Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you" or "User") and Nexus Logic Labs LLC ("we," "us," "our," or the "Company"), a limited liability company registered in the State of Wyoming, United States.

By accessing or using our website at nexuslogiclabs.com (the "Site") or engaging our professional services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Site or our services.

2. Description of Services

Nexus Logic Labs LLC provides professional technology services including, but not limited to:

• Custom software development (web and mobile applications)
• Cloud infrastructure design, deployment, and management (AWS)
• DevOps and CI/CD pipeline implementation
• IT consulting and architecture design
• API development and third-party integration
• Application maintenance and technical support
• Technology Provider services through Meta platforms (WhatsApp Business, Facebook, Instagram)

Specific services, deliverables, timelines, and fees are defined in individual service agreements, statements of work (SOW), or proposals executed between you and the Company.

3. Use of the Website

3.1 Permitted Use

You may use the Site for lawful purposes only and in accordance with these Terms. You agree not to:

• Use the Site in any way that violates any applicable federal, state, local, or international law or regulation.
• Attempt to gain unauthorized access to any portion of the Site, server, or any connected systems.
• Use any automated system (bots, scrapers, etc.) to access the Site without our express written permission.
• Introduce viruses, trojans, worms, or other malicious material.
• Interfere with or disrupt the integrity or performance of the Site.

3.2 Account Responsibility

If you create an account or submit information through our contact form, you are responsible for maintaining the confidentiality of your credentials and for all activities under your account.

4. Professional Services Terms

4.1 Service Agreements

All professional services are governed by a separate service agreement, SOW, or proposal that defines scope, deliverables, timelines, payment terms, and other specific conditions. In the event of a conflict between these Terms and a specific service agreement, the service agreement shall prevail.

4.2 Client Obligations

As a client, you agree to:

• Provide timely and accurate information, access, and feedback necessary for service delivery.
• Make payments according to the agreed-upon schedule.
• Ensure that any data, content, or materials you provide do not infringe upon third-party rights.
• Comply with all applicable laws regarding data you provide to us for processing.

4.3 Payment Terms

Payment terms are specified in individual service agreements. Unless otherwise stated:

• Invoices are due within 30 days of issuance.
• Late payments may incur a fee of 1.5% per month on the outstanding balance.
• We reserve the right to suspend services for accounts with overdue payments exceeding 15 days.

5. Intellectual Property

5.1 Company IP

The Site and its entire contents, features, and functionality (including but not limited to all text, graphics, logos, icons, images, code, and software) are owned by Nexus Logic Labs LLC and are protected by United States and international copyright, trademark, patent, and other intellectual property laws.

5.2 Client Deliverables

Unless otherwise specified in a service agreement, upon full payment, the client receives ownership of custom deliverables created specifically for them. We retain the right to use general knowledge, techniques, tools, and frameworks (including open-source components) in other projects.

5.3 Pre-existing IP

Each party retains ownership of their pre-existing intellectual property. Any pre-existing IP used in the delivery of services remains the property of its respective owner.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary, technical, or business information exchanged during the course of services. Confidential information shall not be disclosed to third parties without prior written consent, except as required by law or to fulfill the contracted services. This obligation survives the termination of any agreement for a period of 3 years.

7. Warranties and Disclaimers

7.1 Service Warranty

We warrant that our professional services will be performed in a professional and workmanlike manner consistent with industry standards. If any services fail to meet this warranty, we will re-perform the deficient services at no additional cost, provided you notify us within 30 days of delivery.

7.2 Website Disclaimer

THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AVAILABILITY. WE DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

8. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEXUS LOGIC LABS LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO:

• Your use of or inability to use the Site or services;
• Any unauthorized access to or alteration of your data;
• Any third-party conduct on the Site;
• Any other matter related to the Site or services.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

9. Indemnification

You agree to defend, indemnify, and hold harmless Nexus Logic Labs LLC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

• Your violation of these Terms;
• Your use of the Site or services;
• Your violation of any third-party rights;
• Any data, content, or materials you provide to us.

10. Termination

We may terminate or suspend your access to the Site immediately, without prior notice, for any reason, including breach of these Terms. For professional services, termination is governed by the applicable service agreement. Upon termination:

• All rights granted to you under these Terms will immediately cease.
• You must cease all use of the Site.
• Provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law provisions.

Any dispute arising out of or relating to these Terms or our services shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved within 30 days, it shall be submitted to binding arbitration administered in the State of Wyoming in accordance with the rules of the American Arbitration Association.

12. Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, government actions, power failures, internet disruptions, or third-party service outages.

13. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the remaining provisions shall remain in full force and effect.

14. Changes to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will update the "Last updated" date and, where required, provide notice. Your continued use of the Site or services after changes constitutes acceptance of the revised Terms.

15. Contact Us

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