorized representatives collectively.

2. Services Description

NextWave Apps provides professional digital product development services to startups, growth-stage companies, and enterprise organizations. Our core service offerings are organized into three principal engagement tiers:

2.1 Launch Tier

The Launch tier is designed for early-stage concepts requiring speed, precision, and a market-ready initial release. Services under this tier include minimum viable product (MVP) application development for iOS and/or Android platforms, essential user experience and user interface design, core backend infrastructure development, scoped feature implementation based on agreed requirements, quality assurance and device testing, and full submission management to the Apple App Store and Google Play Store. Engagements under this tier typically span 6 to 10 weeks from project kickoff, with investment starting from $8,000 USD.

2.2 Growth Tier

The Growth tier is designed for businesses progressing beyond the MVP stage, seeking a polished, fully-featured, and scalable digital product. Services under this tier include native iOS development using Swift, native Android development using Kotlin, full product design system creation, high-fidelity UI implementation, scalable backend architecture, third-party API and service integrations, payment gateway configuration and compliance, user analytics and behavioral tracking implementation, and comprehensive QA. Engagements typically span 10 to 16 weeks with investment starting from $18,000 USD.

2.3 Scale Tier

The Scale tier is designed for established companies seeking a comprehensive product ecosystem engineered for sustained, long-term growth. Services under this tier include all Growth tier deliverables, web platform development, enterprise-grade cloud infrastructure provisioning and management on platforms including AWS, Google Cloud, or Microsoft Azure, custom enterprise software integrations, advanced analytics dashboards, automated DevOps pipelines and CI/CD infrastructure, and ongoing dedicated support and product iteration services. Engagements typically span 4 to 6 or more months with investment starting from $35,000 USD.

2.4 Additional Services

NextWave Apps may offer supplemental services including, but not limited to, product strategy consulting, technical due diligence, legacy application audits, UX/UI redesign projects, performance optimization, security assessments, and dedicated post-launch support retainers. Such services will be governed by separate Statements of Work and may be subject to additional terms beyond these Terms of Service.

3. Eligibility and Account Registration

To engage with NextWave Apps services, you must be at least 18 years of age or the age of majority in your jurisdiction, whichever is greater. Corporate clients must be legally incorporated or registered in their respective jurisdiction and authorized to enter into commercial contracts. NextWave Apps reserves the right to request documentation confirming legal existence and the authority of any representative to bind a corporate client.

During the inquiry, discovery, and onboarding process, you may be asked to provide accurate personal and organizational information including, but not limited to, your full legal name, company name and registration details, business email address, project description, approximate budget range, and timeline expectations. You warrant that all information provided to NextWave Apps is accurate, current, and complete, and that you will promptly update such information if it changes.

NextWave Apps does not operate a client portal or online account system requiring password registration at this time. All project communications, document sharing, and milestone reviews are conducted through mutually agreed collaboration platforms, including but not limited to email, Notion, Figma, GitHub, and Slack, as specified in the project agreement.

4. Project Engagement and Scope

All formal project engagements with NextWave Apps begin with a discovery consultation, which is offered at no charge. Following discovery, NextWave Apps will prepare and present a detailed project proposal including a defined scope of work, timeline, payment schedule, and deliverables list. The project is formally initiated only upon the Client's written acceptance of the proposal and the receipt of the agreed initial deposit payment.

4.1 Statement of Work

Each project is governed by a Statement of Work (SOW) that specifies all deliverables, milestones, timelines, technical requirements, and acceptance criteria. The SOW forms an integral part of the contractual relationship between the Client and NextWave Apps and supersedes any prior verbal or informal agreements regarding project scope. Any changes to the SOW must be formalized through a written Change Order signed by authorized representatives of both parties.

4.2 Scope Changes and Change Orders

Any request to modify the scope of work — including additions of features, changes to technical architecture, design revisions beyond agreed revision rounds, or changes to platform targets — constitutes a scope change. NextWave Apps will evaluate the impact of any proposed scope change on timeline and budget and present a Change Order document for Client review and approval. Work on scope changes will not commence until the Change Order is executed in writing. NextWave Apps is not responsible for delays caused by scope changes requested after project commencement.

4.3 Client Responsibilities

The Client is responsible for providing timely access to all information, materials, assets, accounts, and approvals necessary for project execution. This includes, but is not limited to, brand assets, content, third-party API credentials, App Store developer accounts, and designated decision-making contacts. Delays attributable to Client unresponsiveness or failure to provide required materials may result in timeline extensions and are not considered breaches of obligation by NextWave Apps.

4.4 Project Communication

NextWave Apps commits to maintaining transparent, proactive communication throughout the project lifecycle. Clients will receive regular progress updates, access to staging environments for review, and scheduled milestone review sessions. Clients are expected to designate a primary project contact who is authorized to provide feedback and approvals in a timely manner, typically within three business days of receiving deliverables for review.

