Terms & Conditions

Last Updated: September 8, 2025

Welcome to OpenSession LLC ("OpenSession," "we," "us," or "our"). By accessing or using our website (opensession.co), services, digital products, or contacting us through any channel, you ("Client," "you," or "your") agree to be bound by these Terms & Conditions ("Terms"). If you do not agree to these Terms, please refrain from using our website and services.

1. Acceptance and Modifications

By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms. We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting on our website. Your continued use of our services constitutes acceptance of any modifications.

2. Services Offered

OpenSession provides digital design services including but not limited to:

  • Brand identity and logo design

  • Website design and development

  • User interface (UI) and user experience (UX) design

  • Digital marketing and advertising services

  • Website hosting and ongoing maintenance

  • Client account management and dashboard services

  • Digital assets, templates, and downloadable products

  • Software plugins and open-source code

  • Educational content and training materials

3. Use of Website and Services

Permitted Use

You agree to use our website and services for lawful purposes only and in accordance with these Terms.

Prohibited Activities

You may not:

  • Attempt to gain unauthorized access to our systems, servers, or networks

  • Use the site to transmit harmful, malicious, or illegal content

  • Copy, distribute, modify, or reverse-engineer our proprietary content without permission

  • Interfere with or disrupt our services or servers

  • Use automated systems to access our website without permission

  • Violate any applicable local, state, or federal laws

We reserve the right to suspend or terminate access immediately if we suspect any misuse or violation of these Terms.

4. Intellectual Property Rights

Our Property

All content on this website—including but not limited to text, graphics, logos, images, audio clips, digital downloads, data compilations, software, designs, and case studies—is owned by OpenSession LLC or our licensors and is protected by United States and international copyright laws.

Client Work and Ownership

  • Upon full payment, clients receive complete ownership of final design deliverables as specified in the project agreement

  • OpenSession retains the right to maintain copies of all work for our records, portfolio showcase, educational purposes, case studies, marketing materials, and AI training datasets

  • Clients grant OpenSession a perpetual, royalty-free license to display their work in our portfolio and marketing materials

  • Any preliminary designs, concepts, or work product not included in final deliverables remains OpenSession property

Third-Party Content

We may use third-party fonts, stock images, or other assets in client projects. Clients are responsible for ensuring proper licensing of any third-party content in their final deliverables.

5. Project Engagement and Service Terms

Project Agreements

All custom projects are subject to a separate written agreement outlining scope of work, deliverables, timelines, and specific payment terms. These Terms supplement but do not replace project-specific agreements.

Project Acceptance

  • OpenSession reserves the right to decline any project request at our sole discretion

  • We may refuse service to anyone for any reason not prohibited by law

  • All project scopes must be clearly defined in writing before work begins

Digital Products and Templates

  • Digital products, templates, and downloadable assets are sold with limited commercial licenses as specified at time of purchase

  • No refunds on digital downloads after delivery

  • Redistribution or resale of our digital products is prohibited unless explicitly stated

6. Payment Terms and Billing

Standard Payment Structure

  • Custom Projects: 50% deposit required to begin work, 50% due upon project completion

  • Retainer Services: 50% payment upfront, 50% due upon completion of retainer period

  • Digital Products: Full payment required before download access

Payment Processing

  • All payments processed securely through third-party payment processors

  • Accepted payment methods include credit cards, ACH transfers, and other methods as specified

  • All prices quoted in US dollars unless otherwise stated

Late Payments

  • Invoices are due within 15 days of issuance unless otherwise specified

  • Late payments subject to 1.5% monthly service charge (18% annually) or maximum allowed by law

  • Work may be suspended on overdue accounts

  • Client remains responsible for all collection costs and reasonable attorney fees

Refund Policy

  • Custom Services: No refunds for completed work or work in progress beyond 30 days

  • Digital Products: No refunds after delivery due to the nature of digital goods

  • Deposits: Non-refundable once work has commenced

  • Retainer Services: Unused portions may be refunded at OpenSession discretion

7. Data Collection and Privacy

Information We Collect

We collect information you provide directly (contact forms, project communications) and automatically (cookies, analytics, usage data) to improve our services and user experience.

