Terms of Service

1. Acceptance of Terms & Agency Engagement Scope

By engaging Topee Solutions for custom web development, accepting an official agency proposal, issuing a deposit payment, or using topeesolutions.online, you acknowledge that you have read, understood, and agreed to be legally bound by these Terms of Service.

All technical services—including custom HTML5 coding, Next.js web application development, custom WordPress theme engineering, local SEO audits, search engine optimization campaigns, social media management, graphic design, video editing, and cloud hosting—are rendered subject to this Agreement and any specific Statement of Work (SOW) executed between Topee Solutions and the Client.

2. Web Development, Source Code & Intellectual Property Rights

Topee Solutions takes pride in delivering high-performance, clean-coded digital assets. Ownership of final deliverables is structured as follows:

A. Client Ownership of Final Assets

Upon receipt of 100% full project payment, the Client retains full ownership of custom website content, brand graphics, copywriting, domain names, and client-supplied media assets created specifically for the project.

B. Agency Code Libraries & Pre-Existing IP

Topee Solutions retains ownership rights over pre-existing proprietary code modules, reusable CSS design frameworks, custom JavaScript utility libraries, and server deployment scripts ("Agency IP"). The Client is granted a perpetual, non-exclusive, royalty-free license to use these modules solely as integrated within their specific website project.

3. Search Engine Optimization (SEO) & Ranking Disclaimers

While Topee Solutions employs white-hat, industry-proven SEO frameworks (on-page optimization, Schema markup, local Google Maps 3-Pack placement, Core Web Vitals acceleration), no agency can guarantee a permanent #1 ranking on Google or other search engines.

Search engine algorithms (such as Google Core Updates) fluctuate constantly based on third-party factors beyond agency control. Topee Solutions commits to executing all technical and strategic SEO deliverables with professional diligence, but shall not be held liable for third-party search engine algorithm shifts or competitor bidding behavior.

4. Client Obligations & Asset Submission Timelines

Project success relies on timely collaboration. The Client agrees to provide accurate brand logos, text content, high-resolution imagery, credential access, and feedback within agreed project schedules:

• Asset Delays: If a project is delayed for more than 30 consecutive calendar days due to un-provided Client content or missing feedback, Topee Solutions reserves the right to invoice for work completed to date.
• Copyright Warranties: The Client warrants that all text, images, trademarks, and media assets supplied to the Agency are owned by the Client or properly licensed. The Client agrees to indemnify Topee Solutions against third-party copyright claims arising from Client-supplied assets.

5. Quotations, Payment Milestones & Invoicing Protocol

All project fees are quoted in Philippine Pesos (PHP) or United States Dollars (USD) as specified in official proposal invoices issued by Founder Christopher Ramos.

• Deposit Requirement: A non-refundable 50% initial deposit is required prior to project kick-off and architectural design commencing.
• Final Balance Payment: The remaining 50% balance is due upon website completion and staging server approval, prior to final domain DNS propagation and server handover.
• Late Payment Interest: Payments overdue by more than 15 calendar days incur a monthly interest fee of 1.5% until settled.

6. Hosting Service Level Agreement (SLA) & Maintenance

For clients enrolled in Topee Solutions managed web hosting packages, we provide a 99.9% uptime target backed by edge CDN infrastructure and automated daily server backups.

Scheduled maintenance windows for server upgrades will be communicated 48 hours in advance. Emergency maintenance required to patch global security vulnerabilities may occur without prior notice to ensure infrastructure safety.

7. Limitation of Liability & Force Majeure

To the maximum extent permitted under Philippine law, Topee Solutions, Founder Christopher Ramos, and its engineers shall not be liable for indirect, incidental, consequential, or punitive damages—including lost revenue, lost profits, or business interruption—arising from website usage or third-party service outages.

Neither party shall be held liable for performance delays caused by Force Majeure events beyond reasonable control, including typhoons, natural disasters, fiber optic cable cuts, grid power failures, or government telecommunication restrictions.

8. Confidentiality & Mutual Non-Disclosure

Both Topee Solutions and the Client agree to treat all business operational details, financial proposals, trade secrets, software codebases, and technical documentation shared during the project lifecycle as strictly confidential information.

Neither party shall disclose confidential information to any third party without prior written consent, except to authorized employees, legal counsel, or financial auditors bound by equivalent non-disclosure duties.

9. Contract Termination & Cancellation Rules

Either party may terminate a service contract by providing 14 calendar days written notice. In the event of early termination by the Client, Topee Solutions shall retain the initial deposit and invoice for any additional uncompensated hours worked up to the termination date.

10. Post-Launch Warranty & Technical Support

All custom web development projects engineered by Topee Solutions include a complimentary 30-day post-launch warranty period commencing on the live launch date. During this period, Topee Solutions will fix any code bugs, alignment glitches, or broken links free of charge.

Post-warranty support, major feature expansions, third-party plugin updates, or server environment changes requested after 30 days will be billed at our standard hourly maintenance rates or under a monthly website maintenance retainer.

11. Accessibility Standards (WCAG 2.1 AA)

Topee Solutions builds digital interfaces in accordance with Web Content Accessibility Guidelines (WCAG 2.1 Level AA). We ensure proper color contrast ratios, screen reader ARIA landmarks, keyboard navigation support, and alt image text tags across all client websites.

12. Subcontracting & Technical Partners

Topee Solutions reserves the right to utilize vetted internal engineers, specialized sub-contractors, or cloud technology partners to fulfill specific project deliverables under the direct supervision of Founder Christopher Ramos, subject to strict confidentiality and non-disclosure standards.

13. Client Indemnification & Hold Harmless Clause

The Client agrees to defend, indemnify, and hold harmless Topee Solutions, its officers, contractors, and agents from any third-party claims, liabilities, losses, or legal costs arising from: (a) Client breach of this Agreement; (b) unauthorized Client modification of engineered website source code post-handover; or (c) third-party claims relating to products or services sold on Client websites.

14. Governing Law & Dispute Resolution Protocol

This Agreement and all client engagements with Topee Solutions shall be governed by, construed, and enforced in accordance with the commercial laws of the Republic of the Philippines.

In the event of any disagreement or dispute arising under this Agreement, the parties agree to first attempt good-faith informal negotiation for a period of 30 days under the guidance of Founder Christopher Ramos. If informal resolution fails, any legal proceedings shall be submitted exclusively to the jurisdiction of the proper courts in Metro Manila, Philippines.

15. Severability, Amendments & Entire Agreement

If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

This Agreement, together with any executed Statement of Work, constitutes the entire understanding between Topee Solutions and the Client regarding website development and digital agency services, superseding all prior oral or written negotiations.

16. Contacting Legal & Management

If you have questions regarding these Terms of Service or wish to request an official agency Statement of Work, please contact Founder & Managing Director Christopher Ramos directly: