Design Services Terms of Service

Introduction

This document outlines the terms and conditions (the “Terms”) that govern the design services (“Design Services”) offered by [Manufacturer] (the “Manufacturer”) to its customers (the “Customers”). By utilizing the Design Services, Customers acknowledge and agree to be bound by these Terms.

2. Scope of Design Services
The Manufacturer will provide Design Services to Customers based on the input and instructions provided by the Customers. The Manufacturer will use reasonable efforts to produce a design that meets the Customers’ specifications, but does not guarantee or warrant the function or performance of the design.

3. Customer Responsibility
Customers are solely responsible for the accuracy, completeness, and legality of the input and instructions provided to the Manufacturer. Customers are also solely responsible for determining the suitability of the design for their intended use, and for ensuring that the design complies with all applicable laws, regulations, and industry standards.

4. Disclaimer of Warranties
THE DESIGN SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. THE MANUFACTURER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

5. Limitation of Liability
IN NO EVENT SHALL THE MANUFACTURER BE LIABLE FOR ANY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE DESIGN SERVICES OR THE USE OR INABILITY TO USE THE DESIGN SERVICES, EVEN IF THE MANUFACTURER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Indemnification
Customers agree to indemnify, defend, and hold the Manufacturer, its affiliates, and their respective officers, directors, employees, agents, and representatives harmless from any and all claims, liabilities, damages, losses, and expenses, including, but not limited to, reasonable attorneys’ fees, arising out of or in connection with the Customers’ use of the Design Services or any breach of these Terms by the Customers.

7. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the [State/Province/Country] without giving effect to any principles of conflicts of law. Any dispute arising out of or in connection with these Terms shall be resolved through binding arbitration in accordance with the [Arbitration Association] Rules. The arbitration shall be conducted in [City, State/Province/Country].

8. Miscellaneous
These Terms constitute the entire agreement between the Manufacturer and the Customers with respect to the Design Services. If any provision of these Terms is found to be invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisions shall remain in full force and effect. The failure of the Manufacturer to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. The Manufacturer may assign these Terms, in whole or in part, at any time without notice to the Customers. The Customers may not assign these Terms or transfer any rights to access the Design Services without the prior written consent of the Manufacturer.

By using the Design Services, Customers acknowledge that they have read, understood, and agree to be bound by these Terms. If Customers do not agree to these Terms, they should not use the Design Services.