Terms of Service
Last updated: February 10, 2024
Introduction
Welcome to Avenvis ("Company", "we", "our", "us"). These Terms of Service ("Terms", "Terms of Service") govern your use of our website located at avenvis.com (together or individually "Service") operated by Avenvis.
Our Privacy Policy also governs your use of our Service and explains how we collect, safeguard and disclose information that results from your use of our web pages.
Your agreement with us includes these Terms and our Privacy Policy ("Agreements"). You acknowledge that you have read and understood Agreements, and agree to be bound by them.
If you do not agree with (or cannot comply with) Agreements, then you may not use the Service, but please let us know by emailing at legal@avenvis.com so we can try to find a solution. These Terms apply to all visitors, users and others who wish to access or use Service.
Definitions
SERVICE
means the avenvis.com website operated by Avenvis and all related software development, consulting, and technology services provided by the Company.
PERSONAL DATA
means data about a living individual who can be identified from those data (or from those and other information either in our possession or likely to come into our possession).
USAGE DATA
is data collected automatically either generated by the use of Service or from Service infrastructure itself (for example, the duration of a page visit).
COOKIES
are small files stored on your device (computer or mobile device).
DATA CONTROLLER
means a natural or legal person who (either alone or jointly or in common with other persons) determines the purposes for which and the manner in which any personal data are, or are to be, processed.
DATA PROCESSORS (OR SERVICE PROVIDERS)
means any natural or legal person who processes the data on behalf of the Data Controller.
DATA SUBJECT
is any living individual who is the subject of Personal Data.
USER
is the individual using our Service. The User corresponds to the Data Subject, who is the subject of Personal Data.
Services Provided
Avenvis provides custom software development, consulting, and technology services including but not limited to:
- Custom software development and application development
- Mobile application development (iOS, Android, cross-platform)
- Web application development and design
- Cloud computing and migration services
- Artificial intelligence and machine learning solutions
- Data analytics and business intelligence
- Cybersecurity services and assessments
- IT consulting and strategy development
- Dedicated development teams and staff augmentation
- Quality assurance and testing services
The specific scope of services will be defined in individual project agreements, statements of work, or service agreements executed between the Company and the Client.
User Obligations and Acceptable Use
By using our Service, you agree to:
- Provide accurate, current, and complete information during registration and project initiation
- Maintain the security of your account credentials and accept responsibility for all activities under your account
- Notify us immediately of any unauthorized use of your account
- Comply with all applicable laws and regulations
- Not use the Service for any illegal or unauthorized purpose
- Not interfere with or disrupt the Service or servers or networks connected to the Service
- Provide timely feedback, approvals, and materials necessary for project completion
Prohibited Activities
You may not use our Service to:
- Violate any laws or regulations
- Infringe upon intellectual property rights of others
- Transmit malware, viruses, or malicious code
- Engage in unauthorized data mining or scraping
- Impersonate any person or entity
- Harass, abuse, or harm another person or entity
- Attempt to gain unauthorized access to systems or networks
Intellectual Property Rights
Company's Intellectual Property
Service and its original content (excluding Content provided by users), features and functionality are and will remain the exclusive property of Avenvis and its licensors. Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Avenvis.
Client-Owned Intellectual Property
Upon full payment for services rendered, and unless otherwise specified in a separate written agreement, the Client shall own all rights, title, and interest in custom software, applications, and deliverables specifically created for the Client as part of the agreed scope of work.
Pre-Existing and Third-Party Components
Avenvis retains ownership of all pre-existing intellectual property, tools, frameworks, libraries, and methodologies used in providing services. Any third-party software, open-source components, or licensed materials remain subject to their respective license terms.
License Grant
Where Avenvis retains ownership, the Company grants the Client a perpetual, non-exclusive, worldwide license to use the deliverables for their intended business purposes. The specific terms will be outlined in individual project agreements.
