Important legal notice
These Terms include an individual arbitration agreement, class-action waiver, jury-trial waiver, warranty disclaimers, and limitations of liability.
Please read them carefully. Nothing in these Terms waives a right or remedy that cannot lawfully be waived.
1. Acceptance and authority
These Terms & Conditions ("Terms") are an agreement between IMA Digital Solutions Corp, a Florida corporation ("IMA," "we," "us," or "our"), and the person or business using the Site or requesting, purchasing, or receiving a service or digital product ("Client," "you," or "your").
You accept these Terms when you submit a project request after checking the acceptance box, sign or electronically accept a proposal or service agreement, pay an invoice that references these Terms, or otherwise expressly agree to them. If you act for a company or another person, you represent that you have authority to bind that party. You must be at least 18 years old and legally able to enter a contract.
A signed proposal, statement of work, invoice, order confirmation, or service agreement may add project-specific terms. If there is a direct conflict, the document with the most specific, later-agreed terms controls for that project.
2. Services, products, and order acceptance
These Terms cover the Site, Client Portal, consultations, website design and development, custom software, automations, social media management, digital marketing and advertising, graphic or brand assets, reports, templates, downloads, code, configurations, content, and any other service or digital deliverable offered by IMA.
Submitting a form is a request for review—not a guarantee that IMA has accepted the project. A project is accepted only when IMA confirms acceptance in writing or begins work under an agreed scope. We may decline a request when it is outside our capabilities, availability, policies, legal obligations, or agreed commercial terms.
Scope and changes
Each package includes only the features and deliverables expressly listed for that package or in the applicable written scope. Revisions, features, pages, integrations, content, languages, migrations, support, or work outside that scope may require a change order, additional fees, and a revised schedule. No oral statement changes an agreed scope unless confirmed in writing by an authorized IMA representative.
Schedules
Delivery dates are good-faith estimates unless a written agreement expressly identifies a guaranteed deadline. Timing begins after IMA receives required information, access, content, approvals, and any required initial payment. Client delays, change requests, platform reviews, outages, or third-party dependencies may extend the schedule.
3. Prices, third-party costs, payment, and cancellation
Displayed prices
Displayed prices apply only to the package scope shown and may be starting prices where stated. Custom software, additional features, rush work, extra revisions, expanded content, and specialized integrations may require a separate quote. Prices may change prospectively, but an accepted written price will not change unless the Client approves a scope change or the agreement allows an adjustment.
Excluded costs
Unless expressly included in writing, Client is responsible for domains, hosting, email, licenses, stock assets, fonts, applications, plug-ins, SMS, artificial-intelligence tools, advertising media spend, platform charges, payment-processing fees, taxes, and other third-party costs. IMA is not responsible for price changes or billing decisions made by third parties.
Payment
Invoices and written service terms establish deposits, milestones, due dates, recurring charges, and accepted payment methods. IMA may pause work, withhold unpublished deliverables, suspend support, or delay launch while an undisputed balance is overdue. Client is responsible for legally permitted collection costs incurred to collect an undisputed overdue amount.
Online payment-card processing is not currently offered through this Site. If recurring billing is later offered, the material price, frequency, renewal, and cancellation terms must be presented before enrollment and require the Client's express consent.
Cancellations and refunds
The applicable proposal or service agreement controls cancellation and refund rights. Unless that document states otherwise, amounts already earned for completed work, work in progress, reserved production time, initial setup, strategy, discovery, and nonrecoverable third-party costs are nonrefundable to the extent permitted by law. Any unearned prepaid amount will be handled according to the written project terms and applicable law. Monthly work already started is not prorated unless agreed in writing. Nothing here limits a mandatory cancellation or refund right provided by applicable law.
4. Client responsibilities, approvals, and lawful use
Client agrees to provide complete and accurate information, timely feedback, lawful materials, required access, a responsible contact person, and decisions needed to complete the work. Client is responsible for reviewing names, claims, prices, addresses, policies, spelling, legal notices, product information, accessibility requirements, regulated-industry content, and final deliverables before approval or publication.