5. Payment Terms and Billing

All quoted prices are in United States Dollars (USD) unless otherwise expressly stated in the project proposal. Prices quoted are estimates based on information available at the time of proposal and are subject to adjustment if the project scope changes materially from what was discussed during discovery.

5.1 Payment Schedule

Standard payment is structured across project milestones as defined in the SOW. Typically, an initial deposit of 30% to 50% of the total project value is required to initiate work. Subsequent payments are tied to milestone deliverables, and a final payment is due upon project completion and before final delivery of production-ready code and assets. The specific payment schedule for each project will be detailed in the SOW.

5.2 Late Payments

Invoices are due within 10 business days of issuance unless a different payment term is specified in the SOW. In the event that a payment is not received within the specified period, NextWave Apps reserves the right to suspend work on the project until payment is received. Continued non-payment for more than 30 days beyond the due date may result in project termination in accordance with Section 11 of these Terms. NextWave Apps may charge interest on overdue amounts at a rate of 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower.

5.3 Taxes

All fees quoted by NextWave Apps are exclusive of applicable taxes, levies, duties, or governmental charges, including but not limited to sales tax, value-added tax (VAT), goods and services tax (GST), or withholding tax. The Client is solely responsible for the payment of all applicable taxes arising from the engagement. If NextWave Apps is required by law to collect taxes on services rendered, such taxes will be added to the invoice.

5.4 Expense Reimbursement

Unless otherwise specified in the SOW, the Client is responsible for the cost of third-party services, software licenses, cloud infrastructure, API services, and other out-of-pocket expenses reasonably incurred by NextWave Apps in the course of project execution. All such expenses exceeding $100 USD individually will be pre-approved with the Client before being incurred.

6. Intellectual Property Rights

6.1 Ownership of Deliverables

Upon receipt of full payment for all amounts owed under the applicable project agreement, NextWave Apps assigns to the Client all right, title, and interest in and to the custom code, design assets, documentation, and other deliverables specifically created for the Client as part of the project (collectively, "Work Product"). This assignment includes all intellectual property rights therein, including copyright, to the extent permitted by applicable law.

6.2 Reserved Rights

NextWave Apps retains all rights to pre-existing tools, frameworks, libraries, methodologies, know-how, templates, and general-purpose software components developed by or licensed to NextWave Apps prior to or independent of the project engagement ("Background Technology"). To the extent any Background Technology is incorporated into the Work Product, NextWave Apps grants the Client a non-exclusive, perpetual, royalty-free license to use such Background Technology solely as incorporated within the Work Product and solely for the Client's internal business purposes.

6.3 Open Source Components

The deliverables may incorporate open-source software components that are subject to their respective open-source licenses. NextWave Apps will disclose the use of any significant open-source components and will ensure that such use is in compliance with applicable license terms. The Client accepts that such components remain subject to their respective licenses.

6.4 Portfolio Rights

Unless the Client requests otherwise in writing prior to project commencement, NextWave Apps reserves the right to reference the project in its portfolio, marketing materials, case studies, and public communications. Any such reference will be general in nature and will not disclose Confidential Information as defined in Section 7 of these Terms without prior written consent.

6.5 Client-Provided Materials

The Client represents and warrants that all materials, content, data, trademarks, and other intellectual property provided to NextWave Apps for use in the project are owned by the Client or that the Client has the right to authorize their use. The Client grants NextWave Apps a limited license to use such materials solely for the purpose of performing the Services.

7. Confidentiality

Both parties acknowledge that in the course of the engagement, each may have access to confidential and proprietary information of the other party, including but not limited to business strategies, financial information, technical architectures, product roadmaps, user data, trade secrets, and other non-public information ("Confidential Information").

Each party agrees to hold the other party's Confidential Information in strict confidence, to use it only for the purpose of performing its obligations under the project agreement, to disclose it only to personnel who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein, and not to disclose it to any third party without the prior written consent of the disclosing party.

These confidentiality obligations shall survive the termination or expiration of the project engagement for a period of three (3) years. They shall not apply to information that is or becomes publicly available through no fault of the receiving party, that is independently developed by the receiving party without reference to Confidential Information, that was already known to the receiving party at the time of disclosure, or that is required to be disclosed by law or court order, provided the receiving party gives prompt notice to the disclosing party.

Upon request or upon termination of the engagement, each party shall promptly return or destroy Confidential Information of the other party, subject to any legal obligation to retain records.

8. Warranties and Representations

8.1 NextWave Apps Warranties

NextWave Apps warrants that it will perform the Services with reasonable skill and care, consistent with industry standards for professional software development services. NextWave Apps warrants that all deliverables will substantially conform to the specifications set forth in the applicable SOW at the time of delivery. In the event of any non-conformance, NextWave Apps will use commercially reasonable efforts to remedy defects at no additional charge within a warranty period of 30 days from the date of final delivery.

THE WARRANTIES SET FORTH IN THIS SECTION ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY NEXTWWAVE APPS AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEXTWWAVE APPS DOES NOT WARRANT THAT THE DELIVERABLES WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE FROM SECURITY VULNERABILITIES.

