Last Updated: April 30, 2026

Terms of Service

Operating Company Disclosure

Udesign365.com is an operating company of Direct Digital Manufacturing Services LLC, a company with over 48 years of experience in digital solutions. All services, agreements, and transactions are conducted under the authority and entity of Direct Digital Manufacturing Services LLC.

These Terms of Service govern your use of Udesign365.com's services. By engaging our services, you agree to these terms.

1. Services Agreement

By engaging Udesign365.com (an operating company of Direct Digital Manufacturing Services LLC) for services, you agree to the following terms and conditions. All services are provided based on the specific requirements outlined in your project proposal and statement of work.

  • All projects begin only after a signed proposal and required deposit are received
  • Scope of work is defined in the project proposal and any subsequent change orders
  • Timelines are estimates and may be adjusted based on project complexity and feedback
  • All services include 365 days of complimentary support for bug fixes and minor changes

2. Payment Terms

Deposit Requirement

ALL ORDERS REQUIRE A DEPOSIT. A deposit of 30-50% of the total project cost is required before any work begins. This deposit secures your project slot and covers initial planning and development costs.

  • Standard projects: 50% deposit required
  • Large projects ($10,000+): 30-50% deposit based on scope
  • Custom solutions: Custom deposit terms may apply

Invoice Payment Terms

NET 10 INVOICING: All invoices are due and payable within 10 days of the invoice date. Payment terms are strictly net 10.

  • Invoices are sent upon project milestones or completion
  • Late payments may result in work suspension until payment is received
  • Interest of 1.5% per month may be charged on overdue balances
  • Client is responsible for any collection costs or legal fees

Payment Methods

We accept the following payment methods:

  • Bank Transfer / ACH
  • Credit Card (subject to 3% processing fee)
  • Check (for US clients only)
  • Zelle / Venmo (with prior approval)

3. Project Scope & Changes

The project scope is defined in your proposal. Any changes to the scope must be agreed upon in writing through a change order.

  • Minor changes: During design phase, minor adjustments are typically included
  • Scope changes: Major changes require a change order with associated costs and timeline adjustments
  • Revisions: Design phase includes up to 3 revision rounds; additional revisions may incur fees
  • Feature additions: New features after development begins are quoted separately

4. Intellectual Property

Upon receipt of full payment, intellectual property rights for custom-developed work transfer to the client. This includes:

  • Custom code and applications developed specifically for the client
  • Custom designs and graphics created for the project
  • Content created by Udesign365.com (excludes stock assets and third-party content)

We retain rights to general development techniques, tools, and frameworks. We may showcase completed work in our portfolio unless otherwise agreed in writing.

5. Client Responsibilities

To ensure successful project completion, the client agrees to:

  • Provide timely feedback and approvals within 5 business days of request
  • Supply required content, materials, and access credentials promptly
  • Designate a single point of contact for project communication
  • Pay invoices according to the stated payment terms
  • Ensure they have rights to use all materials provided (content, images, logos)

6. Confidentiality

Both parties agree to keep confidential any proprietary information, trade secrets, and business processes disclosed during the engagement. This obligation survives termination of the agreement.

We do not share client information with third parties except as necessary to provide services (hosting, domains, etc.).

7. Warranty & Support

All completed work includes a 365-day warranty covering:

  • Bug fixes and technical errors in delivered work
  • Core functionality issues
  • Security vulnerabilities in our code

The warranty does not cover: third-party plugin updates, hosting issues, content changes, or new feature requests. Ongoing support and maintenance plans are available for purchase.

8. Refund Policy

Due to the custom nature of our services, refunds are limited:

  • Pre-work cancellation: Full refund if cancelled before work begins (deposit only)
  • During design phase: Partial refund based on work completed, minus 25% administrative fee
  • After development begins: No refunds; work continues until project completion
  • Completed projects: Non-refundable; disputes handled per Section 13

We are committed to your satisfaction. If concerns arise, we will work diligently to resolve them before considering termination.

9. Limitation of Liability

Our liability is limited to the total amount paid by the client for the specific project in question. We are not liable for:

  • Indirect, incidental, or consequential damages
  • Loss of profits, revenue, or business opportunities
  • Damages exceeding the project contract value
  • Third-party actions or integrations

10. Termination

Either party may terminate the agreement with 30 days written notice. Upon termination:

  • Client pays for all work completed to date
  • Client receives deliverables completed up to termination date
  • Deposit is non-refundable once development has begun
  • Both parties release confidential information

11. Governing Law

These Terms of Service and any disputes arising from or relating to them shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to its conflict of law principles.

You agree that any legal action or proceeding arising from or relating to these terms shall be brought exclusively in the courts located in Hennepin County, Minnesota, and you hereby consent to the personal jurisdiction and venue of such courts.

12. Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

12.1 Agreement to Arbitrate. You and Direct Digital Manufacturing Services LLC / Udesign365.com ("Company," "we," or "us") agree that any dispute, claim, or controversy arising from or relating to these Terms of Service, the relationship between you and Company, or your use of our services (collectively, "Disputes") shall be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

12.2 Class Action Waiver. YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

12.3 Procedures and Venue. Arbitration shall be conducted by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect. The arbitration shall take place in Hennepin County, Minnesota.

12.4 Opt-Out. You have the right to opt out of this arbitration agreement within 30 days of first accepting these terms by contacting us in writing.

12.5 Exceptions. Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's intellectual property rights.

13. Contact Us

For questions about these Terms of Service, please contact us:

Direct Digital Manufacturing Services LLC

Udesign365.com

Minneapolis, Minnesota

Phone: 952-463-8392

Email: Via our contact form