Terms of Service

Welcome to Sonics Yard. These Terms of Service ("Terms") govern your access to and use of the website sonicsyard.com (the "Website") and the software development services (the "Services") provided by Sonics Yard ("we," "us," or "our"), a software development company based in Cairo, Egypt. By accessing our Website or engaging our Services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you must not use our Website or Services.

1. Services Description

Sonics Yard provides professional software development services, including but not limited to full-stack web and mobile application development, dedicated development teams, AI and data engineering, quality assurance, and technical consulting. The specific scope, deliverables, timelines, and fees for each engagement are defined in a separate Statement of Work (SOW) or service agreement executed between Sonics Yard and the Client.

The information provided on our Website is for general informational purposes only and does not constitute a binding offer. Service descriptions, pricing estimates, and timelines displayed on the Website are subject to change and are provided as guidelines only. Final terms are established through individual client agreements.

2. Engagement Terms

All service engagements with Sonics Yard are governed by a signed Statement of Work or service agreement that outlines:

• The scope of work, deliverables, and acceptance criteria
• Project timelines, milestones, and deadlines
• Pricing structure, payment schedule, and billing terms
• Communication protocols, reporting cadence, and escalation procedures
• Resource allocation, team composition, and key personnel
• Change request processes and scope modification procedures

In the event of any conflict between these Terms and a signed Statement of Work or service agreement, the terms of the signed agreement shall prevail with respect to the specific engagement.

3. Intellectual Property and Code Ownership

Unless otherwise specified in a signed agreement, the following intellectual property terms apply to all engagements:

• Client Ownership of Deliverables: Upon full payment of all applicable fees, the Client shall own all rights, title, and interest in the custom software, code, designs, and other deliverables created specifically for the Client under the engagement.
• Pre-Existing Materials: Sonics Yard retains all rights to its pre-existing tools, frameworks, libraries, methodologies, and know-how that existed prior to the engagement or were developed independently outside the scope of the engagement. Where such materials are incorporated into Client deliverables, the Client receives a non-exclusive, perpetual, royalty-free license to use them as part of the delivered solution.
• Open-Source Components: Deliverables may include open-source software components, which remain subject to their respective open-source licenses. Sonics Yard will identify any open-source components used in the deliverables upon request.
• Portfolio Rights: Unless otherwise agreed in writing, Sonics Yard reserves the right to reference the engagement in its portfolio, case studies, and marketing materials, without disclosing confidential information.

4. Payment Terms

Payment terms are specified in the applicable Statement of Work or service agreement. The following general terms apply unless otherwise agreed:

• Invoices are issued according to the schedule defined in the applicable agreement, typically on a monthly basis or upon completion of defined milestones.
• Payment is due within fourteen (14) days of the invoice date, unless otherwise specified in the agreement.
• All fees are quoted and payable in the currency specified in the agreement. Fees are exclusive of applicable taxes, which shall be borne by the Client where required by law.
• Late payments may incur interest at a rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower, calculated from the due date until the date of actual payment.
• Sonics Yard reserves the right to suspend work on any engagement where invoices remain unpaid for more than thirty (30) days beyond the due date, upon providing written notice to the Client.

5. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary and confidential information disclosed during the course of an engagement. Confidential information includes, but is not limited to, business plans, technical specifications, source code, trade secrets, customer data, financial information, and any information designated as confidential by the disclosing party.

The receiving party shall not disclose confidential information to any third party without the prior written consent of the disclosing party, except to employees, contractors, or advisors who have a legitimate need to know and are bound by obligations of confidentiality no less restrictive than those set forth herein. The obligations of confidentiality shall survive the termination of the engagement for a period of three (3) years.

Confidential information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's confidential information; or (d) is required to be disclosed by law, regulation, or court order, provided the receiving party gives prompt notice to the disclosing party.

6. Warranties and Disclaimers

Sonics Yard warrants that all Services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards. If any deliverable fails to conform to the specifications set forth in the applicable Statement of Work, Sonics Yard will, at its own expense, re-perform the non-conforming Services or correct the deliverable, provided the Client notifies Sonics Yard in writing within thirty (30) days of delivery.

EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. SONICS YARD DOES NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SONICS YARD, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE WEBSITE OR SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE WEBSITE; (C) ANY CONTENT OBTAINED FROM THE WEBSITE; OR (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

Sonics Yard's total aggregate liability arising out of or in connection with any engagement shall not exceed the total fees paid by the Client to Sonics Yard under the applicable Statement of Work during the twelve (12) months preceding the event giving rise to the claim. This limitation applies regardless of the form of action, whether in contract, tort, strict liability, or otherwise.

8. Indemnification

The Client agrees to indemnify, defend, and hold harmless Sonics Yard and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with: (a) the Client's use of the deliverables; (b) the Client's violation of these Terms; (c) the Client's violation of any third-party rights, including intellectual property rights; or (d) any content or data provided by the Client to Sonics Yard for use in the engagement.

9. Termination

Either party may terminate an engagement as follows:

• For Convenience: Either party may terminate an engagement by providing thirty (30) days' written notice to the other party. The Client shall pay for all Services rendered and expenses incurred through the effective date of termination.
• For Cause: Either party may terminate an engagement immediately upon written notice if the other party materially breaches any term of the agreement and fails to cure such breach within fifteen (15) days after receiving written notice of the breach.
• Effect of Termination: Upon termination, Sonics Yard shall deliver all completed and in-progress work product to the Client, subject to payment of all outstanding fees. Provisions relating to intellectual property, confidentiality, limitation of liability, and indemnification shall survive termination.

10. Use of the Website

By using our Website, you agree not to:

• Use the Website in any way that violates any applicable law or regulation
• Attempt to gain unauthorized access to any portion of the Website, its servers, or any systems or networks connected to the Website
• Use the Website to transmit any malicious code, viruses, or harmful content
• Interfere with or disrupt the integrity or performance of the Website
• Collect or harvest any personally identifiable information from the Website without authorization
• Use the Website for any commercial purpose not expressly permitted by Sonics Yard
• Reproduce, duplicate, copy, sell, or exploit any portion of the Website without express written permission

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Arab Republic of Egypt, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms shall be brought exclusively in the competent courts located in Cairo, Egypt, and the parties hereby consent to the personal jurisdiction and venue of such courts.

12. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or any engagement, the parties shall first attempt to resolve the dispute through good-faith negotiation. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may submit the dispute to mediation administered by a mutually agreed-upon mediator in Cairo, Egypt.

If mediation fails to resolve the dispute within sixty (60) days of the mediator's appointment, either party may pursue resolution through the competent courts of Cairo, Egypt, as specified in the Governing Law section above. Each party shall bear its own costs associated with negotiation and mediation. Nothing in this section shall prevent either party from seeking injunctive or other equitable relief in any court of competent jurisdiction.

13. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms or any engagement to the extent that such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, riots, government actions, power failures, internet or telecommunications failures, or cyberattacks. The affected party shall promptly notify the other party and use reasonable efforts to mitigate the effects of the force majeure event.

14. Severability

If any provision of these Terms is held to be unenforceable or invalid by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions of these Terms shall continue in full force and effect.

15. Entire Agreement

These Terms, together with any applicable Statement of Work or service agreement, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior or contemporaneous communications, proposals, and representations, whether oral or written, between the parties with respect to such subject matter.

16. Changes to These Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. We will post the updated Terms on this page and update the "Last updated" date. Material changes will be communicated through a prominent notice on our Website. Your continued use of the Website or Services after any changes to these Terms constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

17. Contact Us

If you have any questions or concerns about these Terms of Service, please contact us at:

• Email: hello@sonicsyard.com
• Company: Sonics Yard
• Location: Cairo, Egypt

We will make every effort to address your inquiry promptly and thoroughly.