Terms of Service

01 Who we are and what these terms cover

Webics Consulting is a trading name of INSTANT PAYMENTS LIMITED, a limited company incorporated in the Hong Kong Special Administrative Region under company registration number 79468211, with its registered office at RM 701, Unit 127, 7/F, Twr B, New Mandarin Plaza, 14 Science Museum Rd, Tsim Sha Tsui, Hong Kong. In these terms we are referred to as "we", "us", "our" or "the Agency".

These Terms of Service ("Terms") form a binding agreement between us and the business, company, partnership or sole trader that engages us ("Client", "you", "your"). They apply to every proposal, statement of work, quotation, invoice and deliverable we issue, unless we have signed a separate Master Services Agreement that expressly replaces them.

By requesting a proposal, countersigning a statement of work, paying a deposit invoice, or otherwise instructing us to begin work, you confirm that you accept these Terms and that the person accepting them has authority to bind the Client.

02 Definitions

• Proposal — the written document in which we set out the scope, approach, assumptions, fees, timeline and exclusions for a specific piece of work.
• Statement of Work (SOW) — the countersigned document that fixes the agreed scope, deliverables, milestones, fees and dates for an engagement. The SOW prevails over any conflicting text in a Proposal.
• Master Services Agreement (MSA) — an optional framework agreement covering repeat or multi-phase engagements, under which individual SOWs are issued.
• Deliverables — the design files, documentation, specifications, source code, exported assets and reports we produce and hand over under an SOW.
• Client Materials — brand assets, copy, imagery, fonts, data, credentials, repositories and any other material you supply to us.
• Acceptance Period — the review window stated in the SOW, defaulting to five (5) business days from delivery of a milestone.
• Business Day — Monday to Friday excluding public holidays in Hong Kong SAR.

03 Services we provide

We provide business-to-business design and engineering consultancy. Depending on the SOW, an engagement may include any combination of the following.

• UI/UX audits, heuristic reviews, accessibility reviews and visual hierarchy analysis of existing interfaces.
• Information architecture, user flow mapping, wireframing and interaction specification.
• Design system work: type scales, spacing and grid systems, colour and contrast tokens, component libraries and usage documentation.
• Product interface redesign, layout refinement and conversion-oriented restructuring of key screens.
• Frontend implementation in clean HTML, CSS and JavaScript, or on platforms such as WordPress and Webflow, including design-to-code handover.
• Quality assurance passes, cross-browser and responsive verification, and structured handover documentation.

Anything not written into the SOW is out of scope. In particular, unless expressly agreed in writing we do not provide: paid advertising, SEO campaigns, copywriting, ongoing content production, hosting, infrastructure management, backend or database engineering, security testing, penetration testing, legal or financial advice, or the supply of third-party licences.

04 How an engagement is formed

1. Enquiry and briefing. You submit a proposal request or contact us directly. We arrange a briefing call and, where useful, a short preliminary review of your interface.
2. Proposal. We issue a written Proposal describing scope, approach, assumptions, exclusions, indicative timeline and fees. A Proposal is an invitation to proceed, not a binding contract, and remains valid for thirty (30) days unless stated otherwise.
3. Statement of Work. When the scope is agreed, we issue an SOW. The engagement becomes binding when you countersign the SOW or pay the initial invoice, whichever happens first.
4. Kick-off. Work starts once the deposit has cleared and you have supplied the access, assets and information listed in the SOW.
5. Delivery and acceptance. We deliver against the agreed milestones. Each milestone is reviewed within the Acceptance Period.
6. Handover and closure. On final acceptance and settlement of the final invoice, we hand over the Deliverables and close the engagement.

Prices published on this website are indicative starting points for typical scopes. They are not offers capable of acceptance and do not create a contract. The fee for your engagement is the fee stated in your SOW.

05 Fees, invoicing and payment

• Fees are quoted in United States dollars (USD) unless the SOW states another currency, and are exclusive of any applicable taxes, duties, bank charges or currency conversion costs.
• Fixed-scope engagements are normally invoiced fifty percent (50%) on signature and fifty percent (50%) on final acceptance. Larger engagements may be split across milestone invoices as set out in the SOW.
• Invoices are payable within fourteen (14) days of the invoice date unless the SOW states otherwise.
• You are responsible for any withholding tax, bank transfer fee or intermediary charge, so that we receive the full invoiced amount.
• We may suspend work on any engagement with an invoice more than ten (10) business days overdue, after giving written notice. Suspension does not extend the agreed timeline in your favour.
• Late payments may accrue interest at one percent (1%) per month or the maximum permitted by applicable law, whichever is lower.
• Fees already invoiced for work performed remain payable even if you later decide not to use the Deliverables.

Detailed payment mechanics, accepted methods, currency handling and disputed-invoice procedure are set out in our Billing & Payments Policy, which forms part of these Terms.

