Terms of Service

Last updated: October 1, 2025

1. Overview

These Terms of Service ("Terms") govern your use of the Peripheral Pursuit Labs website and our software development consulting services. By contacting us or engaging our services, you agree to these Terms.

Peripheral Pursuit Labs LLC ("PPL," "we," "us," or "our") is a Florida limited liability company and software development studio specializing in native iOS applications, web applications, and API development.

2. Services

2.1 Scope of Services

We provide custom software development and consulting services including, but not limited to:

  • Native mobile application development (iOS, macOS, Android)
  • Web application development (React, TypeScript, modern frameworks)
  • Backend API development (Vapor, Node.js, REST, GraphQL)
  • UX design and prototyping
  • Technical consulting and architecture planning

2.2 Individual Agreements

Specific project work will be governed by individual written agreements ("Project Agreements") that outline scope, deliverables, timelines, and compensation. Project Agreements take precedence over these general Terms for specific engagements.

3. Engagement Process

3.1 Discovery

Initial consultations and discovery conversations are provided at no charge to assess project fit and requirements.

3.2 Proposals

Following discovery, we will provide a written proposal outlining scope, timeline, and cost. Proposals are valid for 30 days unless otherwise specified.

3.3 Acceptance

Work begins only after both parties have signed a Project Agreement and any required deposits have been received.

4. Payment Terms

4.1 Fees

Fees are specified in individual Project Agreements and may be structured as:

  • Fixed-price projects
  • Time and materials (hourly or daily rates)
  • Retainer arrangements

4.2 Invoicing and Payment

Unless otherwise specified in a Project Agreement:

  • Invoices are issued bi-weekly or monthly
  • Payment is due within 15 days of invoice date
  • Accepted payment methods include bank transfer, check, and approved payment platforms
  • Late payments may incur a 1.5% monthly interest charge

4.3 Deposits

Fixed-price projects typically require a deposit of 25-50% before work begins. Deposits are non-refundable once work has commenced.

4.4 Milestone-Based Payment (Projects $30,000+)

For larger projects, payments are structured in milestones based on project phases. Each milestone payment is due at the start of that phase, ensuring consistent project progress. Milestone structure is determined during the proposal phase and clearly outlined in the Project Agreement.

5. Intellectual Property

5.1 Client Ownership

Upon full payment, clients receive ownership of custom code and deliverables created specifically for their project, subject to the exceptions below.

5.2 PPL Retention

We retain ownership of:

  • Pre-existing code, libraries, and tools developed by PPL
  • Reusable components, frameworks, and methodologies
  • Code samples, templates, and tools created for general use

5.3 Third-Party Components

Projects may include third-party open-source libraries and frameworks, each governed by their respective licenses. We will identify significant third-party dependencies in project documentation.

5.4 License Grant

For any PPL-owned components used in your project, we grant you a perpetual, non-exclusive, worldwide license to use such components as integrated into your project.

6. Confidentiality

6.1 Mutual Confidentiality

Both parties agree to keep confidential any proprietary information shared during the engagement. This includes business plans, technical specifications, source code, and trade secrets.

6.2 Exceptions

Confidentiality obligations do not apply to information that:

  • Is or becomes publicly available through no breach of these Terms
  • Was rightfully known prior to disclosure
  • Is independently developed without use of confidential information
  • Must be disclosed by law or court order

7. Warranties and Disclaimers

7.1 Professional Services

We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards.

7.2 Disclaimer

Except as expressly stated in a Project Agreement, our services and deliverables are provided "as is" without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

7.3 No Guarantee of Results

While we strive for excellent outcomes, we do not guarantee specific business results, user adoption rates, App Store approval, or performance metrics unless explicitly stated in writing.

7.4 Post-Launch Warranty

Every project includes a 30-day warranty period following launch. During this period, we will address bugs and issues related to delivered functionality at no additional cost. This warranty covers defects in workmanship and does not extend to new feature requests, changes in scope, or issues caused by client modifications or third-party integrations.

8. Limitation of Liability

To the maximum extent permitted by law:

  • Our total liability for any claim arising from our services shall not exceed the amount paid by the client for the specific project giving rise to the claim
  • We shall not be liable for indirect, incidental, consequential, or punitive damages, including lost profits, lost revenue, or lost data
  • These limitations apply regardless of the legal theory of liability

9. Term and Termination

9.1 Project Term

Individual projects continue until completion of deliverables as specified in the Project Agreement.

9.2 Termination for Convenience

Either party may terminate a project with 14 days written notice. Client remains responsible for payment for all work completed through the termination date, plus any non-cancellable expenses incurred.

9.3 Termination for Cause

Either party may terminate immediately if the other party materially breaches these Terms or a Project Agreement and fails to cure within 7 days of written notice.

9.4 Effects of Termination

Upon termination:

  • Client pays for all work completed and expenses incurred
  • We will deliver work-in-progress in its current state
  • Confidentiality obligations survive termination

10. Independent Contractor

PPL is an independent contractor. Nothing in these Terms creates an employment, partnership, or agency relationship. We are responsible for our own taxes and insurance.

11. Indemnification

Client agrees to indemnify and hold PPL harmless from claims arising from:

  • Client's use of deliverables in a manner not authorized by PPL
  • Combination of deliverables with third-party products or services not approved by PPL
  • Content, data, or materials provided by Client
  • Client's breach of these Terms or applicable law

12. Modifications to Terms

We reserve the right to update these Terms at any time. Updated Terms will be posted on our website with a new "Last updated" date. Continued engagement after changes constitutes acceptance of the updated Terms.

13. Governing Law and Disputes

13.1 Governing Law

These Terms are governed by the laws of the State of Florida, without regard to conflict of law provisions. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in Seminole County, Florida.

13.2 Dispute Resolution

In the event of a dispute, parties agree to first attempt resolution through good-faith negotiation. If negotiation fails, disputes may be resolved through mediation or, if necessary, litigation in the specified jurisdiction.

14. General Provisions

14.1 Entire Agreement

These Terms, together with any Project Agreement, constitute the entire agreement between the parties and supersede all prior communications.

14.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions remain in full effect.

14.3 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

14.4 Assignment

These Terms may not be assigned by Client without our written consent. We may assign these Terms to an affiliate or in connection with a merger or sale of our business.

15. Contact

Questions about these Terms should be directed to:

Peripheral Pursuit Labs LLC
7901 4th Street North
St. Petersburg, FL 33702
Email: hello@ppl.dev
Website: ppl.dev

Note: These Terms of Service are provided for general website use. Individual consulting engagements will be governed by specific Project Agreements. For legal advice regarding your specific situation, please consult with an attorney.