Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and TDV LLC, doing business as TDV Core ("Company," "we," "our," or "us"), governing your access to and use of our website located at www.tdvcore.buzz and all related services, features, content, and applications (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access or use 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 the Services after such changes constitutes acceptance of the modified Terms.

2. Eligibility

By using our Services, you represent and warrant that:

• You are at least 18 years of age or the age of majority in your jurisdiction
• You have the legal capacity to enter into binding contracts
• You are not prohibited from using the Services under applicable laws
• All information you provide is accurate, current, and complete
• You will maintain the accuracy of such information

If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

3. Services Description

TDV Core provides professional computer systems design and technical services, including but not limited to:

• Computer integrated systems design and implementation
• Management and technical consulting services
• Scientific research and development
• Specialized design services
• Architectural and engineering services
• Security and compliance solutions
• Professional and technical support

The specific scope, deliverables, timelines, and pricing for services will be detailed in separate service agreements, statements of work, or proposals ("Service Agreements"). In the event of any conflict between these Terms and a Service Agreement, the Service Agreement shall prevail with respect to the specific services covered.

4. User Accounts

4.1 Account Creation

To access certain features of our Services, you may be required to create an account. When creating an account, you must:

• Provide accurate, complete, and current information
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Notify us immediately of any unauthorized access or security breach
• Accept responsibility for all activities that occur under your account

4.2 Account Termination

We reserve the right to suspend or terminate your account at any time, with or without notice, for:

• Violation of these Terms
• Fraudulent, abusive, or illegal activity
• Extended periods of inactivity
• Request by law enforcement or government agencies
• Any other reason at our sole discretion

You may terminate your account at any time by contacting us at contact@tdvcore.buzz.

5. Acceptable Use Policy

You agree to use our Services only for lawful purposes and in accordance with these Terms. You agree NOT to:

• Violate any applicable local, state, national, or international law or regulation
• Infringe upon or violate our intellectual property rights or the rights of others
• Transmit any harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable content
• Impersonate or attempt to impersonate the Company, employees, other users, or any other person or entity
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Services
• Use the Services in any manner that could disable, overburden, damage, or impair the site
• Use any robot, spider, or other automatic device to access the Services without permission
• Introduce any viruses, trojan horses, worms, logic bombs, or other malicious material
• Attempt to gain unauthorized access to any portion of the Services or related systems
• Engage in any data mining, data harvesting, or data extracting activities
• Use the Services to transmit unsolicited advertising or promotional materials
• Interfere with or circumvent security features of the Services

6. Intellectual Property Rights

6.1 Our Intellectual Property

The Services and all content, features, and functionality (including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, and the design, selection, and arrangement thereof) are owned by TDV Core, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business purposes. This license does not include any right to:

• Modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any content or information obtained from the Services
• Use the Services for any commercial purpose without our express written consent
• Remove any copyright, trademark, or other proprietary notices

6.2 User Content

You retain ownership of any content, data, or materials you submit, post, or transmit through the Services ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with providing and improving the Services.

You represent and warrant that you own or have the necessary rights to submit User Content and that such content does not violate any third-party rights or applicable laws.

6.3 Feedback

If you provide us with any feedback, suggestions, or ideas regarding the Services, you grant us the right to use such feedback without any obligation to you.

7. Payment Terms

7.1 Fees and Charges

Certain Services may require payment of fees. All fees are quoted in United States Dollars (USD) unless otherwise specified. You agree to pay all applicable fees as described in the relevant Service Agreement or invoice.

7.2 Payment Methods

We accept various payment methods as specified during the ordering process. You authorize us to charge your designated payment method for all fees incurred.

7.3 Invoicing and Due Dates

Invoices will be issued according to the terms specified in your Service Agreement. Payment is due within 30 days of the invoice date unless otherwise agreed in writing. Late payments may incur interest charges at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

7.4 Taxes

All fees are exclusive of applicable taxes, duties, or similar governmental assessments, including sales, use, value-added, and withholding taxes. You are responsible for paying all such taxes except those based on our net income.

7.5 Refunds

Refund policies will be specified in individual Service Agreements. Generally, fees paid for services already rendered are non-refundable.

8. Confidentiality

Both parties acknowledge that they may have access to confidential information of the other party. "Confidential Information" includes all non-public information, whether written or oral, that is designated as confidential or that reasonably should be considered confidential given the nature of the information and circumstances of disclosure.

Each party agrees to:

• Maintain the confidentiality of the other party's Confidential Information
• Use Confidential Information only for purposes related to the Services
• Not disclose Confidential Information to third parties without prior written consent
• Protect Confidential Information using the same degree of care used for its own confidential information, but no less than reasonable care
• Return or destroy Confidential Information upon request or termination of the relationship

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of these Terms; (b) was rightfully known prior to disclosure; (c) is rightfully received from a third party without breach of confidentiality obligations; or (d) is independently developed without use of Confidential Information.

9. Warranties and Disclaimers

9.1 Limited Warranty

We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards. Any specific warranties will be detailed in individual Service Agreements.

9.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OR A SERVICE AGREEMENT, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

WE DO NOT WARRANT THAT:

• The Services will be uninterrupted, timely, secure, or error-free
• The results obtained from use of the Services will be accurate or reliable
• The quality of any products, services, information, or other material obtained through the Services will meet your expectations
• Any errors in the Services will be corrected

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TDV CORE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

11. Indemnification

You agree to defend, indemnify, and hold harmless TDV Core, its affiliates, and their respective officers, directors, employees, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms
• Your use of the Services
• Your User Content
• Your violation of any rights of another party
• Your violation of any applicable laws or regulations

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

12. Term and Termination

12.1 Term

These Terms commence when you first access or use the Services and continue until terminated in accordance with this section.

12.2 Termination by You

You may terminate these Terms at any time by discontinuing use of the Services and closing your account.

12.3 Termination by Us

We may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason, including breach of these Terms.

12.4 Effect of Termination

Upon termination:

• Your right to use the Services will immediately cease
• You must cease all use of the Services
• Provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability
• You remain liable for all fees and charges incurred prior to termination

13. Dispute Resolution

13.1 Informal Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services, the parties agree to first attempt to resolve the matter informally by contacting us at contact@tdvcore.buzz.

13.2 Binding Arbitration

If the dispute cannot be resolved informally within 30 days, the parties agree to resolve the dispute through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration will be conducted in Riverside, California, unless otherwise agreed by the parties.

13.3 Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the dispute between you and us individually. To the full extent permitted by law, no arbitration or proceeding shall be joined with any other, no dispute shall be arbitrated on a class-action basis, and you waive any right to participate in a class-action lawsuit or class-wide arbitration.

13.4 Exceptions

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

14. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions.

Any legal action or proceeding arising out of or relating to these Terms (other than those subject to arbitration) shall be brought exclusively in the federal or state courts located in Riverside County, California, and you consent to the personal jurisdiction of such courts.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy and any Service Agreements, constitute the entire agreement between you and TDV Core regarding the Services and supersede all prior agreements and understandings.

15.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15.3 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this section shall be void.

15.5 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15.6 Notices

All notices under these Terms shall be in writing and shall be deemed given when delivered personally, sent by confirmed email, or sent by certified or registered mail, return receipt requested, to the addresses specified in these Terms or as updated by either party.

15.7 Relationship of Parties

The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties.

15.8 Third-Party Beneficiaries

These Terms are for the benefit of the parties only and are not intended to confer any rights upon any third party.

16. Contact Information

For questions or concerns regarding these Terms of Service, please contact us:

17. Acknowledgment

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND AGREE TO BE BOUND BY THEM.