Client represents that it owns or has permission to use and provide every logo, photograph, video, trademark, document, database, customer list, testimonial, account, claim, and other material supplied to IMA. Client may not request unlawful, deceptive, infringing, discriminatory, malicious, or unauthorized work, or use deliverables to violate law or third-party rights.
IMA may rely on Client instructions and approvals. Approved content or design changes requested after approval may be treated as additional work. Client remains responsible for its business operations, customer service, passwords, account security, backups after handoff, legal compliance, and decisions made using any deliverable.
5. Intellectual property and licenses
Client retains ownership of materials it lawfully provides. IMA retains ownership of pre-existing code, tools, methods, know-how, libraries, templates, design systems, processes, reusable components, and other materials developed independently of the Client project ("Background Materials"). Third-party materials remain subject to their owners' licenses.
After IMA receives full payment, Client receives the ownership or license rights expressly identified in the applicable written agreement. If that agreement does not specify, IMA grants Client a nonexclusive, worldwide, perpetual license to use the final delivered project output for Client's own business purposes, excluding Background Materials and third-party materials, which remain licensed under their applicable terms. Drafts, rejected concepts, working files, internal tools, and unpaid deliverables are not transferred.
Client grants IMA a limited license to use Client materials solely as reasonably necessary to evaluate, create, test, host, support, and deliver the requested work. No trademark ownership transfers unless expressly stated in writing.
6. Third-party platforms and service-specific risks
Websites, software, advertising, social media, domains, hosting, search engines, app stores, APIs, artificial-intelligence tools, and integrations may depend on third-party services. IMA does not control and is not responsible for their availability, policy changes, account decisions, suspensions, approvals, security incidents, data practices, pricing, algorithms, compatibility changes, or discontinued features.
Marketing, advertising, and social media
IMA provides professional setup, creative work, management, optimization, and reporting within the selected scope. We do not guarantee sales, revenue, profit, followers, engagement, leads, calls, bookings, rankings, reach, advertising approval, account availability, cost per result, or any specific business outcome. Past results do not guarantee future performance. Client is responsible for the truth, legality, evidence, permissions, and required disclosures for its offers, products, claims, reviews, testimonials, promotions, and target audiences.
Websites and software
Unless expressly included, IMA does not guarantee uninterrupted or error-free operation, compatibility with every future device or third-party change, permanent search rankings, regulatory certification, legal compliance, accessibility certification, cybersecurity certification, data recovery, or the absence of all vulnerabilities. Client must maintain appropriate accounts, licenses, backups, access controls, and operational procedures after delivery.
7. Limited service assurance and warranty disclaimer
Any correction period or written warranty shown in a package or project agreement applies only to the stated deliverable, period, conditions, and remedy. It generally covers reproducible errors in IMA's delivered work and does not cover new features, changed requirements, Client edits, third-party changes, expired services, misuse, unauthorized modifications, compromised credentials, or circumstances outside IMA's reasonable control.
Except for an express written warranty and to the fullest extent permitted by law, the Site, services, products, and deliverables are provided “as is” and “as available.” IMA disclaims implied warranties of merchantability, fitness for a particular purpose, title, noninfringement, and any warranty arising from course of dealing or usage of trade. IMA does not warrant any particular commercial, financial, marketing, legal, regulatory, or technical result.
Some jurisdictions do not permit particular warranty exclusions. In those jurisdictions, the exclusions apply only to the maximum extent allowed, and legally nonwaivable rights remain unaffected.
8. Limitation of liability and indemnification
To the fullest extent permitted by law, IMA and its officers, directors, employees, contractors, and suppliers will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages; lost profits, revenue, savings, business, goodwill, opportunities, data, or use; business interruption; replacement-service costs; or claims arising from third-party platforms, even if advised that such loss may occur.
To the fullest extent permitted by law, IMA's total aggregate liability arising from a claim will not exceed the amount actually paid to IMA for the specific service or product giving rise to that claim during the six months before the event giving rise to liability or, for a one-time project, the amount paid for that project.
These limitations do not apply to liability that cannot lawfully be limited, including where applicable liability for fraud, willful misconduct, or other nonwaivable obligations.
