Terms of Service

Last Updated: April 7, 2026

These Terms of Service ("Terms") govern the relationship between Mercury Labs ("we," "us," or "our") and you ("Client," "you," or "your") with respect to any web design, development, or digital services provided by Mercury Labs. By engaging us for services, you agree to these Terms.

1. Services

Mercury Labs provides custom digital services including but not limited to web design and development, e-commerce solutions, Shopify app development, iOS app development, AI agent automation, and SEO and digital marketing. The specific scope of any engagement is defined in a separate Statement of Work ("SOW") or project proposal agreed upon in writing by both parties.

2. Project Engagement & Proposals

All project engagements begin with a written proposal outlining scope, deliverables, timeline, and pricing. A project commences upon written acceptance of the proposal and receipt of any required deposit. We reserve the right to decline engagements at our discretion.

3. Payment Terms

• Projects typically require a deposit (50% of the project value) before work begins, with the balance due upon project completion unless otherwise agreed in writing.
• Invoices are due within 14 days of issue unless a different payment schedule is specified in the SOW.
• Late payments may be subject to a late fee of 2% per month on outstanding balances.
• We reserve the right to pause work on any project with an outstanding overdue invoice until payment is received.

4. Client Responsibilities

You agree to:

• Provide timely feedback, content, and approvals as required to keep the project on schedule.
• Ensure that all content, images, and materials you provide are owned by you or that you have the right to use them.
• Designate a primary point of contact for the project with authority to make decisions.
• Acknowledge that project timelines may be extended if feedback or approvals are delayed.

5. Intellectual Property

Upon receipt of full payment for a project, Mercury Labs assigns to you all ownership rights in the custom-developed code, designs, and creative assets produced specifically for your project, excluding:

• Third-party libraries, frameworks, and components used under their respective open-source licences.
• Proprietary tools, templates, or reusable components that we use across multiple client projects (we grant you a non-exclusive, perpetual licence to use these as part of your project).

We reserve the right to display the completed work in our portfolio unless you request confidentiality in writing.

6. Revisions & Scope Changes

Each project proposal includes a defined number of revision rounds. Additional revisions or scope changes requested outside the agreed scope will be quoted separately and require written approval before work commences.

7. Warranty & Support

We warrant that our work will function as described in the agreed scope at the time of delivery. We provide a 30-day bug-fix warranty on all project deliverables for defects attributable to our work. This warranty does not cover:

• Issues arising from third-party platform updates (e.g., Shopify, Apple App Store, operating system changes).
• Changes made to the code by you or a third party after delivery.
• Issues arising from content or materials provided by you.

8. Limitation of Liability

To the maximum extent permitted by law, Mercury Labs' total liability for any claim arising from our services shall not exceed the total amount paid by you for the specific project giving rise to the claim in the three months preceding the claim.

We are not liable for any indirect, incidental, consequential, special, or punitive damages, including loss of revenue, data, or business opportunity, even if we have been advised of the possibility of such damages.

9. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information shared during the engagement and not to disclose it to third parties without prior written consent, except as required by law.

10. Termination

Either party may terminate a project engagement with 14 days' written notice. In the event of termination:

• You are responsible for payment of all work completed up to the date of termination.
• If you terminate a project after work has begun, the deposit is non-refundable.
• We will deliver all completed work product upon receipt of final payment for work done.

11. Governing Law

These Terms are governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein. Any disputes shall be subject to the exclusive jurisdiction of the courts of Calgary, Alberta.

12. Changes to These Terms

We may update these Terms from time to time. The "Last Updated" date at the top reflects the most recent revision. Updated Terms apply to new engagements entered into after the revision date.

13. Contact

For any questions about these Terms, contact us at:

Mercury Labs
Calgary, Alberta, Canada
hello@mercurylabs.ca

13. Contact

For any questions about these Terms, contact us at:

Mercury Labs
Calgary, Alberta, Canada
hello@mercurylabs.ca