8.2 Client Representations

The Client represents and warrants that it has the legal right and authority to enter into the project agreement, that all information provided to NextWave Apps is accurate and complete, that it owns or has appropriate rights to all materials furnished to NextWave Apps, and that its intended use of the deliverables will not violate any applicable law, regulation, or third-party rights.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NEXTWWAVE APPS, ITS PRINCIPALS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF NEXTWWAVE APPS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN ANY EVENT, NEXTWWAVE APPS'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR IN CONNECTION WITH ANY PROJECT ENGAGEMENT SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE CLIENT TO NEXTWWAVE APPS UNDER THE APPLICABLE PROJECT AGREEMENT IN THE SIX MONTHS IMMEDIATELY PRECEDING THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, NEXTWWAVE APPS'S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

10. Indemnification

The Client agrees to indemnify, defend, and hold harmless NextWave Apps and its principals, employees, contractors, agents, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to: (a) the Client's breach of any representation, warranty, or obligation under these Terms or any project agreement; (b) the Client's use or misuse of the deliverables; (c) any claim that materials provided by the Client to NextWave Apps infringe or misappropriate any third-party intellectual property rights; (d) the Client's violation of any applicable law or regulation; or (e) the Client's products or services built upon the deliverables.

NextWave Apps agrees to indemnify, defend, and hold harmless the Client from and against any third-party claims arising from NextWave Apps's gross negligence, willful misconduct, or material breach of these Terms, provided that the Client promptly notifies NextWave Apps in writing of any such claim, cooperates fully with NextWave Apps in the defense of such claim, and grants NextWave Apps sole control of the defense and settlement of such claim.

11. Termination

11.1 Termination by Client

The Client may terminate a project engagement with a minimum of 14 calendar days written notice to NextWave Apps. In the event of Client-initiated termination, the Client shall pay NextWave Apps for all work completed through the termination date, calculated at NextWave Apps's standard hourly rate for any completed portion of an unpaid milestone, plus all non-refundable costs and expenses incurred prior to the date of termination. Deposits paid for work not yet commenced may be subject to refund as described in the Refund Policy.

11.2 Termination by NextWave Apps

NextWave Apps may terminate a project engagement with immediate effect if the Client fails to make any payment when due and such failure continues for 30 days after written notice; if the Client materially breaches these Terms or any project agreement and fails to cure such breach within 14 days of written notice; if the Client engages in conduct that is abusive, threatening, or harmful to NextWave Apps personnel; or if continuing the engagement would require NextWave Apps to violate applicable law.

11.3 Effect of Termination

Upon termination for any reason, NextWave Apps will deliver to the Client all completed work product for which payment has been received. All licenses granted under these Terms shall survive termination to the extent they relate to fully paid deliverables. Provisions of these Terms that by their nature should survive termination, including those relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law, shall survive.

12. Governing Law

These Terms and all project agreements entered into under these Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, United States, without regard to its conflict of law provisions. You agree to submit to the personal jurisdiction of the courts located in Fayette County, Kentucky, for the resolution of any disputes that are not subject to arbitration under Section 13 of these Terms.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. If you are accessing our Services from outside the United States, you acknowledge that your information will be transferred to, processed, and stored in the United States, and that the laws of the United States, including those regarding data protection and privacy, may differ from the laws of your country.

13. Dispute Resolution

The parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or any project agreement through good-faith negotiation between senior representatives of both parties. Any party wishing to initiate the dispute resolution process shall provide written notice to the other party detailing the nature of the dispute and the relief sought. The parties shall attempt to resolve the dispute within 30 days of such notice.

If the dispute is not resolved through negotiation within 30 days, either party may initiate binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted in English, in Lexington, Kentucky, or via remote hearing, before a single arbitrator. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Notwithstanding the above, either party may seek emergency equitable relief before a court of competent jurisdiction to prevent irreparable harm pending the appointment of an arbitrator. Nothing in this section shall prevent NextWave Apps from pursuing collection of overdue payments through any legally available means.

14. Modifications to Terms

NextWave Apps reserves the right to modify these Terms at any time at its sole discretion. When changes are made, we will update the "Last updated" date at the top of this document. For active project engagements, material changes to these Terms will be communicated to the Client via email to the address on file, with a minimum of 14 days notice before the changes take effect. Continued use of our Services or maintenance of an active project engagement after the effective date of revised Terms constitutes acceptance of those Terms.

If you have an active project governed by a formal SOW, the terms of that SOW will take precedence over any conflicting provisions of these Terms of Service with respect to that specific project, unless the SOW expressly states otherwise. We encourage you to review these Terms periodically to stay informed of any updates.

15. Contact Information

If you have any questions, concerns, or requests regarding these Terms of Service, or if you wish to report a concern, please contact us through the following channels. We endeavor to respond to all written inquiries within three business days.