Terms of Use

By accessing or using any services provided by Moonvera, you agree to be bound by these Terms of Use and all applicable laws and regulations. If you do not agree with any of these terms, you are prohibited from using or accessing our services.

We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to our website. Your continued use of our services following any changes constitutes acceptance of those changes. We encourage you to review these Terms periodically.

Moonvera provides enterprise software architecture and development services, including but not limited to:

• Blockchain solutions and infrastructure development
• Smart contract design, development, and auditing
• API development and integration services
• Custom software and application development
• Cloud infrastructure and DevOps services
• Technical consulting and advisory services

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time without prior notice.

As a client or user of our services, you agree to:

• Provide accurate, current, and complete information as required for service delivery
• Maintain the confidentiality of any account credentials or access information
• Notify us immediately of any unauthorized use of your account or any security breach
• Use our services only for lawful purposes and in accordance with these Terms
• Not attempt to interfere with or disrupt the integrity or performance of our services
• Comply with all applicable local, provincial, national, and international laws and regulations

You acknowledge and understand that:

• Blockchain technology involves inherent risks, including but not limited to volatility, regulatory uncertainty, and technological vulnerabilities
• Smart contracts, once deployed, are generally immutable and operate autonomously according to their programmed logic
• Transactions on blockchain networks are irreversible and cannot be undone once confirmed
• While we employ industry best practices and security audits, no software can be guaranteed to be completely free of vulnerabilities
• You are solely responsible for understanding the functionality and risks associated with any blockchain solutions or smart contracts we develop for you
• Cryptocurrency and digital asset values can fluctuate significantly, and you may experience financial losses

Unless otherwise specified in a separate written agreement:

• All content on our website, including text, graphics, logos, icons, images, and software, is the property of Moonvera and is protected by Canadian and international copyright, trademark, and other intellectual property laws
• Upon full payment for services rendered, clients receive ownership of custom code and deliverables specifically created for their project, unless otherwise agreed
• Moonvera retains ownership of all pre-existing intellectual property, tools, frameworks, and methodologies used in service delivery
• Moonvera reserves the right to use general knowledge, skills, and experience gained during the engagement for future projects

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the course of the engagement. This includes, but is not limited to:

• Business strategies, plans, and processes
• Technical specifications and source code
• Financial information and pricing structures
• Client lists and customer data
• Any information designated as confidential by either party

This confidentiality obligation shall survive the termination of any agreement between the parties for a period of three (3) years.

Unless otherwise specified in a project agreement:

• Payment terms will be outlined in individual project proposals or statements of work
• Invoices are due within thirty (30) days of issuance unless otherwise agreed
• Late payments may be subject to interest charges at a rate of 1.5% per month or the maximum rate permitted by law
• We reserve the right to suspend services for accounts with outstanding balances
• All fees are non-refundable unless otherwise specified in writing

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• Moonvera shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill
• Our total liability for any claims arising from or related to our services shall not exceed the total fees paid by you to Moonvera during the twelve (12) months preceding the claim
• We are not liable for any losses resulting from blockchain network failures, smart contract vulnerabilities discovered post-deployment, cryptocurrency value fluctuations, or third-party service failures
• These limitations apply regardless of whether the damages arise from breach of contract, tort (including negligence), or any other legal theory

You agree to indemnify, defend, and hold harmless Moonvera, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from or related to:

• Your use of our services
• Your violation of these Terms
• Your violation of any applicable laws or regulations
• Your infringement of any third-party rights
• Any content or data you provide to us

Either party may terminate the service relationship:

• With thirty (30) days written notice for convenience
• Immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days of receiving notice
• Immediately if the other party becomes insolvent, files for bankruptcy, or ceases operations

Upon termination, you shall pay for all services rendered up to the termination date. Sections relating to Intellectual Property, Confidentiality, Limitation of Liability, Indemnification, and Governing Law shall survive termination.

Any dispute arising out of or relating to these Terms shall be resolved as follows:

• Negotiation: The parties shall first attempt to resolve the dispute through good-faith negotiation within thirty (30) days
• Mediation: If negotiation fails, the parties agree to attempt mediation before a mutually agreed-upon mediator
• Arbitration or Litigation: If mediation fails, either party may pursue binding arbitration or litigation in accordance with the governing law

These Terms shall be governed by and construed in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any legal proceedings arising from or related to these Terms shall be brought exclusively in the courts located in Quebec, Canada, and you hereby consent to the personal jurisdiction of such courts.

Neither party shall be liable for any failure or delay in performing their obligations due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemic, network infrastructure failures, or blockchain network disruptions.

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed from these Terms. All other provisions shall remain in full force and effect.

These Terms, together with our Privacy Policy and any project-specific agreements or statements of work, constitute the entire agreement between you and Moonvera regarding the subject matter herein and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.