Terms & Conditions — Nerdy Nerd IT

1. Definitions

• Nerdy Nerd IT: the studio of Vanessa Henriques Dupret, registered as a sole trader (Empresário em Nome Individual) under NIF 323077498, established at Rua 25 de Abril, 8200-647 Olhos de Água, Faro, Portugal. Nerdy Nerd IT works with a standing network of independent specialists (see clause 16).
• Client: the natural or legal person acting in the exercise of a profession or business who enters into an agreement with Nerdy Nerd IT. Nerdy Nerd IT only enters into agreements with businesses; these terms are not intended for and do not apply to consumers within the meaning of applicable consumer law.
• Services: web templates, custom studio work (bespoke projects) and e-commerce stores, plus all related work.
• Template: a standardised, pre-built website design that is sold only once.
• Delivery: the moment the Services are made available or transferred to the Client.

2. Applicability

These terms apply to all offers and agreements of Nerdy Nerd IT, unless expressly agreed otherwise in writing. Any terms of the Client are expressly rejected.

By accepting an offer from Nerdy Nerd IT, the Client declares and warrants that it is acting in the exercise of a profession or business.

3. Offers and formation

All offers and quotes are without obligation and valid for the period stated in them, or failing that for 30 days. An agreement is formed when the Client accepts an offer in writing (including by email), or as soon as Nerdy Nerd IT begins performance.

4. Services

Nerdy Nerd IT provides three kinds of Services, each with its own character:

• Templates — production-ready website templates sold exclusively to a single buyer. Once a template is sold, it is no longer available.
• Custom studio work — bespoke projects carried out on the basis of a quote and project arrangements.
• E-commerce stores — fully custom online stores, built for one client per store.

5. The one-of-one model: licence and ownership

The foundation of Nerdy Nerd IT is exclusivity. Each template and each store is delivered to exactly one client.

Templates are delivered under an exclusive, non-transferable right of use: the Client may use the work for their own brand or business, but may not resell, sub-license or redistribute it.

Custom studio work and e-commerce stores: after full payment, ownership of the code developed specifically for the Client transfers to the Client, with the exception of generic, non-project-specific components, frameworks and libraries, which remain the property of Nerdy Nerd IT and may be reused for other projects.

A live demo of a sold template may remain online as a reference.

6. Prices and payment

All prices are in euros. Whether amounts include or exclude tax is stated in the quote or on the website. Unless agreed otherwise, custom projects require a deposit before the start and payment of the balance at or before delivery.

Invoices must be paid within the term stated on the invoice. On late payment the Client is in default by operation of law, and Nerdy Nerd IT may suspend performance and charge statutory interest and reasonable collection costs.

7. Delivery and cooperation

Stated delivery times are indicative and not strict deadlines. Nerdy Nerd IT makes every effort to meet agreed schedules. A smooth delivery assumes the timely supply of content, feedback and access by the Client; delays on that side may shift the schedule.

8. Acceptance and warranty

Assessment of delivered work takes place via the Staging environment, as described in clause [Management/Workflow]. After completion of a Sprint, or in the case of a one-off project, after final delivery, the Client has 5 working days to test the work in the Staging environment and report any defects in writing. If the Client reports no defects within this period, the work is deemed accepted.

For 30 days after acceptance, Nerdy Nerd IT will remedy free of charge any defects demonstrably caused by a shortcoming in the original delivery and that could not have been identified earlier through testing in the Staging environment. This warranty does not apply to:

• changes or additions made by the Client or third parties after delivery;
• new wishes or extensions of functionality;
• defects resulting from improper use or from integrations with third-party software or services.

9. Intellectual property

Until full payment, all intellectual property rights in the delivered work remain with Nerdy Nerd IT. After full payment, the agreed rights in the work developed specifically for the Client are transferred or exclusively licensed, subject to clause 5.

Nerdy Nerd IT may use the work in its own portfolio and for promotional purposes, unless agreed otherwise in writing.

10. Confidentiality

The parties treat all information received from each other in the context of the agreement that has been marked as confidential, or whose confidential nature can reasonably be assumed, as confidential. This applies in particular to access to systems, client data, source code, business processes and financial information.

This confidentiality obligation applies during the agreement and remains in force for 2 years after its termination. It does not apply to information that is already publicly available, other than through a breach of this provision.

11. Client obligations

The Client warrants the accuracy of supplied materials and guarantees that it holds the necessary rights to the texts, images and other content it provides. The Client indemnifies Nerdy Nerd IT against third-party claims related to this.

12. Data protection

To the extent that Nerdy Nerd IT processes personal data on behalf of the Client in the performance of the agreement — for example customer data of an e-commerce store built by Nerdy Nerd IT — Nerdy Nerd IT qualifies as a processor within the meaning of the General Data Protection Regulation (GDPR), and the Client as the controller.

The parties shall conclude a separate data processing agreement prior to or at the commencement of the work, setting out the mutual obligations regarding the processing of personal data.

For the use of the Nerdy Nerd IT website and the processing of the Client’s own personal data, Nerdy Nerd IT refers to its privacy policy.

13. Liability

Nerdy Nerd IT delivers its Services to the best of its ability and craft. The liability of Nerdy Nerd IT is limited to direct damage and to a maximum of the amount invoiced for the relevant engagement. Liability for indirect damage, including lost profit, lost revenue and consequential damage, is excluded.

These limitations do not apply to damage resulting from intent or deliberate recklessness of Nerdy Nerd IT, or insofar as mandatory law prevents limitation.

14. Force majeure

In the event of force majeure, the obligations of Nerdy Nerd IT are suspended. Force majeure means any circumstance beyond the control of Nerdy Nerd IT that temporarily or permanently prevents performance, including failures of suppliers, hosting or internet outages and government measures.

15. Governing law and disputes

All agreements between Nerdy Nerd IT and the Client are governed exclusively by Portuguese law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG). Disputes arising from or related to these terms or any agreement are submitted exclusively to the competent court in the district where Nerdy Nerd IT is established.

16. Collaboration and engaging specialists

Although Nerdy Nerd IT is formally registered as a sole trader, the studio operates with a standing, carefully assembled network of independent professionals — across design, development, motion, copy and strategy. This allows Nerdy Nerd IT to set up, staff and deliver projects of any size, without compromising on quality or continuity.

Nerdy Nerd IT is entitled to engage third parties or subcontractors for (the performance of parts of) an engagement. In doing so, Nerdy Nerd IT remains at all times the central point of contact and the party ultimately responsible for the agreed Services, and vouches for the work of engaged specialists as if it were its own.

Specialists engaged by Nerdy Nerd IT are bound by the same confidentiality obligations as set out in clause 10.

17. Contact

Questions about these terms? Email info@nerdynerdit.com or write to us at Rua 25 de Abril, 8200-647 Olhos de Água, Faro, Portugal.