06 Your responsibilities

Design and engineering work depends on timely input from you. You agree to:

• nominate a single decision-maker with authority to approve scope, designs and milestones;
• supply Client Materials, credentials, repository access and staging environments promptly and in usable formats;
• consolidate feedback from your stakeholders into one written response per review round;
• respond to review requests within the Acceptance Period;
• ensure you hold all necessary rights and licences for Client Materials, including fonts, photography, icons and third-party components;
• maintain your own backups of any live environment we are given access to, taken immediately before we begin work.

If a delay is caused by you and continues for more than fifteen (15) business days, we may re-plan the engagement, re-price affected milestones to reflect the disruption, or invoice work completed to date and close the engagement.

07 Revisions, change requests and scope creep

Each design milestone includes the number of revision rounds stated in the SOW, which is two (2) rounds by default. A revision round means one consolidated set of written feedback applied to the existing agreed direction.

The following are not revisions and are treated as change requests: a new creative direction after a direction has been approved; additional screens, breakpoints, states or components; new features; changes to information architecture after sign-off; and reversals of previously approved decisions.

Change requests are quoted in writing as a fee and timeline adjustment. Work on a change request begins only after you approve that quote in writing. We will never silently absorb scope changes and then invoice you for them after the fact.

08 Delivery and acceptance

Deliverables are handed over digitally. Timelines in a Proposal or SOW are good-faith estimates based on the stated assumptions and on your timely cooperation; they are not guaranteed dates unless the SOW expressly labels a date as a fixed deadline.

You must review each milestone within the Acceptance Period and either accept it or provide specific, written reasons for rejection referencing the requirements in the SOW. If we receive no response within the Acceptance Period, the milestone is deemed accepted and the next milestone begins. Putting a Deliverable into production use also constitutes acceptance.

Full details of formats, channels and handover contents are set out in our Delivery Policy.

09 Intellectual property

• Client Materials remain your property. You grant us a limited licence to use them for the purpose of performing the engagement.
• Deliverables. On full payment of all sums due under the relevant SOW, we assign to you the intellectual property rights in the final Deliverables created specifically for you.
• Pre-existing and background IP. Our internal methods, audit frameworks, checklists, templates, boilerplate code, utility libraries and know-how remain ours. Where these are embedded in a Deliverable, we grant you a perpetual, worldwide, non-exclusive, royalty-free licence to use them as part of that Deliverable.
• Third-party components. Fonts, icon sets, stock imagery, plugins and open-source libraries remain subject to their own licences. You are responsible for holding the correct licence for production use. We will tell you which third-party components a Deliverable relies on.
• Before payment. Until all invoices are settled, you receive no ownership rights in the Deliverables and may not deploy them to a production environment.
• Concepts not selected. Unused concepts, explorations and rejected directions remain our property.

10 Portfolio and publicity

Unless your SOW says otherwise, we may display non-confidential extracts of the work — screenshots, before-and-after comparisons and a short description — in our portfolio, case studies and marketing materials, and may name you as a client. We will not publish confidential information, commercial figures, unreleased features or user data.

You may opt out of all portfolio use at any time, before or after publication, by emailing info@webicsconsulting.online. We will remove the material within thirty (30) days of your request.

11 Confidentiality

Each party will keep the other party's confidential information secret, use it only for the purposes of the engagement, and protect it with at least the same care it applies to its own confidential information. This obligation survives for three (3) years after the engagement ends, and indefinitely for trade secrets.

Confidentiality does not apply to information that is public through no breach of these Terms, was already lawfully known, is independently developed, or must be disclosed by law or a competent authority — in which case we will, where legally permitted, notify you first.

We will sign your own non-disclosure agreement on request before a briefing call, at no charge.

12 Data protection

Where we process personal data on your behalf — for example when we are given access to a live system containing user records — we act as a processor and you act as the controller. We will process such data only on your documented instructions, apply appropriate technical and organisational measures, impose equivalent obligations on any sub-processor, and delete or return the data at the end of the engagement.

Wherever the work can be done with anonymised, redacted or synthetic data, we will ask you to provide that instead of real user data. We will enter into a separate data processing agreement on request. Our handling of your own contact data is described in the Privacy Policy.

13 Warranties and disclaimers

We warrant that we will perform the services with reasonable skill and care, in a professional manner, and in accordance with the SOW. We warrant that the Deliverables will be our original work, other than clearly identified third-party components.

We do not warrant any particular commercial outcome. Design and engineering work cannot guarantee increases in conversion rate, revenue, traffic, engagement, search ranking or funding. Any figures, benchmarks or ranges we discuss are illustrative, derived from other projects, and are not a promise of results in your business.

