Terms of Service

1. Agreement to Terms

By accessing or using DevX Group LLC's ("Company," "we," "our," or "us") website and services, you ("Client," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use our services.

2. Description of Services

DevX Group LLC provides software development services including but not limited to:

• Custom software development
• Web and mobile application development
• AI/ML solutions
• IoT hardware and software integration
• Digital transformation consulting
• Technical consulting and support

3. Acceptance of Work

All projects require a signed Statement of Work (SOW) or service agreement. We reserve the right to refuse service to any client for any reason. Project scope, timeline, and deliverables will be defined in separate project agreements.

4. Payment Terms

• Payment Schedule: As specified in individual project agreements
• Late Payments: Interest of 1.5% per month may be charged on overdue amounts
• Expenses: Client responsible for pre-approved third-party costs
• Taxes: All prices exclude applicable taxes unless stated otherwise
• Refunds: Refunds are governed by individual project agreements

5. Intellectual Property Rights

Client-Owned IP

Upon full payment, Client owns the custom software developed specifically for their project, excluding our proprietary tools, frameworks, and methodologies.

Company-Owned IP

We retain ownership of:

• Pre-existing proprietary tools and frameworks
• General methodologies and processes
• Derivative improvements to our tools
• Know-how and techniques developed during projects

6. Confidentiality

Both parties agree to maintain confidentiality of proprietary information shared during the course of our relationship. This obligation survives termination of our agreement and continues indefinitely.

7. Warranties and Disclaimers

Limited Warranty

We warrant that services will be performed in a professional manner consistent with industry standards. Software will substantially conform to agreed specifications for 90 days after delivery.

Disclaimer

EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Our total liability shall not exceed the amount paid by Client in the 12 months preceding the claim
• We are not liable for indirect, incidental, special, or consequential damages
• We are not liable for data loss, business interruption, or lost profits
• Client must notify us of any claims within 30 days of discovery

9. Indemnification

Client agrees to indemnify and hold harmless DevX Group LLC from claims arising from: (a) Client's use of deliverables, (b) Client-provided content or data, (c) violation of these Terms, or (d) infringement of third-party rights by Client's requirements or specifications.

10. Project Changes and Scope

• Change Requests: Must be submitted in writing and approved by both parties
• Additional Costs: Changes may result in additional fees and timeline extensions
• Scope Creep: Work outside agreed scope will be billed separately
• Client Delays: Client-caused delays may result in additional charges

11. Termination

Either party may terminate with 30 days written notice. Upon termination:

• Client pays for all work completed through termination date
• We deliver all work product completed as of termination
• Confidentiality and IP provisions survive termination
• Outstanding invoices become immediately due

12. Force Majeure

Neither party is liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, government actions, labor disputes, or technical failures.

13. Dispute Resolution

Disputes will be resolved through:

1. Negotiation: Good faith discussions for 30 days
2. Mediation: Binding mediation in San Diego, California
3. Arbitration: Individual arbitration under American Arbitration Association rules

CLASS ACTION WAIVER: Both parties waive the right to participate in class actions.

14. Governing Law

These Terms are governed by California state law without regard to conflict of law principles. Exclusive jurisdiction for any court proceedings is in San Diego County, California.

15. Data Protection and Security

We implement reasonable security measures to protect Client data. However, Client is responsible for backing up their data and maintaining appropriate security measures for their systems.

16. Third-Party Dependencies

Projects may require third-party software, services, or APIs. Client is responsible for obtaining necessary licenses and compliance with third-party terms. We are not liable for third-party service availability or changes.

17. Website Terms

For website usage:

• You may not use automated systems to access our site
• Do not attempt to interfere with site functionality
• Respect intellectual property rights in site content
• We reserve the right to modify or discontinue the site

18. Severability

If any provision of these Terms is found unenforceable, the remainder remains in full force and effect. Unenforceable provisions will be modified to achieve the original intent to the extent possible.

19. Entire Agreement

These Terms, together with executed project agreements, constitute the entire agreement between parties. Modifications must be in writing and signed by both parties.

20. Contact Information