Last Updated: October 7, 2026
These Client Terms of Service ("Agreement") constitute a legally binding contract between you ("Client," "you," or "your") and Spark App Studio LLC ("Company," "we," "us," or "our") governing your use of our custom application development services and platform.
By creating an account, submitting a project inquiry, making a payment, or otherwise engaging our services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree to these terms, you must not use our services.
Important: Spark App Studio LLC is a Platform and Intermediary
You acknowledge and agree that Spark App Studio LLC operates as a platform and intermediary that connects clients with independent developer contractors. By using our services, you understand and accept the following:
Client-Developer Relationship: The relationship between you (the client) and the developer is a direct contractual relationship. Spark App Studio LLC is not a party to that relationship and is not responsible for the developer's work product, performance, or conduct, except as expressly provided in these Terms of Service.
Spark App Studio LLC provides custom application development services utilizing AI-enabled human developers. Our services include:
Service Tiers: We offer three primary service tiers (Starter, Pro, Business) with defined deliverables, timelines, and pricing. Specific project details are provided in individual quotes and project agreements.
Project-Based Work: Projects are priced at a fixed amount in the quote you approve. A 50% deposit is due before work begins. The remaining 50% is divided among the project's milestones, and each milestone is paid when you approve its delivery. All payments must be received before transfer of intellectual property rights and source code.
Processing Fees: Card processing fees charged by our payment processor are added to each project payment and shown before you pay. Processing fees are not refundable.
Maintenance Plans: Monthly maintenance plans are billed in advance on the first day of each billing cycle. You may cancel at any time; service continues through the end of the current billing period. No prorated refunds are provided for partial months.
Payment Methods: We accept credit and debit cards, and any other payment methods offered at checkout. All payments are processed securely by Stripe; we never store your full card details.
Late Payments: Milestone payments are due within fifteen (15) days of your approval of the milestone, and maintenance payments on each billing date. Late payments will incur a fee of 1.5% per month (18% APR) or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend services for accounts with overdue balances exceeding 30 days.
Taxes: All fees are exclusive of applicable federal, state, local, or international taxes, levies, or duties. You are responsible for payment of all such taxes except those based on our net income.
Client Ownership: Upon receipt of full payment for a completed project, Spark App Studio LLC assigns to you all rights, title, and interest in custom code, designs, content, and deliverables created specifically and exclusively for your project ("Custom Work Product"). This assignment is conditional upon full payment and does not apply to incomplete or unpaid work.
Pre-Existing Materials: We retain all rights to our pre-existing development tools, frameworks, libraries, code templates, methodologies, processes, and know-how developed prior to or independent of your project ("Pre-Existing IP"). You receive a non-exclusive, perpetual license to use Pre-Existing IP incorporated into your Custom Work Product solely for the purposes of operating your application.
Third-Party Components: Your application may incorporate open-source software, third-party APIs, fonts, icons, or other licensed materials. You are responsible for complying with all applicable licenses. We will identify material third-party dependencies in project documentation.
Client-Provided Materials: You represent and warrant that you own or have proper licenses for all content, data, logos, trademarks, and materials you provide to us. You grant us a limited license to use such materials solely for the purpose of completing your project.
Portfolio Authorization: During the project initiation process, you will have the opportunity to grant or decline authorization for Spark App Studio LLC to feature your completed project in our public portfolio, case studies, and marketing materials. This authorization is entirely optional and voluntary.
Consent Recording: Your portfolio authorization decision is recorded when you accept a project quote and make the initial deposit payment. If you grant authorization, you agree that upon successful project completion, we may:
Confidentiality Protection: Regardless of your portfolio authorization decision, we will NEVER disclose:
Right to Decline or Revoke: You may decline portfolio authorization at any time during the project initiation process. If you initially grant authorization, you may revoke it at any time by providing written notice to clients@sparkappstudio.com. We will remove your portfolio entry within thirty (30) business days of receiving your revocation request.
Anonymized References: For projects where portfolio authorization is declined, we reserve the right to reference the project in generalized, anonymized terms (e.g., "Built an e-commerce platform for a retail client") without identifying information, screenshots, or specific business details.
Project Scope: Each project's scope, deliverables, and timeline are defined in a written quote or statement of work. Any work outside the defined scope constitutes a change request and may require additional fees.
Timeline Estimates: All timeline estimates are provided in good faith based on information available at project inception. Timelines are estimates, not guarantees, and may be affected by scope changes, client feedback delays, technical complexity, third-party dependencies, or unforeseen circumstances.
Client Responsibilities: Timely project delivery depends on your cooperation, including providing prompt feedback, required materials, access credentials, and decisions. Delays in client responses may extend project timelines proportionally.
