Terms & Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client", "User", or "you") and Pyxis Hong Kong Limited ("Pyxis HK", "we", "us", or "our"), a company incorporated in Hong Kong with its principal place of business in Central, Hong Kong.

By accessing our website at pyxishk.com, engaging our services, or entering into a service agreement with us, you confirm that you have read, understood, and agreed to these Terms in full. If you do not agree to these Terms, you must not use our website or services.

2. Our Services

Pyxis HK provides technology development and consulting services, including but not limited to:

• Custom website and web application development
• Mobile application development (iOS and Android)
• E-commerce platform development and customisation (Shopify, WooCommerce, and others)
• Website customisation (Wix, Webflow, Squarespace, WordPress, and others)
• Cloud infrastructure setup, migration, and management
• UI/UX design
• IT consulting and technology strategy
• API development and system integration
• Ongoing support and maintenance

The specific scope of services, deliverables, timelines, and fees for each client engagement are governed by a separate written Statement of Work, Service Agreement, or Project Proposal ("Service Agreement") agreed between the parties. These Terms apply in addition to any such Service Agreement.

3. Website Use

3.1 Permitted Use

You may use our website for lawful purposes only, in a manner consistent with these Terms and all applicable laws and regulations. You agree not to use our website:

• In any way that violates Hong Kong law or any applicable laws in your jurisdiction.
• To transmit unsolicited commercial communications (spam).
• To attempt to gain unauthorised access to any part of our website or systems.
• To introduce viruses, malicious code, or other harmful material.
• To scrape, copy, or reproduce content without our written permission.
• To impersonate any person or entity, or misrepresent your affiliation with any person or entity.

3.2 Website Availability

We make no guarantee that our website will be available continuously or error-free. We reserve the right to suspend, restrict, or terminate access to our website at any time without notice.

4. Intellectual Property

4.1 Our IP

All content on our website — including text, graphics, logos, images, audio, video, software, and code — is owned by or licensed to Pyxis HK and is protected by Hong Kong and international intellectual property laws. You may not reproduce, distribute, modify, create derivative works from, publicly display, or commercially exploit any of this content without our prior written consent.

4.2 Client IP and Deliverables

Unless otherwise agreed in a Service Agreement:

• You retain ownership of all content, data, and materials you provide to us for use in your project.
• Upon receipt of full payment, Pyxis HK assigns to you all intellectual property rights in the custom deliverables created specifically for your project.
• Pyxis HK retains ownership of all pre-existing tools, libraries, frameworks, methodologies, and reusable components incorporated into your deliverables, for which we grant you a perpetual, non-exclusive licence.
• Pyxis HK reserves the right to display your project in our portfolio unless you request otherwise in writing.

5. Client Obligations

When engaging our services, you agree to:

• Provide accurate, complete, and timely information required for us to deliver our services.
• Designate an authorised point of contact with decision-making authority for your project.
• Review and provide feedback on deliverables within the timelines specified in the Service Agreement.
• Ensure you have the legal right to use any content, trademarks, images, or other materials you provide to us.
• Pay all fees in accordance with the payment terms set out in the Service Agreement.
• Comply with the terms and conditions of any third-party platforms or tools included in your project (e.g., Shopify, Wix, AWS).

6. Fees and Payment

Fees for services are as set out in the applicable Service Agreement or quotation. Unless otherwise agreed:

• Invoices are payable within 14 days of the invoice date.
• Late payments will accrue interest at 2% per month on the outstanding balance.
• We reserve the right to suspend or terminate services if payment is not received by the due date.
• All fees are quoted exclusive of applicable taxes unless stated otherwise.
• We may require a deposit of up to 50% of the total project fee before commencing work.

7. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of an engagement ("Confidential Information"). Confidential Information includes, but is not limited to, business plans, financial data, technical specifications, client lists, and pricing information.

Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law. These obligations survive the termination of any service engagement.

8. Limitation of Liability

To the fullest extent permitted by Hong Kong law, Pyxis HK shall not be liable to you for:

• Indirect, incidental, special, consequential, or punitive damages.
• Loss of profits, revenue, data, business opportunities, or goodwill.
• Damages arising from your use of, or inability to use, our website or services.
• Errors, inaccuracies, or omissions in any content on our website.
• Unauthorised access to or alteration of your data or transmissions.

Our total aggregate liability to you for any claim arising out of or related to these Terms or our services shall not exceed the total fees paid by you to Pyxis HK in the three (3) months preceding the event giving rise to the claim.

9. Warranties and Disclaimers

We warrant that services will be performed with reasonable care and skill in accordance with industry standards. However, to the extent permitted by law:

• Our website is provided on an "as is" and "as available" basis without warranties of any kind.
• We do not warrant that our website will be error-free, uninterrupted, or free of viruses.
• We do not guarantee specific business outcomes or results from the use of our services.
• Any third-party products or platforms integrated into your project are subject to the warranties (or lack thereof) of those third parties.

10. Indemnification

You agree to indemnify, defend, and hold harmless Pyxis HK and its directors, employees, and agents from any claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• Your breach of these Terms or any Service Agreement.
• Your violation of any applicable law or regulation.
• Your infringement of any third-party intellectual property rights.
• Content or materials you provide to us for use in your project.

11. Termination

Either party may terminate a service engagement with written notice if the other party:

• Materially breaches these Terms or the applicable Service Agreement and fails to remedy the breach within 14 days of written notice.
• Becomes insolvent, enters liquidation, or ceases trading.

Upon termination, you shall pay for all work completed up to the date of termination. Clauses relating to intellectual property, confidentiality, limitation of liability, and governing law shall survive termination.

12. Force Majeure

Neither party shall be liable for delays or failure to perform obligations caused by circumstances beyond that party's reasonable control, including acts of God, natural disasters, pandemics, government actions, internet outages, or third-party platform failures. The affected party shall notify the other as soon as practicable.

13. Governing Law and Dispute Resolution

These Terms and any disputes arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region.

The parties agree to first attempt to resolve any dispute through good-faith negotiation. If no resolution is reached within 30 days, the dispute shall be finally resolved by arbitration in Hong Kong in accordance with the rules of the Hong Kong International Arbitration Centre (HKIAC), unless both parties agree to an alternative resolution method.

14. Amendments

We reserve the right to amend these Terms at any time. Updated Terms will be posted on our website with a revised "Last updated" date. Your continued use of our website or services following any changes constitutes your acceptance of the amended Terms. If you do not agree with the amended Terms, you must stop using our website and services.

15. Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable by a competent authority, that provision shall be deemed severable from the remaining Terms, which shall continue in full force and effect.

16. Entire Agreement

These Terms, together with any applicable Service Agreement, constitute the entire agreement between you and Pyxis HK with respect to its subject matter and supersede all prior communications, representations, or agreements.

17. Contact Us

If you have any questions about these Terms and Conditions, please contact us:

• Email: [email protected]
• General enquiries: [email protected]
• Address: Pyxis Hong Kong Limited, Central, Hong Kong