Legal

Terms of service

Last updated: 28 October 2026

These terms govern engagements between BackendFlowAgency S.L. ("we", "us", "the studio") and the client ("you"). They apply to every program, retainer and one-off block we deliver. By instructing us in writing, signing a proposal, or completing checkout on this site, you accept these terms. Engagement-specific scope is defined separately in the written technical proposal.

1. The services we provide

We design and build backends, APIs, web platforms, and integrations. The exact deliverables for an engagement are listed in the technical proposal. Anything not in the proposal is not in scope. Adding work mid-engagement is handled via a written change order at our standard hourly rate.

2. Quotes, payments and invoicing

• All amounts shown on the site exclude Spanish VAT (currently 21%). VAT is added to invoices for clients billed inside Spain. Clients invoiced outside the EU are billed without VAT.
• Greenfield Build: 30/30/30/10 across kickoff, mid-engagement sign-off, launch, and 30-day post-launch acceptance.
• Modernization: 40/40/20 across kickoff, merge, and acceptance.
• Performance & Scale: 50/50 across kickoff and delivery.
• Care Plan: billed monthly in advance, on the same calendar day each month.
• Office hours: invoiced in full at purchase, prior to any work.
• Invoices are payable within 14 days. Late payment after 30 days incurs interest at the statutory Spanish rate.

3. The kickoff and the schedule

Schedules quoted in the proposal assume reasonable client responsiveness — typically a reply within two business days. If client review or content delivery falls behind by more than two weeks, we reserve the right to pause the engagement and reschedule into the next available slot, with at least one week\'s written notice.

4. Acceptance

Each engagement milestone has a 14-day acceptance window. Work is deemed accepted at the earlier of: written acceptance from you, or 14 days after milestone delivery with no documented defects raised. Once accepted, modifications to that milestone are treated as a change order.

5. Intellectual property

• On full payment of the final invoice, we assign to you the full copyright and ownership of all bespoke code and design produced specifically for your project.
• Open-source libraries used in your project remain under their original licenses (MIT, BSD, Apache, GPL, etc.) and are not assigned to you.
• We retain ownership of any pre-existing studio components used in your project. You receive a perpetual, royalty-free, non-exclusive license to continue using them as part of the delivered work.
• Until the final invoice is paid, all delivered work remains our property and may not be used in production.
• We retain the right to feature the work in our public casework unless you request anonymity in writing before launch.

6. Hosting and third-party services

Unless explicitly included in your proposal, hosting, domain registration, email services and third-party SaaS subscriptions are arranged in your name and at your cost. We can arrange these on your behalf, but invoices are passed through at cost — we do not mark them up.

7. Access to client systems

Where an engagement requires access to your systems (repos, databases, admin panels), you create individual accounts with least-privilege scope per team member. We do not use shared accounts. Your credentials are stored in our end-to-end encrypted password manager and revoked at project close.

8. Cancellation

You may cancel an engagement at any time with written notice. Work completed up to the cancellation date is billed at the time-and-materials rate, capped at the next milestone payment. Pre-paid office hours are non-refundable but unused hours roll over for 90 days. Care Plan can be cancelled with 30 days\' notice; the final month is prorated to the day.

9. Confidentiality and NDA

Both parties keep confidential information shared during the engagement private and use it only for the purposes of the project. This obligation survives the engagement and continues for three years after the final invoice is paid. We have our own NDA template and will sign yours if it\'s reasonable.

10. Warranty and bug fixes

Every program includes free post-launch support — at least 30 days, longer for larger programs. After that, fixes are handled under a Care Plan or office hours. The studio does not warrant the work against changes you (or third parties) make to the system after launch.

11. Liability

Nothing in these terms excludes or limits liability for fraud, gross negligence, death or personal injury, or any other liability that cannot be limited by Spanish law. Subject to that, our maximum aggregate liability for any engagement is limited to the total fees paid by the client for that engagement in the twelve months preceding the claim. We are not liable for indirect or consequential losses, including loss of profits, business, revenue or goodwill.

12. Force majeure

Neither party is liable for failure to perform caused by events outside its reasonable control, including without limitation: prolonged internet outages, supplier failure, illness, civil disturbance, governmental action, or natural events. The affected party will give written notice as soon as practical and the schedule will be extended by the duration of the event.

13. Governing law and jurisdiction

These terms are governed by Spanish law. Any dispute arising in connection with this agreement is subject to the exclusive jurisdiction of the courts of Córdoba, Spain. Before litigating, both parties agree to attempt resolution in good faith via written correspondence for at least 30 days.

14. Notices

Notices under these terms should be sent to text@backendflowagency.com with a copy by post to C. Manuel Benítez "El Cordobés", 6, 14005 Córdoba, Spain.