Third-Party Tools

We use various third-party tools including:

  • Google Analytics for website analytics

  • Notion for project management

  • Figma for design collaboration

  • Various development and billing platforms

Cookies and Tracking

Our website uses cookies and tracking technologies. By using our site, you consent to our cookie policy. You can manage cookie preferences through your browser settings.

Data Usage

  • We may use project data and communications for internal training, process improvement, and AI model training

  • Personal information is handled in accordance with our Privacy Policy

  • We implement reasonable security measures to protect your data

8. Client Responsibilities

Content and Materials

  • Clients must provide all necessary content, materials, and information in a timely manner

  • Clients warrant they have rights to all materials provided to us

  • Clients are responsible for content accuracy and legal compliance

Cooperation and Communication

  • Timely feedback and approvals are essential for project success

  • Delays caused by client non-responsiveness may result in timeline extensions and additional fees

  • Changes to project scope require written approval and may incur additional costs

Third-Party Services

  • Clients are responsible for their own hosting, domain registration, and third-party service accounts unless managed by OpenSession

  • We are not liable for third-party service interruptions or failures

9. Limitation of Liability and Disclaimers

Service Disclaimer

While we strive for excellence in all our work, our services are provided "AS IS" without warranties of any kind, either express or implied.

Limitation of Liability

OpenSession LLC's total liability for any claim related to our services shall not exceed the total amount paid by the client for the specific service giving rise to the claim. We are not liable for:

  • Indirect, incidental, special, or consequential damages

  • Loss of profits, revenue, data, or business opportunities

  • Delays caused by third-party vendors, platforms, or circumstances beyond our control

  • Business outcomes, performance, or results based on our design or development work

  • Technical issues, server downtime, or data loss not directly caused by our negligence

Force Majeure

We are not liable for delays or failures due to circumstances beyond our reasonable control, including natural disasters, government actions, internet outages, or other force majeure events.

10. Confidentiality

Mutual Confidentiality

Both parties agree to maintain confidentiality of sensitive information shared during the course of our business relationship. This includes:

  • Proprietary business information

  • Trade secrets and processes

  • Client data and project details

  • Technical specifications and methodologies

Exceptions

Confidentiality obligations do not apply to information that:

  • Is publicly available through no breach of these Terms

  • Is independently developed without use of confidential information

  • Must be disclosed by law or court order

11. Third-Party Services and Links

External Links

Our website may contain links to third-party websites or services. We are not responsible for:

  • Content, accuracy, or availability of external sites

  • Privacy practices of third-party services

  • Any damages resulting from your use of third-party services

Embedded Tools and Integrations

We may use embedded third-party tools for enhanced functionality. Use of these tools is subject to their respective terms of service and privacy policies.

12. Termination

Termination Rights

Either party may terminate ongoing services with written notice. OpenSession may immediately terminate services if:

  • Client violates these Terms

  • Payment obligations are not met

  • Client engages in abusive or inappropriate conduct

Effect of Termination

Upon termination:

  • Client remains obligated to pay for all completed work

  • OpenSession will deliver all completed work upon full payment

  • Both parties' confidentiality obligations survive termination

13. Dispute Resolution

Mandatory Arbitration

Any dispute, claim, or controversy arising from these Terms or our services must first be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association.

Arbitration Process

  • Arbitration will be conducted in San Diego County, California

  • Each party bears their own attorney fees unless arbitrator rules otherwise

  • Arbitration awards are final and binding

  • Class action lawsuits are waived

Exceptions

The following may be resolved in court:

  • Claims for injunctive relief

  • Intellectual property disputes

  • Small claims court matters under jurisdictional limits

14. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any court proceedings (where permitted under Section 13) shall be conducted in the state or federal courts of San Diego County, California.

15. Severability and Waiver

If any provision of these Terms is found unenforceable, the remaining provisions will remain in full effect. Our failure to enforce any provision does not constitute a waiver of that provision or any other provision.

16. Entire Agreement

These Terms, together with any signed project agreements and our Privacy Policy, constitute the entire agreement between you and OpenSession LLC regarding our services.

17. Contact Information

For questions about these Terms & Conditions, please contact us:

OpenSession LLC
Email: hello@opensession.co
Website: opensession.co

By using our services, you acknowledge that you have read and understood these Terms & Conditions and agree to be legally bound by them.