THIS TERMS OF USE AGREEMENT (the “Agreement”) constitutes a legally binding agreement by and between DesignRocket, a limited liability company organized under the laws of the state of Maryland (“DesignRocket”) and the client, whether personally or on behalf of an entity (“Client”), with regard to access and use of DesignRocket’s website: https://www.designrocket.co/ (the “Website”) and any other media form, channel, mobile website, or mobile application related, linked, or otherwise connected thereto. Failure to agree and adhere to all of the terms, conditions, and obligations contained herein results in the express prohibition of the Client’s use of the Website, and the Client is ordered to discontinue use immediately. Thereafter, the relationship between Client and DesignRocket shall cease and be of no further force and effect between the parties, except that any obligation of Client to pay DesignRocket for services rendered shall remain and continue to be an ongoing obligation owed by Client to DesignRocket.

1. Intellectual Property Rights

Unless otherwise indicated, the Website is the property of DesignRocket, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (herein, collectively or individually, the “Content”) and the trademarks, service marks, and logos contained there (the “Marks”) are owned and controlled by DesignRocket and are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of the United States, foreign jurisdictions, and international conventions. The Content and Marks are provided “As-Is” for your information and personal use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without DesignRocket’s express prior written permission. DesignRocket reserves all rights in the Website, Content, and Marks.

2. Ownership of Materials

Notwithstanding DesignRocket’s ownership of Submissions, as described in Paragraph 4 (“Client Feedback”), all design and original source files created on Client’s behalf (“Projects”) belong to Client, and Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause DesignRocket to become the owner of a Project, in whole or in part, rather than Client, DesignRocket irrevocably and perpetually assigns its entire interest in the Project to Client, without limitation. Client warrants that any and all materials provided to DesignRocket as examples or as material to be incorporated into a project during the design process are owned by Client and do not infringe on or misappropriate any third party’s rights, including, but not limited to, all intellectual property rights and any right of publicity. DesignRocket always reserves the right to share the Client's design work publicly (social media, website, etc.) unless agreed upon as stated in section 18 of this document.

3. Third-Party Fonts

In the event that any Project incorporates fonts that are not owned by DesignRocket and require a commercial license in order for Client to legally reproduce, distribute, or publicly display the Project (“Third-Party Font(s)”), DesignRocket will inform Client in writing that one or more Third-Party Fonts have been incorporated into the Project and that Client will need to purchase one or more licenses for the Third-Party Fonts from the rights-holder(s) of said Third Party Fonts in order to legally reproduce, distribute, or publicly display the Project. Said notice will include information sufficient for Client to identify which licenses are required and who to contact in order to purchase said licenses. So long as DesignRocket has informed Client of the incorporation of Third-Party Fonts as described above, Client assumes all responsibility for any consequences as a result of a failure by Client to purchase one or more licenses for any Third-Party Fonts incorporated into a Project.

4. User Representations

By using the Website, Client represents and warrants that: Client has the legal capacity and agrees to comply with these Terms of Use; Client is not a minor in the jurisdiction of their domicile; Client will not access the Website through automated or non-human means; Client will not use the Website for any illegal or unauthorized purpose; Client’s use of the Website will not violate any applicable law or regulation.

5. Prohibited Activities

Client shall not access or use the Website for any purpose other than that for which the Website is made available to the Client. The Website may not be used in connection with any commercial endeavors except those related to the work performed by DesignRocket on behalf of the Client. Further, Client agrees to refrain from the following: [List of prohibited activities remains unchanged.]

6. Client Feedback

Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or submission (each a “Submission”) shall be the sole property of DesignRocket and DesignRocket is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. DesignRocket shall be the sole and exclusive owner of all rights related to the Submission except to the extent that rights are granted to Client under Paragraph 2 (“Ownership of Materials”), and shall at its sole and unrestricted discretion use and disseminate a Submission for any lawful purpose without permission, acknowledgment, or compensation of or to the Client. Client agrees that it has the right to articulate and put forth the Submission and Client hereby waives all claims and recourse against DesignRocket for its use of the Submission in accordance with the terms hereof and in its sole discretion hereafter.

