These Terms of Service (the “Terms,” or this “Agreement”) govern the website design, custom CRM development, hosting, subscription and related services provided by Noveii (“Noveii,” “we,” “us,” “our”). By accepting a quotation, signing electronically, making a payment, or otherwise engaging Noveii, you (the “Client,” “you,” “your”) confirm that you have read, understood and agreed to these Terms.
Specific project details (including deliverables, pricing and timelines) are confirmed in a separate written proposal, quotation or order (your “Proposal”). Your Proposal works alongside this Agreement. Where a clearly stated term in your Proposal conflicts with these Terms, the Proposal controls for that specific point; in all other respects, these Terms apply.
1. Definitions
- Project means the website, CRM, and/or related deliverables described in your Proposal.
- Website means the custom-built website Noveii designs, develops and deploys for you.
- CRM means the custom client-relationship-management system and any associated client portal, forms, automations and dashboards built for your business.
- Subscription means the recurring plan covering hosting, infrastructure, maintenance and continued platform support after launch.
- Third-Party Services means software, platforms, registrars, processors or providers operated by parties other than Noveii (for example domains, hosting, payment processors and APIs).
2. Scope of Work
Each Project’s scope (pages, features, integrations, content and deliverables) is defined in your Proposal. Work outside that agreed scope (“change requests”) may affect timeline and cost and will be quoted before proceeding. We will always confirm material changes in writing before starting them. Not every feature requested during a Project is guaranteed to be included within the original quoted scope.
3. Website Development
The Client understands that every website is custom built. While extensive testing is performed before launch, minor bugs, inconsistencies or unexpected issues may occur after deployment due to browser updates, third-party services, hosting environments or user-specific devices.
The Client agrees to notify Noveii of any issues discovered after launch. Noveii will make reasonable efforts to correct legitimate bugs covered under the Client’s active plan.
4. CRM Development & Features
Every CRM is custom developed. Because each CRM is built specifically for the Client’s business, some requested features may not be technically possible, may require additional development time, or may require third-party software.
Not every feature requested during the Project is guaranteed to be included within the original quoted scope. Additional functionality outside the agreed scope may require a change order.
5. Client Cooperation & Responsibilities
Projects require timely communication. The Client agrees to provide requested information, approvals, branding assets, images, content and feedback within a reasonable timeframe.
- Provide accurate information, brand assets and content in a timely manner.
- Designate a point of contact authorized to give feedback and approvals.
- Review deliverables and respond within the timeframes noted in your Proposal.
- Ensure you have the rights to any materials (text, images, logos) you provide to us.
Delays in communication may delay project completion. Noveii is not responsible for project delays caused by missing information or slow Client responses.
6. Content, Branding & Assets
Unless otherwise agreed, you are responsible for supplying website and CRM content (text, images and media). You confirm you own or have permission to use everything you provide. If we create or source content on your behalf, the terms for that work are set out in your Proposal.
7. Domains, DNS & Access
7.1 Domain Names
Whenever possible, domains should be purchased directly through Noveii or transferred to a supported provider such as GoDaddy. Domains purchased through unsupported registrars may require additional work, and additional migration or DNS configuration fees may apply.
If a registrar prevents DNS modifications, name server changes or other required configuration changes, Noveii cannot guarantee deployment. If deployment cannot proceed because required domain access cannot be obtained, Noveii reserves the right to terminate the Project or recommend purchasing a new domain. Any additional labour required for unsupported providers may be billed separately.
7.2 DNS & Name Servers
The Client understands that website deployment requires DNS configuration. If Noveii does not receive sufficient permissions to modify DNS records or name servers, project completion cannot be guaranteed. The Client agrees to cooperate throughout the deployment process.
7.3 Login Credentials & Third-Party Access
The Client agrees to provide temporary administrative access where necessary. Examples include:
- Domain registrars
- Hosting providers
- Google Business Profile
- Google Search Console
- Google Analytics
- Stripe
- Cloudflare
- Email providers
- Social media integrations
- Other third-party services
Failure to provide access may delay or prevent completion of certain services.
