Top Down Design
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Terms and Conditions

Effective Date: December 29, 2025

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Top Down Design LLC ("Company," "we," "us," or "our"), a Delaware limited liability company located in Orlando, Florida.

By accessing or using our website, services, or any applications developed by Top Down Design LLC, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our services.

These Terms apply to all websites, mobile applications, and digital services operated or developed by Top Down Design LLC.

2. Description of Services

Top Down Design LLC provides web design, web development, digital marketing, and application development services. Our services may include, but are not limited to:

  • Website design, development, and maintenance
  • Mobile and web application development
  • Digital marketing and branding services
  • User experience (UX) and user interface (UI) design
  • Ongoing support and maintenance for digital products

3. User Responsibilities

By using our services, you agree to:

  • Provide accurate, current, and complete information when requested.
  • Use our services only for lawful purposes and in accordance with these Terms.
  • Not engage in any activity that interferes with or disrupts our services or servers.
  • Not attempt to gain unauthorized access to any portion of our services, systems, or networks.
  • Not use our services to transmit any malware, viruses, or harmful code.
  • Not use automated systems or software to extract data from our services without permission.
  • Comply with all applicable laws, rules, and regulations.

4. Prohibited Uses

You are expressly prohibited from:

  • Using our services for any illegal or unauthorized purpose.
  • Violating any international, federal, provincial, or state regulations, rules, laws, or local ordinances.
  • Infringing upon or violating our intellectual property rights or the intellectual property rights of others.
  • Harassing, abusing, insulting, harming, defaming, or discriminating based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability.
  • Submitting false or misleading information.
  • Uploading or transmitting viruses or any other type of malicious code.
  • Engaging in any conduct that restricts or inhibits anyone's use or enjoyment of our services.

5. Intellectual Property Rights

5.1 Our Intellectual Property

Our websites, applications, and services, including all content, features, and functionality (including but not limited to all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof), are owned by Top Down Design LLC, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

5.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use our services for personal or internal business purposes in accordance with these Terms. This license does not include the right to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from our services.

5.3 User Content

You retain ownership of any content you submit, post, or display through our services. By submitting content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, and display such content for the purpose of providing and improving our services.

6. Disclaimer of Warranties

OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

We do not warrant that our services will be uninterrupted, secure, or error-free; that defects will be corrected; or that our services or the server that makes them available are free of viruses or other harmful components.

We do not warrant or make any representations regarding the use or the results of the use of our services in terms of their correctness, accuracy, reliability, or otherwise.

7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TOP DOWN DESIGN LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

  • Your access to or use of or inability to access or use our services;
  • Any conduct or content of any third party on our services;
  • Any content obtained from our services; or
  • Unauthorized access, use, or alteration of your transmissions or content.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS EXCEED THE AMOUNT YOU PAID US, IF ANY, IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

8. Indemnification

You agree to defend, indemnify, and hold harmless Top Down Design LLC, its officers, directors, employees, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of our services.

9. Third-Party Links and Services

Our services may contain links to third-party websites, services, or applications that are not owned or controlled by Top Down Design LLC. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that we shall not be responsible or liable for any damage or loss caused by or in connection with the use of any such content, goods, or services available on or through any such websites or services.

10. Termination

We may terminate or suspend your access to our services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. Upon termination, your right to use our services will immediately cease.

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the federal or state courts located in Delaware, and you consent to the personal jurisdiction of such courts.

12. Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, shall first be attempted to be resolved through good-faith negotiations between the parties. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue legal remedies in accordance with the governing law provision above.

13. Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

14. Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

15. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or policies published by us on our services, constitute the entire agreement between you and Top Down Design LLC regarding your use of our services and supersede all prior and contemporaneous written or oral agreements between you and Top Down Design LLC.

16. Changes to These Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will provide at least thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our services after any revisions become effective, you agree to be bound by the revised Terms.

17. Contact Information

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

Top Down Design LLC
Email: legal@topdown.design
Location: Orlando, Florida, United States

18. Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU ARE NOT AUTHORIZED TO USE OUR SERVICES.