Payment Terms and Billing
Payment Obligations
Clients agree to pay all fees specified in project agreements, statements of work, or invoices. Payment terms, rates, and schedules will be defined in individual contracts.
Payment Methods
We accept payment via bank transfer, wire transfer, credit card, and other methods as agreed upon. All fees are quoted in U.S. Dollars unless otherwise specified.
Invoicing and Due Dates
- Invoices will be issued according to the payment schedule defined in the project agreement
- Payment is typically due within 30 days of invoice date unless otherwise specified
- Late payments may incur interest charges of 1.5% per month or the maximum rate permitted by law
- Avenvis reserves the right to suspend services for accounts with overdue payments
Taxes
All fees are exclusive of taxes, levies, or duties imposed by taxing authorities. The Client is responsible for payment of all such taxes, levies, or duties, excluding only taxes based on Avenvis's net income.
Refund Policy
Fees paid for completed work are non-refundable. In cases of project cancellation or termination, refunds will be handled according to the terms specified in the individual project agreement. Any work completed up to the point of termination will be invoiced and payable.
Confidentiality and Non-Disclosure
Both parties agree to maintain the confidentiality of all proprietary and confidential information disclosed during the course of the business relationship. This includes but is not limited to:
- Business strategies, plans, and financial information
- Technical data, source code, and algorithms
- Customer lists and business relationships
- Trade secrets and proprietary methodologies
For projects requiring additional confidentiality protections, the parties may execute a separate Non-Disclosure Agreement (NDA).
Warranties and Disclaimers
Service Warranties
Avenvis warrants that services will be performed in a professional and workmanlike manner in accordance with industry standards. We warrant that deliverables will substantially conform to the specifications set forth in the applicable statement of work for a period of 90 days from delivery (the "Warranty Period").
Disclaimer of Warranties
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AVENVIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- IN NO EVENT SHALL AVENVIS, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES.
- AVENVIS'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO AVENVIS IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE THOUSAND DOLLARS ($1,000), WHICHEVER IS GREATER.
- SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Exceptions
Nothing in these Terms shall exclude or limit liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.
Indemnification
You agree to defend, indemnify and hold harmless Avenvis and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of:
- Your use and access of the Service
- Your violation of any term of these Terms
- Your violation of any third party right, including without limitation any copyright, property, or privacy right
- Any claim that your content caused damage to a third party
This defense and indemnification obligation will survive these Terms and your use of the Service.
Termination
Termination by Company
We may terminate or suspend your account and bar access to Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of Terms.
Termination by User
If you wish to terminate your account, you may simply discontinue using Service. Project-specific termination terms will be governed by individual project agreements.
Effect of Termination
Upon termination, your right to use the Service will cease immediately. If you wish to terminate your account, you may simply discontinue using the Service.
- All provisions of Terms which by their nature should survive termination shall survive termination
- You remain responsible for all fees and charges incurred prior to termination
- Avenvis may retain your data as required by law or for legitimate business purposes
- Confidentiality obligations survive termination indefinitely
Governing Law and Dispute Resolution
Governing Law
These Terms shall be governed and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions.
Dispute Resolution
Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good faith negotiations between the parties.
If the dispute cannot be resolved through negotiation within 30 days, the parties agree to submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in San Francisco, California.
Jurisdiction
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
Changes to Terms of Service
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 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 Service after any revisions become effective, you agree to be bound by the revised terms.
If you do not agree to the new terms, you are no longer authorized to use Service. It is your responsibility to review these Terms periodically for changes.
Miscellaneous Provisions
Entire Agreement
These Terms constitute the entire agreement between us regarding our Service and supersede and replace any prior agreements we might have had between us regarding Service.
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.
Waiver
No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and void. We may assign or transfer these Terms, at our sole discretion, without restriction.
Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes, labor disputes, embargoes, government orders, or any other force majeure event.
Contact Us
If you have any questions about these Terms, please contact us at: