Terms of Service

These terms govern the work DerNexus Solutions does for you and your use of dernexus.ca. Please read them before you accept a quote or pay a deposit. Paying a deposit, approving a written scope, or continuing to use this website means you accept these terms.

1. Who you are contracting with

DerNexus Solutions ("DerNexus", "we", "us") is the sole proprietorship of Sean Derondeau, operating from Calgary, Alberta, Canada. DerNexus Solutions is not an incorporated company. The contract for any engagement is between you (the "client") and Sean Derondeau, doing business as DerNexus Solutions.

2. What we do, and what a quote covers

DerNexus provides website builds, digital presence and findability audits, and practical consulting for small businesses. Every engagement is scoped and priced in writing before any work starts. That written scope, together with these terms, is the whole agreement for that engagement. If the two ever disagree, the written scope wins for that project.

Flat fees only

• No hourly billing. You buy an outcome, not a meter.
• No retainers and no minimum monthly commitment.
• No open-ended engagements. If you want more work later, it gets its own quote.

A quote is valid for 30 days from the date we send it, unless it says otherwise.

3. Deposit and payment schedule

Builds and projects run on a two-payment schedule:

• 50% deposit before work begins. We do not start until the deposit clears. This reserves your slot and covers the front-loaded discovery and setup work.
• 50% balance on launch. The balance is due when the work is ready to go live. We do not publish or transfer a finished build to production until the balance clears.

Single-deliverable audits and smaller items may be quoted as a single payment; the quote will say which schedule applies.

Invoices are due on receipt unless the quote states different terms. If an invoice is more than 30 days past due, we may pause all work on your account until it is settled.

4. How you can pay

We accept payment through Stripe (card and other methods Stripe supports), and by cash or bank transfer where that suits you better. Stripe processes card payments; we never see or store your full card number. Stripe's own terms and privacy policy apply to its handling of your payment, and Stripe may charge you nothing while charging us a processing fee.

All prices are in Canadian dollars (CAD).

Sales tax

DerNexus Solutions is not currently registered for the Goods and Services Tax (GST), the federal 5% sales tax in Canada. No GST is charged on our invoices, and none of our quoted prices include GST. If we become required to register, we will add GST to invoices issued after that date and tell you before it affects a quote you already hold.

5. Timelines and turnaround

We complete most fixes within five business days of having everything we need from you. Larger builds carry their own timeline, agreed in the written scope.

Timelines are good-faith estimates, not guarantees, and they depend on you. If we are waiting on your content, your approvals, or access to your accounts, the clock pauses. If we are going to miss an agreed date, we will tell you rather than let it slide quietly.

6. Changes to scope

If you want something that is not in the written scope, we will quote it as an addition or as a separate project before doing it. We will not do unquoted work and then bill you for it, and we will not quietly absorb material extra work either. Small clarifications and corrections inside the agreed scope are part of the job.

7. Revisions and corrections

Each deliverable includes the revision rounds named in its written scope. If the scope does not name a number, it includes two rounds of revisions on the delivered work.

If something we built is broken or does not match the agreed scope, tell us within 30 days of delivery and we will fix it at no charge. That warranty does not cover new features, changes you or a third party make to the work after delivery, or breakage caused by a third-party platform changing its own product.

8. What you need to provide

To do the work we usually need things only you can give us:

• Text, images, logos, pricing, and other content for the site or deliverable.
• Access to accounts we are working in, for example your domain registrar, hosting, Google Business Profile, or analytics.
• Timely answers and approvals at the points where the work waits on a decision.

You are responsible for the accuracy of what you give us. We do not verify your claims, credentials, certifications, licence numbers, or pricing before publishing them.

9. Content you supply, and the rights to it

You keep ownership of everything you give us. By supplying it, you grant DerNexus a non-exclusive licence to use, copy, adapt, and publish that material only as needed to deliver and support your project. That licence ends when the engagement ends, except for material that remains part of the delivered work or in our records and backups.

You confirm that you own the content you supply, or have permission to use it, and that publishing it does not infringe anyone else's rights. Fonts, stock photography, and licensed plugins you provide must come with a licence that covers the intended use. If a claim is made against us because of material you supplied, you agree to cover our reasonable costs in dealing with it.

10. Ownership of the work we deliver

On receipt of full payment, ownership of the final deliverables produced specifically for you transfers to you: the page copy we wrote for your project, the design as assembled for you, the site files, and the configuration.

