http://Devinity.AI LLC provides software development services, including but not limited to AI model development, application development, and consultancy services. The specific services to be provided will be outlined in individual project agreements or statements of work ("SOW").
All payments for services will be managed through the escrow services provided by platforms like Upwork. The client agrees to fund the escrow account as per the payment schedule outlined in the SOW before the commencement of any work.
Payments will be released from the escrow account to http://Devinity.AI LLC upon the completion of agreed-upon milestones and client approval.
Any payment disputes will be handled in accordance with the dispute resolution policies of the escrow service platform.
Any additional charges for changes or modifications will be communicated to the client, and the client agrees to fund the escrow account accordingly before work on these changes begins.
Matters pertaining to transactions (via escrows), legal obligations, and commissions shall be governed by Upwork's terms of service. Any commission incurred through escrow’s platform shall not fall under our purview.
The scope of the project will be defined in the SOW. Any changes to the scope must be agreed upon in writing by both parties.
The client agrees not to request any additions to the pre-approved milestones post initiation of the project.
Any additions may be charged at a rate of $22 per hour. We will warn the client of potential charges before starting work on additions.
If the client requests changes or modifications that will take more than a third of the original milestone projected time, http://Devinity.AI LLC reserves the right to refuse service or undertake the work at a rate of $110 per day or $22 per hour.
Small changes that accumulate over time will be tracked. Work will stop on any changes or modifications whenever the time spent reaches a third of the original milestone projected time, even if some work is stopped mid-completion.
http://Devinity.AI is not responsible for any significant modifications requested by app stores or for the rejection of the app by these platforms. The responsibility for addressing such requests or rejections falls to the client.
During the design phase, http://Devinity.AI LLC reserves the right to either refuse service or modify the Statement of Work (SOW) if it becomes apparent that, due to the complexity of the design, the time required to complete the milestone or project will significantly exceed the initially projected timeline.
http://Devinity.AI LLC maintains a reserve period of up to a third of the initially projected timeline for each milestone. If the duration of work extends beyond this reserve period (e.g., exceeding 13 days on a 10-day projected timeline) due to client-requested changes or other factors, http://Devinity.AI LLC reserves the right to either refuse service or bill the client at a rate of $22 per hour for each additional hour worked. The client will be notified in advance of these potential charges.
The client must provide http://Devinity.AI LLC with timely access (within 2 working days by default or other mutually agreed duration) to necessary platforms, resources, and information to complete the project. Although http://Devinity.AI LLC will source the personnel required for the project, the client is responsible for ensuring that access to these platforms and resources is granted promptly.
The client agrees to provide timely feedback and approvals to avoid delays in the project timeline.
The client agrees to maintain the confidentiality of any proprietary information and trade secrets disclosed by http://Devinity.AI LLC.
Unless otherwise agreed in writing, all intellectual property rights in the deliverables created during the project will remain with http://Devinity.AI LLC until full payment is received.
Upon full payment, the client will receive a non-exclusive, non-transferable license to use the deliverables for their intended purpose.
Both parties agree to keep confidential any proprietary information, trade secrets, or other sensitive information disclosed during the project.
Confidential information shall not be disclosed to any third party without the prior written consent of the disclosing party.
http://Devinity.AI LLC warrants that the services will be performed in a professional and workmanlike manner.
Except as expressly provided in these Terms, http://Devinity.AI LLC disclaims all other warranties, express or implied, including any warranties of merchantability or fitness for a particular purpose.
The maximum liability of http://Devinity.AI LLC to the client for any claims arising out of or related to these Terms shall not exceed the total amount paid by the client for the services.
In no event shall http://Devinity.AI LLC be liable for any indirect, incidental, special, or consequential damages, including loss of profits or revenue.
Either party may terminate the agreement for any reason with 30 days written notice.
Either party may terminate the agreement immediately if the other party breaches any material term of these Terms and fails to cure such breach within 15 days of written notice.
Upon termination, the client is required to compensate http://Devinity.AI LLC for all services rendered and expenses incurred up until the date the termination is fully executed.
In the event of a dispute, the parties agree to first attempt to resolve the dispute through mediation.
If mediation fails, the dispute shall be resolved by binding arbitration in accordance with the rules of the chosen escrow service or American Arbitration Association.
These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of law principles.
The client understands that projected timelines are only projections and may be subject to external forces or unforeseen circumstances.
The client acknowledges the inherent limitations associated with utilizing third-party APIs and understands that achieving a fully customized solution may be constrained by these limitations.
The client understands that transitioning from one API or service provider to another necessitates significant time and effort. If the cumulative time required for such a transition—including all prior modifications—exceeds one-third of the original milestone's projected time, the client agrees to compensate http://Devinity.AI LLC at a rate of $110 per day or $22 per hour.
Bug fixes are not categorized as modifications or changes. Therefore, the policy regarding the time spent on modifications, which stipulates a limit of one-third of the milestone's projected time, does not apply to bug fixes.
These Terms, along with any SOWs, constitute the entire agreement between the parties and supersede all prior agreements or understandings.
Any amendments to these Terms must be in writing and signed by both parties.
If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
These Terms of Service are subject to ongoing review and may be updated at any time. All projects will be conducted in accordance with the latest version of the Terms of Service.