Legal

Terms & Conditions

Effective Date: January 1, 2025 · Last Updated: January 15, 2025

Please read these Terms and Conditions carefully before using our website or engaging with our services. These Terms form a legally binding agreement between you and SIBYLINKS Technology Inc.

1. Acceptance of Terms

By accessing or using SIBYLINKS's website (sibylinks.io) or engaging with our services, you confirm that you have read, understood, and agree to be bound by these Terms and Conditions and our Privacy Policy.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. If you do not have such authority, or do not agree with these Terms, you must not accept them and may not use our services.

2. Description of Services

SIBYLINKS Technology Inc. ("SIBYLINKS") provides technology consulting, software development, and digital transformation services including but not limited to: web and mobile application development, AI and machine learning solutions, cloud migration and management, DevOps implementation, UI/UX design, and digital marketing.

The specific scope of services provided to each client is defined in a separate Statement of Work (SOW) or Master Services Agreement (MSA), which forms part of the overall contractual relationship.

3. Intellectual Property

Unless otherwise agreed in writing:

• Client-commissioned deliverables: Upon full payment of all fees, SIBYLINKS assigns to the client all intellectual property rights in the custom deliverables created specifically for the client under a project agreement.

• Pre-existing IP: SIBYLINKS retains all rights to its pre-existing technology, tools, frameworks, libraries, and methodologies. SIBYLINKS grants clients a non-exclusive, non-transferable license to use any pre-existing IP incorporated into deliverables.

• Portfolio rights: SIBYLINKS reserves the right to display project work in its portfolio and marketing materials, subject to any confidentiality restrictions agreed in writing.

• Website content: All content on sibylinks.io, including text, graphics, logos, and software, is the exclusive property of SIBYLINKS and is protected by applicable intellectual property laws.

4. Confidentiality

Both parties acknowledge that during the course of an engagement, each may disclose confidential information to the other. Each party agrees to: hold the other's confidential information in strict confidence; not disclose it to third parties without written consent; use it only for the purposes of the engagement; and apply the same degree of care as it uses for its own confidential information, but no less than reasonable care.

Confidential information does not include information that is publicly available, independently developed, or received from a third party without restriction.

For clients requiring a formal NDA before sharing project details, SIBYLINKS will execute a mutual NDA upon request.

5. Payment Terms

Payment terms are specified in each project agreement. Standard terms are:

• Fixed-price projects: 50% upfront, 50% upon delivery (or as otherwise specified in the SOW) • Time & Materials: Monthly invoicing, net-30 payment terms • Retainer arrangements: Monthly billing in advance

Late payments accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower. SIBYLINKS reserves the right to suspend services for accounts more than 30 days past due. Clients are responsible for all taxes, duties, and levies applicable to their purchases.

6. Warranties and Disclaimers

SIBYLINKS warrants that: it has the right to provide the services described; services will be performed in a professional and workmanlike manner consistent with industry standards; and deliverables will conform to the specifications in the applicable SOW for 90 days following acceptance.

EXCEPT AS EXPRESSLY PROVIDED ABOVE, NEXUSIQ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE WEBSITE AND ALL CONTENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEXUSIQ'S TOTAL CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR ANY SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM.

IN NO EVENT SHALL NEXUSIQ BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, EVEN IF NEXUSIQ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some jurisdictions do not allow limitations of liability for consequential damages, so the above limitation may not apply to you.

8. Termination

Either party may terminate an engagement with 30 days written notice. In the event of a material breach, the non-breaching party may terminate immediately upon written notice if the breach is not cured within 14 days of notice.

Upon termination: the client is responsible for payment of all work completed up to the termination date; SIBYLINKS will deliver all completed work product; and each party must return or destroy the other's confidential information.

Provisions that by their nature should survive termination (including intellectual property, confidentiality, payment, and limitation of liability) shall survive.

9. Governing Law and Disputes

These Terms shall be governed by the laws of the State of California, United States, without regard to its conflict of law principles.

Any dispute, controversy, or claim arising out of or relating to these Terms shall be first attempted to be resolved through good faith negotiation. If unresolved after 30 days, disputes shall be submitted to binding arbitration in San Francisco, California, in accordance with the rules of the American Arbitration Association.

Class action waiver: You agree that any arbitration shall be conducted only in your individual capacity and not as a class action, collective action, or representative proceeding.

10. General Provisions

Entire Agreement: These Terms, together with any SOW, MSA, or other agreements entered into between the parties, constitute the entire agreement between you and SIBYLINKS with respect to its subject matter.

Severability: If any provision is found unenforceable, the remaining provisions shall remain in full force.

Waiver: Failure to enforce any provision is not a waiver of future enforcement rights.

Notices: Legal notices must be sent to legal@sibylinks.io or to our registered address.

Changes: SIBYLINKS may update these Terms. Continued use of our website or services following notice constitutes acceptance.