Delivery: Projects are considered delivered when all agreed-upon deliverables are made available to you via our platform, email, or other agreed method. You have seven (7) days to report any material defects in deliverables that do not conform to agreed specifications.
Included Revisions: Each service tier includes a specified number of revision rounds based on provided feedback. Revisions must address work already completed within the original project scope.
Scope Changes: Requests for new features, functionality, or significant changes to agreed specifications constitute scope changes. Material scope changes require a written change order with updated timeline and pricing.
Additional Work: Work beyond included revisions or outside the original scope requires a separate fixed-price quote, which you approve before any additional work begins.
Enhancement Requests: Post-launch enhancement requests can be submitted through our platform and are subject to separate quotes and timelines.
Limited Warranty: We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards. For thirty (30) days after project delivery, we will correct material defects in Custom Work Product that prevent it from functioning substantially as specified in the project agreement at no additional charge.
Disclaimer of Warranties: EXCEPT AS EXPRESSLY PROVIDED ABOVE, SPARK APP STUDIO PROVIDES ALL SERVICES "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.
No Performance Guarantees: We do not warrant that your application will achieve any particular business results, user adoption levels, revenue targets, search engine rankings, or other performance metrics. Success depends on many factors outside our control.
Third-Party Services: We are not responsible for the availability, performance, security, or policies of third-party services, APIs, hosting providers, or platforms your application depends upon.
Liability Cap: TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPARK APP STUDIO'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT YOU PAID TO US IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.
Exclusion of Consequential Damages: IN NO EVENT SHALL SPARK APP STUDIO, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COST OF REPLACEMENT SERVICES, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE).
Basis of the Bargain: You acknowledge that the limitations of liability in this section are fundamental elements of the basis of the bargain between you and Spark App Studio LLC, and that we would not provide services without these limitations.
You agree to indemnify, defend, and hold harmless Spark App Studio LLC, its officers, directors, employees, contractors, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from or related to:
Required Cooperation: You agree to:
Prohibited Uses: You agree not to:
Restricted Business Types & Payment Processing: Spark App Studio LLC uses Stripe for payment processing. Stripe maintains a list of prohibited and restricted business types that cannot use their payment services. You are solely responsible for ensuring that your business type and the intended use of any application we develop for you complies with Stripe's terms of service and acceptable use policies.
Prohibited Business Types Include: Gambling, casinos, lotteries, sports betting; adult services, pornography, escort services; illegal drugs, cannabis products (in most jurisdictions); weapons, firearms, dangerous materials; debt settlement, check cashing, money orders; counterfeit goods, pirated content; pyramid schemes, MLM businesses; cryptocurrency mining, ICOs, secondary NFT sales; and other categories as defined by Stripe. A complete list is available at Stripe's Prohibited & Restricted Businesses.
Client Liability: You represent and warrant that your business does not operate in a prohibited business category and that any application we develop for you will not be used for prohibited purposes. If your business operates in a restricted category (such as healthcare, licensed financial services, or legal services), you represent that you have obtained all necessary licenses and authorizations required by law.
Consequences of Non-Compliance: If we discover that your business type is prohibited by Stripe's terms, or if Stripe rejects your account or transactions due to your business type, we reserve the right to immediately suspend or terminate services and payment processing. You will remain liable for all payments due for work completed up to the date of termination. We are not responsible for any losses, damages, or consequences you may incur as a result of your business type being incompatible with Stripe's terms.
Indemnification: You agree to indemnify, defend, and hold harmless Spark App Studio, its officers, directors, employees, contractors, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from or related to your business type being prohibited or restricted by Stripe, your violation of Stripe's terms of service, or any rejection, suspension, or termination of payment processing services by Stripe due to your business type or activities.
Mutual Confidentiality: Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our relationship. Confidential information includes business plans, technical specifications, customer data, financial information, and any information marked as confidential or that would reasonably be considered confidential.
Our Obligations: We will:
Duration: Confidentiality obligations shall survive for three (3) years after termination of this Agreement, or indefinitely for information that constitutes a trade secret under applicable law.
Data Protection: We will process any personal data you provide in accordance with applicable data protection laws and our Privacy Policy. You represent that you have obtained all necessary consents for us to process personal data on your behalf.
Security Disclaimer: While we implement industry-standard security measures, no system is completely secure. We are not liable for unauthorized access resulting from circumstances beyond our reasonable control.
Cancellation by You: You may cancel a project at any time by submitting a cancellation request from your client dashboard or in writing to us. We review each request and process it, usually within two (2) business days. When a cancellation is processed:
Termination by Us for Convenience: We may terminate a project upon thirty (30) days written notice. In that case you pay only for work completed through the termination date, and any amount you have paid beyond that is refunded without the administrative fee in Section 15.
Immediate Termination: Spark App Studio LLC may immediately terminate this Agreement and suspend access to services without prior notice if you:
Effect of Termination: Upon termination, all licenses granted to you are revoked except for rights to Custom Work Product that has been fully paid for. You must immediately cease use of any Pre-Existing IP, development tools, or incomplete work.
Survival: Provisions regarding payment obligations, intellectual property, confidentiality, warranties, limitation of liability, indemnification, and dispute resolution shall survive termination of this Agreement.
General Policy: Because our services are custom, refunds are available only as described in this Section. Refunds are issued to your original payment method and usually appear within 5–10 business days after we process your cancellation.
When Work Has Begun: Work on a project has begun once any milestone has been started, delivered, approved or paid, or once your developer has begun substantive work as shown in the project records. Until then, a cancellation is a pre-work cancellation.
Pre-Work Cancellation: If you cancel before work has begun, we refund your deposit minus a $500 administrative fee, which covers consultation, planning, developer matching and setup. If your deposit is $500 or less, it is retained in full as the administrative fee and no refund is due.
In-Progress Cancellation: If you cancel after work has begun, you are responsible for the value of the work completed to date, as reasonably determined by Spark App Studio LLC from completed milestones and work in progress. Any amount you have paid beyond that value is refunded from your deposit. Payments for completed milestones are non-refundable, and refunds never exceed your deposit. No administrative fee applies.
Processing Fees: Card processing fees charged at checkout are non-refundable.
Maintenance Plans: Monthly maintenance plan fees are non-refundable. You may cancel a plan at any time; service continues through the end of the then-current billing period and the plan does not renew. Cancelling a project also stops its maintenance plan from renewing.
Payment Disputes: Please contact us before disputing a charge with your card issuer so we can resolve it. Disputing a charge that is not refundable under this Section may result in suspension of services while the dispute is resolved.
Informal Resolution: In the event of any dispute, claim, question, or disagreement arising from or relating to this Agreement or our services, the parties agree to first use their best efforts to settle the dispute through good-faith negotiation within thirty (30) days.
Binding Arbitration: If the dispute cannot be resolved through negotiation, it shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in the jurisdiction where Spark App Studio LLC maintains its principal place of business or remotely via videoconference.
Arbitrator Authority: The arbitrator shall have exclusive authority to resolve all disputes, including disputes about the interpretation, applicability, enforceability, or formation of this Agreement, including the arbitrability of any claim.
Class Action Waiver: YOU AND SPARK APP STUDIO AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Small Claims Exception: Either party may bring an individual action in small claims court instead of arbitration if the claim qualifies and remains in small claims court.
Fees: Each party shall bear its own costs and attorneys' fees, except that the arbitrator may award costs and fees to the prevailing party if permitted by law or this Agreement.
Neither party shall be liable for any failure or delay in performance under this Agreement (other than payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, epidemics, government actions, power or internet outages, or failures of third-party services. The affected party shall notify the other party promptly and use reasonable efforts to minimize the impact of such events.
Spark App Studio LLC reserves the right to modify these Terms of Service at any time. We will notify clients of material changes via email to the address on file or through prominent notice on our platform at least thirty (30) days before changes take effect.
Your continued use of our services after such modifications constitutes acceptance of the updated terms. If you do not agree to the modifications, you must discontinue use of our services and may terminate this Agreement as provided herein.
Entire Agreement: This Agreement, together with any project-specific quotes, statements of work, and our Privacy Policy, constitutes the entire agreement between you and Spark App Studio LLC and supersedes all prior or contemporaneous understandings, agreements, representations, and warranties, both written and oral.
Severability: If any provision of this Agreement is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
Waiver: No waiver of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the United States and the state in which Spark App Studio LLC is incorporated, without regard to conflict of law principles.
Assignment: You may not assign, transfer, or delegate this Agreement or any of its rights or obligations hereunder without the prior written consent of Spark App Studio LLC. Any attempted assignment in violation of this provision shall be null and void. Spark App Studio LLC may assign this Agreement without consent (a) to any of its Affiliates; or (b) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets or business to which this Agreement relates. For purposes of this Agreement, "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with Spark App Studio LLC.
Notices: All notices required or permitted under this Agreement shall be in writing and sent to the addresses on file via email or the platform messaging system. Notices are deemed received when sent to the email address on record.
Spark App Studio LLC
For questions about these Terms of Service, please contact us through our platform contact form or via email at clients@sparkappstudio.com