8. Third-Party Integrations & Services
8.1 Integrations
Third-party integrations may require:
- Account creation
- Identity verification
- API approvals
- Manual review
- Business verification
Examples include Stripe, Google APIs, payment processors, email providers, maps and booking systems.
Noveii cannot control approval times or verification requirements imposed by third parties. These delays do not constitute project delays caused by Noveii.
8.2 Third-Party Tools & Services
Your Website or CRM may rely on third-party services such as hosting, analytics, fonts, forms, databases or payment providers. These services are governed by their own terms, and their availability, pricing and policies are outside our control. We will recommend reputable providers but are not liable for their performance or changes.
9. SEO & GEO
Noveii follows industry best practices for SEO (Search Engine Optimization) and GEO (Generative Engine Optimization). However, search rankings cannot be guaranteed. Search rankings depend on many factors outside Noveii’s control, including:
- Competition
- Market demand
- Domain authority
- Content quality
- Google algorithm updates
- AI search platform changes
- Backlinks
- Customer reviews
Noveii does not guarantee first-page rankings or specific search positions. The Client understands that long-term SEO success also depends on ongoing content creation, obtaining quality backlinks, maintaining accurate business listings and earning positive customer reviews.
10. Timelines, Revisions & Scope Changes
10.1 Project Timelines
Estimated timelines are provided in good faith and depend on the timely delivery of content, feedback and approvals. Noveii is not responsible for delays caused by incomplete materials, slow responses, third-party services, or circumstances beyond our reasonable control.
10.2 Revisions
Each package includes a defined number of revision rounds at the design and development stages, as noted in your Proposal. Additional revisions beyond that allowance, or changes that fall outside the agreed scope, may be billed at our standard rate.
10.3 Scope Changes
Any work requested outside the original project scope may require a revised quotation, additional fees, or an updated timeline. No additional work will begin until both parties approve the revised scope.
10.4 Additional Charges
If additional work, software, integrations or third-party services are required outside the original project scope, Noveii will notify the Client before proceeding whenever reasonably possible.
If the additional cost is optional, no work will begin until the Client has approved the additional charge. If the additional cost is mandatory due to a third-party provider (such as domain registrars, hosting providers, payment processors, APIs, verification requirements or licensing fees), Noveii will discuss the requirement with the Client before proceeding. The Client is responsible for all approved third-party costs associated with their Project.
11. Website Hosting & Subscription
The Website and CRM operate under a recurring subscription model. The Subscription covers services such as hosting, infrastructure, software maintenance, security updates, monitoring, backups and continued platform support. Failure to maintain an active Subscription may result in limited functionality or suspension of services.
12. Payments & Billing
12.1 Payment Schedule
Unless otherwise agreed in writing, project payments will follow the schedule below:
- Initial Deposit: due before any work begins.
- Progress Payment: fifty percent (50%) of the remaining project balance is due approximately halfway through the Project or upon completion of major development milestones.
- Final Payment: the remaining balance is due before the Website, CRM or related services are launched or ownership is transferred.
Noveii reserves the right to pause work until any outstanding project payment has been received.
12.2 Monthly Subscription
After the Project has been completed and launched, the Client’s recurring website and/or CRM Subscription will begin. Subscription payments may be collected by:
- Automatic recurring payments through Stripe; or
- An invoice or secure payment link sent to the Client.
The Client is responsible for ensuring all recurring Subscription payments are made on time to maintain uninterrupted service.
12.3 Late Payments
Invoices not paid by their due date may be subject to a late payment fee of 10% per month (or the maximum amount permitted by applicable law), calculated on the outstanding balance until paid in full. Noveii reserves the right to suspend ongoing work, support, hosting, CRM access, integrations or other services while invoices remain unpaid.
