Standard Terms and Conditions

Contract terms often become sticking points that delay projects.  To help streamline the process, DMS publishes our standard terms and conditions, in plain English.  This gives a quick overview of what to expect from our contracts, without all the legal jargon. Note:  If Clients have any dispute over contract terms that are already agreed and signed, this page may not be used for interpretation of contract terms.  Only the agreed contract may be used.

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1. Definitions

We like definitions to avoid any misinterpretation over terminology used in the contract.

2. Contract Term Length

The contract runs for the length of the project.  Several protections under this contract extend indefinitely, even after the contract finishes.

3. Contract Execution

We accept either a signed copy of the quote we provide, or a purchase order that references the contract.  Either counts as an agreed contract.  Quotes can be signed with digital signature or a scanned copy of a paper signature.

4. Deliverables

  • We will perform the work we promised and deliver every document we promised.
    • We make every effort to provide all deliverables on time.
    • When reviewing our documents, please don’t wait months to respond.
  • Every Deliverable shall include a Fully Sealed engineer’s seal.
    • If you are past due on any invoices, we will continue to provide Deliverables, on schedule, but without a Fully Sealed engineer’s seal. We provide the Fully Sealed copy after you are current in your payment.

5. License

  • You get full rights to use all Deliverables, without restriction.
  • We maintain ownership of the copyright, so we can adapt our tools for use on other projects.
    • Alternatively, we cede you copyright, but this includes extra charges.

6. Confidentiality

  • We ALWAYS keep your information confidential. We don’t share your secrets. Even if we adapt something from your project for use with another client, all your details get stripped out.  We don’t share proprietary design innovations.

7. Charges

  • All charges include taxes already.

8. Payments

  • We take payments by credit card, electronic check, bank transfer, or paper check. 
  • Payment is due within 30 days of invoice (typical).
    • If you cannot make payment on time, warn us and we will try to negotiate alternative arrangements. Otherwise, we have the right to charge interest on the overdue amount.

9. Warranty

  • If you find any errors in our Deliverables, we fix them, free of charge.
  • Lifetime warranty.
  • The warranty only applies to Deliverables that have a Fully Sealed engineering seal. You must pay all invoices to ensure the warranty applies.

10. Limitations and Exclusions of Liability

  • We will pay for damages that result from engineering errors on our part. (Some restrictions apply. Specific details in our actual contract.) 
  • Our liability is limited to a maximum of $1,000,000, or 2.5x the project cost, whichever is less.
  • We have no liability for any Deliverables that do not possess a Fully Sealed engineering seal.

11. Termination

  • Unhappy with the project? You may terminate the contract at any time.
    • At termination, you still need to pay any charges accumulated at the time of cancellation.

12. Status of Consultant

  • Legal jargon.

13. Subcontracting

  • We occasionally use subcontractors, but we remain responsible for every aspect of the project.

14. General

  • Legal jargon.

15. Jurisdiction and Arbitration

  • We try to avoid legal battles at all costs. But if worse comes to worst, we use the route of arbitration rather than lawsuit.