We do not warrant that a Deliverable will be free of every defect, will function identically in every browser version or on every device, or will remain compatible with third-party platforms that change after handover. Accessibility work is performed against the standard named in the SOW; unless a formal certified audit is expressly included, our accessibility review is a professional assessment and not a legal certification of compliance.

To the fullest extent permitted by law, all other warranties, conditions and terms implied by statute or common law are excluded.

14 Defect correction period

For thirty (30) days after final acceptance of a frontend build, we will correct, free of charge, any defect where a Deliverable materially fails to match the approved design or the written specification in the SOW.

This does not cover: changes you or a third party make to the code after handover; browser, plugin, platform or operating-system updates released after handover; new requirements; content changes; issues arising from your hosting environment; or requests that amount to a change of design decision.

15 Limitation of liability

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded.

Subject to that, our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the total fees actually paid by you to us under the SOW giving rise to the claim.

We are not liable for indirect or consequential loss, loss of profit, loss of revenue, loss of anticipated savings, loss of business or contracts, loss of goodwill, loss or corruption of data, or business interruption, in each case whether or not foreseeable.

Any claim must be brought within twelve (12) months of the date you became aware, or reasonably should have become aware, of the circumstances giving rise to it.

16 Indemnity

You will indemnify us against claims, damages, losses and reasonable costs arising from: Client Materials infringing a third party's rights; your use of a Deliverable in a way not contemplated by the SOW; your failure to hold the correct third-party licences; or your breach of applicable law in connection with the engagement.

17 Term, suspension and termination

• An engagement runs from the effective date of the SOW until the Deliverables are accepted and all invoices are settled.
• Either party may terminate for convenience on fifteen (15) business days' written notice. On termination for convenience by you, all work performed up to the effective termination date is invoiced and payable.
• Either party may terminate immediately on written notice if the other commits a material breach that is not remedied within ten (10) business days of notice, or becomes insolvent, enters liquidation or ceases to trade.
• We may suspend or terminate immediately if we are asked to produce work that is unlawful, deceptive, infringing, or that we reasonably consider would facilitate fraud or harm to end users.
• On termination we hand over work in progress in its then-current state, once outstanding invoices are settled. Work in progress is provided as-is with no warranty.
• Clauses on intellectual property, confidentiality, liability, indemnity and governing law survive termination.

18 Subcontractors and personnel

We may use vetted subcontractors and specialist collaborators. We remain fully responsible for their work and bind them to equivalent confidentiality and data protection obligations. We do not guarantee that a specific individual will perform the work unless the SOW names them.

During the engagement and for twelve (12) months afterwards, neither party will directly solicit for employment any individual introduced by the other party in connection with the engagement, without prior written consent.

19 Force majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disaster, epidemic, war, civil unrest, government action, sustained failure of internet or power infrastructure, or large-scale outage of a third-party platform. The affected party will notify the other promptly and both parties will agree a revised timeline. If the event continues for more than sixty (60) days, either party may terminate and settle work performed to date.

20 General provisions

• Entire agreement. The SOW, these Terms and the policies referenced in them are the entire agreement between the parties and replace any prior discussion or representation.
• Order of precedence. If there is a conflict: a signed MSA, then the SOW, then these Terms, then the other policies.
• No partnership. Nothing creates a partnership, joint venture, agency or employment relationship. We act as an independent contractor.
• Assignment. Neither party may assign the agreement without the other's written consent, except to a successor of substantially the whole of its business.
• Severability. If any provision is held unenforceable, the remainder continues in force and the provision is applied to the maximum extent permitted.
• Waiver. A failure to enforce a right is not a waiver of that right.
• Amendments. Changes to an active engagement must be agreed in writing by both parties. We may update these Terms for future engagements; the version in force is the one linked from your SOW.
• Notices. Notices are given in writing by email to the addresses in the SOW, or by post to the registered office. Email notices take effect on the next business day.

21 Governing law and disputes

These Terms and any dispute arising out of them are governed by the laws of the Hong Kong Special Administrative Region, and the parties submit to the exclusive jurisdiction of the Hong Kong courts.

Before starting proceedings, both parties agree to attempt to resolve the dispute in good faith: raise it in writing to info@webicsconsulting.online, allow ten (10) business days for a written response, and hold at least one call between senior representatives. Nothing prevents either party from seeking urgent injunctive relief.

Where mandatory local consumer or commercial protections apply to you and cannot be excluded by contract, those protections take precedence over any conflicting provision here.

22 Contact for contractual matters

Contract, scope and escalation enquiries: info@webicsconsulting.online. Telephone: +852 13157549890. Office hours: Monday to Friday, 09:00 – 18:00 (HKT, UTC+8).

Postal notices: INSTANT PAYMENTS LIMITED, RM 701, Unit 127, 7/F, Twr B, New Mandarin Plaza, 14 Science Museum Rd, Tsim Sha Tsui, Hong Kong.