12.4 Missed Subscription Payments
If recurring Subscription payments are not received, Noveii reserves the right to suspend access to:
- Website
- CRM
- Client Portal
- Forms
- Integrations
- Hosting
- Email automations
- Other hosted services
Access may be restored once all outstanding balances have been paid.
12.5 Website Suspension for Non-Payment
If any invoice or Subscription remains unpaid for more than 30 days, Noveii reserves the right to suspend the Client’s Website, CRM, client portal, hosting services, automations, forms and any associated integrations until all outstanding balances have been paid.
During suspension, the Website may be replaced with a temporary notification page indicating that the Website has been temporarily suspended due to an outstanding account balance and instructing visitors to contact the website owner directly for further information. The wording and appearance of this temporary page shall be determined solely by Noveii.
Once all outstanding balances, applicable late fees and any account restoration fees have been paid, services will be reinstated within a reasonable timeframe.
12.6 Chargebacks
Initiating a payment dispute or chargeback without first attempting to resolve the matter directly with Noveii constitutes a material breach of this Agreement. Upon receiving a chargeback, Noveii reserves the right to immediately suspend or disable all hosted services (including websites, CRMs, client portals, forms, automations and integrations) until the matter is fully resolved.
If services have been suspended due to a chargeback, an account restoration and reactivation fee of $899 CAD plus applicable taxes may apply before services are reinstated.
12.7 Collections
The Client remains responsible for all outstanding balances, late fees, third-party costs, legal costs (where recoverable by law) and reasonable collection expenses incurred as a result of unpaid invoices. Noveii reserves all rights available under applicable law to recover unpaid amounts.
12.8 Refunds
Given the custom nature of the work, payments are non-refundable. Please review our Refund Policy for full details.
13. Maintenance & Monitoring
Noveii may proactively monitor hosted websites and CRMs for performance, uptime, security and critical errors. If significant issues are identified, reasonable efforts will be made to notify the Client. While Noveii strives to maintain reliable services, uninterrupted operation cannot be guaranteed.
14. Ownership & Intellectual Property
Unless otherwise agreed in writing, Noveii retains ownership of its proprietary software, CRM framework, templates, automations, components and internal systems. Upon full payment, the Client owns their website content, branding and custom assets created specifically for their Project, subject to any licensed third-party materials.
15. Portfolio Rights
Unless otherwise agreed in writing, Noveii may display completed projects in its portfolio, website, social media, case studies and marketing materials. Confidential business information will not be disclosed without permission.
16. Attribution
The Client agrees that Noveii may include a discreet attribution link within the website footer acknowledging that the website was designed and developed by Noveii. Noveii may also include subtle branding within client-facing systems such as login portals, preview pages and internal CRM interfaces. This attribution will be professional, unobtrusive and provided at no additional cost to the Client.
17. Limitation of Liability
To the fullest extent permitted by law, Noveii shall not be liable for indirect, incidental, special, consequential or lost-profit damages arising from the use of the Website, CRM, hosting environment or third-party services. The Client acknowledges that software systems may occasionally experience downtime, maintenance windows or unforeseen technical issues.
Noveii’s total aggregate liability arising from a Project is limited to the amount the Client paid to Noveii for that Project. We do not guarantee specific search rankings, traffic or business results, as those depend on many factors outside our control.
18. Project Delays & Inactivity
If a Project becomes inactive on the Client’s side for an extended period (for example, no response for 30 days), we may pause it and reschedule remaining work based on availability. Restarting a long-paused project may require a renewed timeline and, in some cases, a re-engagement fee.
19. Service Changes
We may update our services, packages and these Terms from time to time. The version that applies to your Project is the one in effect when your Proposal is accepted. Continued engagement after an update constitutes acceptance of the revised Terms.
20. Acceptance
By accepting a quotation, signing electronically, or making payment, the Client confirms they have read, understood and agreed to these Terms of Service.
21. Contact
Questions about these Terms? Email us at Contact@noveii.com and we’ll be glad to help.