Before full payment, the work remains ours and is licensed to you only for review.

DerNexus keeps ownership of everything that is not specific to your project: our own tools, scripts, checklists, component libraries, build pipeline, templates, methods, and general know-how, including anything we improve while working for you. You get a perpetual right to keep using those things as they are embedded in your delivered work, but not to resell or redistribute them on their own.

Third-party components inside a deliverable (fonts, stock assets, plugins, open-source libraries) stay under their own licences and are not transferred.

11. Showing the work

We may describe and show work we have done for you in our portfolio, on this website, and in marketing, including screenshots and a plain description of the result. If you would prefer we did not, tell us and we will keep the engagement private. Anything you mark confidential stays out of public material either way.

12. Third-party services

Most engagements touch services we do not own or control, for example domain registrars, web hosting and content delivery, Google Business Profile and other listing platforms, search engines, analytics, email providers, form handlers, and payment processors.

• Those services are governed by their terms, not ours, and you are subject to those terms directly.
• Any fees they charge, such as domain renewals, hosting plans, or licences, are yours and are not included in our quote unless the scope says so.
• Accounts we set up on your behalf are your accounts. We hand over the access, and keeping the credentials safe after that is your responsibility.
• We are not responsible for outages, policy changes, account suspensions, ranking changes, or feature removals on platforms we do not control.

13. What we do not promise

We are careful and evidence-driven, but nobody can guarantee outcomes that depend on third parties or on the public. In particular, we do not guarantee any specific search ranking, any level of traffic, any number of leads or customers, any revenue result, or that a page will be indexed by a given search engine or cited by a given AI assistant. Where we quote numbers, they are observations or estimates, not commitments.

We provide the website and our deliverables on an "as is" basis to the fullest extent the law allows, and we exclude implied warranties that the law lets us exclude. Nothing here limits rights you have under Alberta consumer protection legislation that cannot be waived.

14. Cancellation and refunds

• Before work starts: cancel and the deposit is refunded in full.
• After work starts: the deposit is non-refundable, because it pays for work already done. If you cancel partway through, you owe the fair value of work completed up to that point, and we will send you what has been produced so far.
• Completed and delivered work is non-refundable.
• If we cancel or cannot complete the work, we refund any amount you have paid for work not yet delivered.

Either of us may end an engagement in writing if the other seriously breaches these terms and does not fix it within 14 days of being told about it.

15. Limitation of liability

To the fullest extent permitted by law, our total liability for any claim arising out of an engagement or your use of this website is limited to the amount you actually paid us for that engagement.

We are not liable for indirect or consequential losses, including lost profits, lost revenue, lost business or goodwill, or loss or corruption of data, even if we were told those losses were possible.

Nothing in this section limits liability that cannot be limited by law, including liability for fraud or for death or personal injury caused by negligence.

16. Confidentiality

Each of us will keep the other's non-public business information confidential and use it only for the engagement. This does not cover information that is already public, that we already had, or that we are required to disclose by law. Our handling of personal information is described in our Privacy Policy.

17. Acceptable use of this website

You may read, print, and share pages from dernexus.ca for your own business use. You may not scrape the site at a rate that degrades it, attempt to break into it or any connected service, resell our written material as your own, or use the contact form to send unsolicited commercial messages.

All text, design, and images on this site are ours or used with permission, except where we say otherwise.

18. Governing law

These terms are governed by the laws of the Province of Alberta and the laws of Canada that apply there. The courts of Alberta have jurisdiction over any dispute, and both of us agree to that.

Before starting anything formal, we agree to try to resolve a dispute directly, in good faith, for at least 30 days.

19. General

• If any part of these terms is unenforceable, the rest still applies.
• Not enforcing something once does not waive it later.
• You may not transfer an engagement to someone else without our written agreement.
• Neither of us is liable for delays caused by events genuinely outside our control.
• There is no partnership, employment, or agency relationship between us. We work as an independent contractor.

20. Changes to these terms

We may update these terms as the business changes. When we do, we revise the "Last updated" date at the top of this page. The version in force for your engagement is the version published when you accepted your quote or paid your deposit, unless we agree otherwise in writing.

21. Contact

Questions about these terms, or about a quote, reach DerNexus Solutions at:

• Email: info@dernexus.ca
• Phone: Call us
• Through the contact form on our homepage
• Calgary, Alberta, Canada