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[ LEGAL ]

Terms of Service

LAST_UPDATED 2026-04-20 · 1.0 (draft — pending legal review)

Viewing: United StatesGoverned by the laws of the State of Delaware (or the state specified in the applicable SOW), excluding conflict-of-laws rules. Mandatory arbitration and class-action waiver apply.

01 · Acceptance of Terms

By accessing our website, entering into a Statement of Work (SOW), or otherwise engaging our services, you agree to these Terms of Service. If you do not agree, do not use the services. Where an SOW conflicts with these Terms, the SOW governs as to its subject matter.

02 · Services Description

Tech & E-Commerce LLC provides AI-augmented technical program management, intelligent workflow development, full-stack AI product engineering, and e-commerce platform engineering. The scope, deliverables, milestones, and acceptance criteria for any specific engagement are defined in a written Statement of Work (SOW) agreed between both parties.

03 · User Obligations

You agree to provide accurate information, cooperate in good faith with service delivery, comply with applicable laws, not interfere with the website or services, not reverse engineer our tooling beyond what the law permits, and not use our services to violate third-party rights or applicable regulations.

04 · Intellectual Property

Pre-existing IP belongs to its respective owner. New IP created under an engagement is allocated per the SOW — typically: deliverables specifically produced for you are assigned to you on full payment; our general know-how, templates, frameworks, and tooling remain ours. Our name, logo, and marks are our trademarks and may not be used without written permission.

05 · Fees & Payment

Fees are specified per SOW. Invoices are typically issued weekly for time-and-materials engagements, on milestone acceptance for fixed-scope work, and monthly in advance for retainers. Payment terms are net 15 unless otherwise agreed. Late payments accrue interest at the lower of 1.5% per month or the maximum permitted by law. All fees are exclusive of applicable taxes.

06 · Confidentiality

Each party will protect the other party's confidential information using at least the same degree of care it uses for its own (and no less than reasonable care), and will use it only to perform the agreement. Obligations survive termination for three years (perpetually for trade secrets). Excludes information that is public through no fault of the receiver, independently developed, or lawfully received from a third party without a duty of confidentiality.

07 · Warranties & Disclaimers

We warrant that services will be performed in a workmanlike manner consistent with industry standards. EXCEPT AS EXPRESSLY STATED, SERVICES AND DELIVERABLES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that services will be uninterrupted, error-free, or that AI outputs will be accurate or suitable for any specific purpose.

08 · Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA. TOTAL AGGREGATE LIABILITY UNDER AN ENGAGEMENT IS LIMITED TO FEES PAID IN THE TWELVE MONTHS BEFORE THE CLAIM AROSE. These limits do not apply to liability that cannot be excluded by law (e.g., gross negligence, willful misconduct, or statutory consumer protections where applicable).

09 · Indemnification

Each party will defend and indemnify the other against third-party claims arising from the indemnifying party's gross negligence, willful misconduct, or breach of these Terms, subject to prompt notice, sole control of defense by the indemnifying party, and reasonable cooperation by the indemnified party.

10 · Termination

Either party may terminate an engagement for material breach not cured within 30 days of written notice, or for convenience with 30 days' written notice (unless the SOW specifies otherwise). On termination, you pay for services rendered through the termination date plus any non-cancellable commitments. Sections that by nature should survive (IP, confidentiality, liability, payment obligations) do survive.

11 · Governing Law & Dispute Resolution

These Terms are governed by the laws specified in the regional notice below, excluding conflict-of-laws rules. Before formal proceedings, the parties will attempt good-faith negotiation for 30 days. Region-specific dispute resolution (arbitration, consumer tribunals, etc.) is described in the regional callout. US engagements: any dispute will be resolved by binding arbitration under the AAA Commercial Rules in Wilmington, DE. Class actions and jury trials are waived. You retain the right to pursue small-claims court where available and statutory rights that cannot be waived.

12 · Consumer Rights (region-specific)

Where you engage our services as a consumer (rather than on behalf of a business), additional statutory rights may apply under your local consumer protection law. Nothing in these Terms limits or excludes rights that cannot be limited or excluded under applicable consumer law. See the regional notice below for specifics.

13 · Changes to Terms

We may update these Terms to reflect changes to our services or legal requirements. Material changes will be announced on the site and, for active engagements, through direct notice. Continued use of the services after an effective-date change constitutes acceptance of the updated Terms; otherwise stop using the services and notify us.

14 · Contact

For questions about these Terms, reach us via the Engage page (/engage) or the chat on any page. Notices under these Terms are effective when delivered in writing to the address specified in the active SOW.