7. Management and Oversight

DesignRocket reserves the right to monitor the Website for violations of these Terms of Use and to take appropriate legal action in response to a violation of the Terms of Use or any applicable law, statute, or regulation. DesignRocket further reserves the right to restrict or deny access to the Website or disable the Client’s use of the Website. Such decisions shall be at the sole discretion of DesignRocket, without notice or liability to Client. All decisions regarding the management of the Website shall be at the sole discretion of DesignRocket and shall be designed to protect DesignRocket’s rights and property.

8. Privacy Policy

By using the Website, Client agrees to be bound and abide by the Privacy Policy and the terms more particularly set forth therein and adopted and incorporated herein. [The section about data transfer and Children’s Online Privacy Protection Act remains unchanged.]

9. Returns and Refunds

DesignRocket reserves the right to deny refunds based on its own discretion and without notice or liability to Client. Refund requests are assessed on a case-by-case basis. Should Client request a refund during the first month of use, all materials produced by DesignRocket are the ownership of the company and are prohibited from being used by the Client in any way. If a refund is deemed appropriate, there will be a 25% fee assigned to the remaining billable period. DesignRocket reserves the right to take appropriate legal actions against Client for breach of this paragraph.

10. Modification

DesignRocket reserves the right to change, alter, modify, amend, or remove anything or any content on the Website for any reason at its sole discretion. DesignRocket also reserves the right to modify or discontinue all or part of the Website without notice and without liability to Client.

11. Connection Interruptions

DesignRocket does not guarantee or warrant the Website will be available and accessible at all times. Issues with hardware, software, or other items may result in interruption delays or errors beyond DesignRocket’s control. Client agrees that DesignRocket shall not be liable to Client for any loss, damage, or inconvenience caused by Client’s inability to access or use the Website during any interruption in the connection or service.

12. Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws of the State of Maryland without regard to conflict of law principles.

13. Litigation

Any legal action of whatever nature shall be brought in the state courts of Washington County, Maryland, or in the United States District Court for the District of Maryland. The parties hereto consent to personal jurisdiction in said courts and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction.

14. Disclaimer

The Website is provided on an as-is, as-available basis. Client agrees that its use of the Website and Services are at Client’s sole risk. DesignRocket disclaims all warranties, express or implied, in connection with the Website and Client’s use thereof, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. [The disclaimer section remains unchanged.]

15. Limitations of Liability and Indemnification

DesignRocket and its directors, employees, members, independent contractors, or agents shall not be liable to Client or any third party for any direct, indirect, consequential, incidental, special, or punitive damages, including lost profit, lost revenue, lost data, attorneys’ fees, court costs, fines, forfeitures, or other damages or losses arising from Client’s use of the Website. [The section about indemnification remains unchanged.]

16. User Data

Client is solely responsible for all data transmitted to or that relates to any activity Client has undertaken using the Website. DesignRocket shall have no liability to Client for any loss or corruption of any such data, and Client hereby waives any right of action against DesignRocket from any such loss or corruption.

17. Electronic communications, transactions, and signatures

Client hereby consents to receive electronic communications from DesignRocket and agrees that all agreements, notices, disclosures, and other communications sent via email or through the Website satisfy any legal requirement that such communication be in writing. [The section about electronic signatures remains unchanged.]

18. Showcasing Design Work

DesignRocket reserves the right to share design work on digital channels, including social media, website, etc., unless otherwise agreed upon. The Client reserves the right to issue an NDA between themselves and DesignRocket, which in turn would void the right of DesignRocket to share or discuss Client's work publicly.

19. Miscellaneous

These Terms of Use and any policies posted on the Website or regarding the Website constitute the entire agreement and understanding between the Client and DesignRocket. Failure of DesignRocket to enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. If any provision or part of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision shall be severed from these Terms of Use but shall not otherwise affect the validity or unenforceability of the remaining provisions herein. [The rest of the miscellaneous section remains unchanged.]

20. Contact Information

For any questions or complaints regarding the Website, please contact DesignRocket at: hello@designrocket.co.

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