Terms of Service

1. Acceptance of Terms

These Terms of Service constitute a legally binding agreement between you and AWDVI LLC, a computer systems design company organized under the laws of the State of California, with its principal office at 7817 Ivanhoe Ave Ste 210, La Jolla - 92037-4559, United States.

By accessing our website at www.awdvi.lat or engaging AWDVI LLC for professional services, you agree to be bound by these Terms of Service, our Privacy Policy, and any associated service agreements. If you do not agree, you must discontinue use immediately.

2. Eligibility

You must be at least 18 years old and have the legal authority to enter into binding agreements. If you are using the Services on behalf of an organization, you represent and warrant that you are authorized to bind that organization to these terms.

3. Description of Services

AWDVI LLC provides professional computer systems design, custom software development, cloud strategy and migration, cybersecurity, data engineering, IT consulting, and managed services. Specific deliverables, timelines, and fees for each engagement are detailed in separately executed statements of work, proposals, or master service agreements.

Informational content on our website is provided for general educational purposes and does not constitute professional advice until a formal engagement letter is signed by both parties.

4. User Obligations

When using our Services or website, you agree to:

• Provide accurate, current, and complete information in all forms, communications, and project documentation.
• Refrain from uploading, transmitting, or distributing any material that is unlawful, infringing, defamatory, or harmful.
• Not attempt to gain unauthorized access to our systems, networks, hosting environments, or proprietary code repositories.
• Not reproduce, distribute, or create derivative works from website content without prior written consent from AWDVI LLC.
• Comply with all applicable laws, regulations, and industry standards in your use of the Services.

5. Intellectual Property

All content, designs, logos, trademarks, trade names, and proprietary materials published on this website are the exclusive property of AWDVI LLC or its licensors and are protected by United States and international intellectual property laws. No right, title, or interest in any such content is transferred to you by virtue of these Terms.

For custom development engagements, intellectual property ownership and licensing terms will be defined in the applicable statement of work. Absent a written assignment, AWDVI retains rights to underlying methodologies, frameworks, and pre-existing tools incorporated into project deliverables.

6. Confidentiality

Each party acknowledges that during the course of an engagement it may receive or have access to proprietary or confidential information of the other party. Confidential information includes, without limitation, source code, architecture diagrams, business plans, customer data, financial records, and technical roadmaps.

The receiving party shall not disclose, copy, or use confidential information except as necessary to perform its obligations under the applicable engagement, and shall protect it with at least the same degree of care it uses for its own confidential information, but in no event less than reasonable care.

7. Payment Terms

Fees, payment schedules, invoicing cadence, and accepted payment methods are set forth in the applicable statement of work or proposal. Unless otherwise stated:

• Invoices are due net thirty (30) days from the invoice date.
• Late payments may incur interest at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is lower.
• Engagement fees are non-refundable once services have commenced, except as otherwise required by law.
• Travel, licensing, and third-party costs incurred on behalf of the client will be billed separately with documentation.

8. Warranties and Disclaimers

AWDVI LLC represents that it will perform professional services in a diligent and workmanlike manner consistent with generally accepted industry standards. However, unless explicitly specified in a statement of work:

• The website and its informational content are provided on an as-is and as-available basis.
• We make no warranty that the website will be uninterrupted, error-free, or free of harmful components.
• All express and implied warranties not expressly stated herein, including merchantability and fitness for a particular purpose, are disclaimed to the fullest extent permitted by law.

We do not guarantee specific business outcomes, revenue increases, or operational efficiency gains, as results depend on numerous factors outside our control.

9. Limitation of Liability

To the maximum extent permitted by applicable law, AWDVI LLC, its officers, directors, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising out of or related to these Terms, your use of the website, or any professional services rendered.

Our total cumulative liability for any claim arising out of or related to these Terms shall not exceed the fees actually paid by you to AWDVI LLC in the twelve (12) months immediately preceding the event giving rise to the claim.

10. Indemnification

You agree to indemnify, defend, and hold harmless AWDVI LLC and its affiliated parties from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys fees) arising from:

• Your breach of these Terms or any applicable law.
• Your infringement of any third-party intellectual property or proprietary rights.
• Content, data, or materials you provide to us in connection with an engagement.

11. Term and Termination

These Terms remain in effect for as long as you use our website or services. For professional engagements, either party may terminate upon thirty (30) days written notice if the other party materially breaches an applicable agreement and fails to cure such breach within the notice period.

Upon termination, all fees for services performed and expenses incurred up to the effective termination date become immediately due and payable. Sections concerning confidentiality, intellectual property, limitation of liability, and indemnification shall survive termination.

12. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. Any dispute arising out of or related to these Terms shall be resolved through:

1. Good-faith negotiation between senior representatives of both parties for a period of not less than thirty days.
2. If unresolved, binding arbitration administered in San Diego County, California, in accordance with the rules of the American Arbitration Association.

Notwithstanding the foregoing, either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

13. Force Majeure

AWDVI LLC shall not be liable for any failure or delay in performance resulting from circumstances beyond its reasonable control, including but not limited to natural disasters, acts of war or terrorism, government orders, pandemics, telecommunications failures, or denial-of-service attacks.

14. Third-Party Services

Our website or services may reference, integrate with, or link to third-party tools, platforms, or services (such as cloud providers, analytics platforms, or content delivery networks). AWDVI LLC is not responsible for the availability, accuracy, or policies of these third parties. Your use of third-party services is governed solely by that third-partys terms and policies.

15. Privacy

Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using our Services, you consent to the data practices described in the Privacy Policy.

16. Modifications

We reserve the right to update or modify these Terms of Service at any time. Material changes will be indicated by a revised effective date and, where appropriate, communicated via email to active clients. Continued use of the Services after changes take effect constitutes acceptance of the revised Terms.

17. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving its original intent.

18. Waiver

The failure of AWDVI LLC to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of AWDVI LLC.

19. Entire Agreement

These Terms, together with the Privacy Policy and any separately executed statements of work or master service agreements, constitute the entire agreement between you and AWDVI LLC with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, negotiations, and agreements, whether written or oral.