Client indemnification
To the extent permitted by law, Client will defend, indemnify, and hold harmless IMA and its officers, directors, employees, and contractors from third-party claims, damages, penalties, judgments, and reasonable legal costs arising from Client-provided materials, Client products or services, Client instructions or approvals, Client's unlawful or unauthorized use of deliverables, Client's breach of these Terms, or Client's violation of law or third-party rights. IMA will provide reasonable notice and cooperation, and Client may not settle a claim in a way that admits fault by or imposes obligations on IMA without IMA's written consent.
9. Suspension, termination, and events beyond control
IMA may suspend or terminate access or work for material breach, nonpayment, unlawful use, security risk, abuse, infringement, or conduct that may harm IMA, a client, or a third party. When reasonably possible, IMA will provide notice and an opportunity to cure. Termination does not eliminate payment obligations or provisions intended to survive, including ownership, confidentiality, disclaimers, liability limits, indemnity, and dispute terms.
Neither party is responsible for delay caused by events beyond reasonable control, including disasters, widespread outages, war, terrorism, labor disputes, government action, epidemics, transportation failure, utility failure, cyberattacks not caused by a party's failure to use reasonable care, or material third-party platform disruptions. Payment obligations for work already completed are not excused.
10. Governing law and dispute resolution
Individual arbitration and class-action waiver
Except for eligible small-claims matters and requests for temporary or injunctive relief concerning intellectual property, security, unauthorized access, or misuse, you and IMA agree to resolve covered disputes through binding individual arbitration—not a court trial or class proceeding.
Informal resolution first
Before filing arbitration or a lawsuit, the complaining party must send a written notice describing the facts, legal basis, requested relief, and relevant project or account. The parties will attempt in good faith to resolve the dispute for 30 days after receipt. Notice to IMA must be emailed to ima.digitalapp@gmail.com with the subject “Legal Notice.” Any contractual filing deadline is paused during that 30-day period.
Arbitration
If the dispute is not resolved, it will be finally resolved by one neutral arbitrator administered by the American Arbitration Association under its applicable Commercial Arbitration Rules or Consumer Arbitration Rules, as required. The Federal Arbitration Act governs this arbitration agreement. The hearing may be conducted remotely or in Miami-Dade County, Florida, as the applicable rules and law permit. The arbitrator may award any individual remedy available under applicable law and must issue a reasoned written decision.
Claims must be brought only in an individual capacity. The arbitrator may not combine claims or preside over a class, collective, consolidated, coordinated, mass, representative, or private-attorney-general proceeding unless all affected parties expressly agree in writing after the dispute arises. You and IMA knowingly waive trial by jury for covered disputes.
You may opt out of arbitration by emailing a clear written notice to ima.digitalapp@gmail.com within 30 days after you first accept these Terms. Use the subject “Arbitration Opt-Out” and include your full name, business name, and the email associated with your request. Opting out affects only arbitration; all other Terms remain effective.
Florida law and courts
These Terms and any dispute not subject to arbitration are governed by Florida law, without regard to conflict-of-law principles, except where federal law applies or mandatory law provides otherwise. The state and federal courts located in Miami-Dade County, Florida will have exclusive jurisdiction and venue over permitted court proceedings, and each party consents to those courts.
Time to bring a claim
To the extent permitted by law, any claim must be brought within one year after the claimant knew or reasonably should have known of the facts giving rise to the claim. A legally nonwaivable limitation period controls where this provision cannot be enforced.
11. General terms
These Terms, the Privacy Policy, and any applicable accepted written project documents form the entire agreement regarding their subject matter. A failure to enforce a provision is not a waiver. Client may not assign an agreement without IMA's written consent; IMA may assign it in connection with a merger, reorganization, financing, or sale of all or part of its business. Headings are for convenience only.
If a provision is found unenforceable, it will be enforced to the maximum lawful extent and the remainder will remain effective. If any portion of the arbitration or class-waiver section is invalid for a particular claim or remedy, that claim or remedy will proceed in the proper court after all arbitrable matters are resolved, unless applicable law requires otherwise.
We may update these Terms prospectively. The version accepted for a particular order or project remains part of that agreement unless the parties agree otherwise. Material changes will not retroactively alter an accepted project agreement without consent.
12. Contact
Questions about these Terms may be sent to IMA Digital Solutions Corp at ima.digitalapp@gmail.com.