1. Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and SENDERMIX LLC ("SenderMix," "we," "us," or "our"), a limited liability company registered in Wyoming, United States. By accessing our website at sendermix.org (the "Site") or engaging our services, you agree to be bound by these Terms.
If you are using our services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
2. Services Description
SenderMix provides artificial intelligence development and consulting services, including but not limited to: custom AI development, intelligent automation, conversational AI systems, AI analytics, full-stack platform development, and AI security auditing (collectively, the "Services").
The specific scope, deliverables, timeline, and fees for any engagement will be defined in a separate Statement of Work ("SOW") or Service Agreement mutually agreed upon by both parties. These Terms govern the general relationship, while the SOW governs project-specific details.
3. Client Obligations
As a client, you agree to:
- Provide accurate and complete information necessary for the delivery of Services
- Respond to requests for feedback, approvals, or information in a timely manner
- Ensure that any materials, data, or content you provide to us do not infringe on third-party rights
- Comply with all applicable laws and regulations in your use of deliverables
- Maintain the security of any account credentials or access provided to you
4. Intellectual Property
Pre-Existing IP: Each party retains all rights, title, and interest in its pre-existing intellectual property. SenderMix's pre-existing tools, frameworks, libraries, and methodologies remain the exclusive property of SenderMix.
Work Product: Upon full payment of all fees due, ownership of custom-developed work product specifically created for you under an SOW will be transferred to you, unless otherwise specified in the SOW. SenderMix retains a non-exclusive, royalty-free license to use general knowledge, skills, experience, techniques, and know-how gained during the engagement.
Third-Party Components: Deliverables may incorporate open-source software or third-party components subject to their respective licenses. We will disclose such components and applicable license terms.
5. Fees and Payment
Fees for Services will be as specified in the applicable SOW. Unless otherwise agreed:
- Invoices are due within thirty (30) days of receipt
- Late payments may incur a monthly interest charge of 1.5% on the outstanding balance, or the maximum rate permitted by applicable law, whichever is lower
- We reserve the right to suspend work for projects with overdue payments
All fees are quoted in US dollars and are exclusive of applicable taxes, which are the responsibility of the Client.
6. Confidentiality
Both parties agree to maintain the confidentiality of any non-public information disclosed by the other party during the course of the engagement ("Confidential Information"). Confidential Information includes, but is not limited to, business plans, technical data, financial information, and proprietary methodologies.
Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law or legal process.
Confidentiality obligations survive the termination of these Terms for a period of three (3) years.
7. Warranties and Disclaimers
Our Warranty: We warrant that we will perform the Services with reasonable skill and care, in accordance with industry standards. We will correct any material defects in deliverables that are reported in writing within thirty (30) days of delivery, at no additional cost.
Disclaimer: EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OR AN APPLICABLE SOW, THE SERVICES AND DELIVERABLES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
AI-Specific Disclaimer: AI and machine learning systems inherently involve uncertainty. We do not guarantee specific accuracy rates, performance metrics, or business outcomes unless explicitly stated in an SOW. AI model performance may vary based on input data quality, environmental changes, and other factors beyond our control.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- SENDERMIX'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO SENDERMIX IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM
- IN NO EVENT SHALL SENDERMIX BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL
9. Indemnification
You agree to indemnify, defend, and hold harmless SenderMix and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) your breach of these Terms; (b) your use of deliverables in violation of applicable law; or (c) any materials or data you provide that infringe third-party rights.
10. Term and Termination
These Terms remain in effect for the duration of our business relationship. Either party may terminate an SOW with thirty (30) days' written notice. Upon termination: (a) you shall pay all fees for work completed through the termination date; (b) we will deliver all completed work product subject to payment; and (c) each party shall return or destroy the other's Confidential Information.
11. Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in Wyoming, and you consent to the personal jurisdiction of such courts.
12. General Provisions
- Entire Agreement: These Terms, together with any applicable SOW, constitute the entire agreement between the parties and supersede all prior discussions and agreements.
- Amendments: No amendment to these Terms shall be effective unless in writing and signed by both parties.
- Waiver: The failure of either party to enforce any provision of these Terms shall not constitute a waiver of that provision.
- Severability: If any provision is found to be unenforceable, the remaining provisions shall remain in full force and effect.
- Assignment: You may not assign these Terms without our prior written consent.
13. Contact
For questions about these Terms, please contact us:
SENNDERMIX LLC
Email: contact@sendermix.org
Location: Wyoming, United States