Please read these terms carefully before using our website or engaging Aeedxork Inc for professional services. They govern our relationship and protect both parties.
Agreement Notice: By accessing our website or engaging our services, you agree to be bound by these Terms of Service. If you do not agree, please do not use our website or services.
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "User," or "you") and Aeedxork Inc ("Aeedxork," "Company," "we," "us," or "our"), a company incorporated in the United States with its principal place of business at 1500 N Grant St Ste R, Denver, CO 80203.
By: (a) accessing or using our website at www.aeedxork.shop; (b) submitting an inquiry or contact form; (c) entering into a separate service agreement or statement of work with us; or (d) otherwise engaging our services — you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.
If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms. If you do not have such authority, you must not accept these Terms or use our services.
Professional services engagements are governed by these Terms together with any applicable Statement of Work or service agreement signed by both parties. In the event of a conflict between these Terms and a signed SOW, the terms of the SOW shall control with respect to that specific engagement.
Aeedxork will perform Services as described in the applicable SOW. Any changes to the scope, timeline, or deliverables must be documented in a written change order mutually agreed upon by both parties. Aeedxork reserves the right to decline scope changes that are unreasonable or inconsistent with the original engagement terms.
You agree to:
Aeedxork may engage qualified subcontractors or third-party specialists to assist in delivering Services. We remain responsible for the work of our subcontractors and require them to maintain confidentiality and comply with our quality standards.
Unless otherwise specified in an SOW, Deliverables will be deemed accepted if you do not provide written notification of material defects within ten (10) business days of delivery. Minor deficiencies that do not materially affect functionality do not constitute grounds for rejection.
You may use our Website for lawful purposes, to learn about our services, and to contact us. You agree not to use the Website in any manner that:
When you submit information through contact forms or other Website features, you grant Aeedxork a non-exclusive, royalty-free license to use that content solely for the purpose of responding to your inquiry and providing our services. We do not claim ownership of content you submit.
We strive to maintain continuous Website availability but do not guarantee uninterrupted access. We reserve the right to modify, suspend, or discontinue any aspect of the Website at any time without notice.
All content on our Website, including text, graphics, logos, images, software, and design elements, is the property of Aeedxork Inc or its licensors and is protected by applicable copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works without our prior written consent.
Unless otherwise specified in a signed SOW, upon full payment of all applicable fees, Aeedxork assigns to you all rights, title, and interest in the custom Deliverables created specifically for your engagement. Aeedxork retains ownership of: (a) all pre-existing Aeedxork intellectual property; (b) general methodologies, frameworks, and know-how used in delivery; and (c) any tools, platforms, or components not created exclusively for your project. Aeedxork grants you a perpetual, non-exclusive license to use such retained materials as incorporated into your Deliverables.
You retain all ownership rights in Client Materials. You grant Aeedxork a limited, non-exclusive license to access and use Client Materials solely as necessary to perform the Services.
"Confidential Information" means any non-public information disclosed by either party to the other in connection with Services that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
Each party agrees to: (a) hold the other party's Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without prior written consent; and (c) use Confidential Information only for the purpose of fulfilling obligations under these Terms.
These obligations do not apply to information that: (i) is or becomes publicly available through no breach of this agreement; (ii) was rightfully known prior to disclosure; (iii) is independently developed without use of Confidential Information; or (iv) is required to be disclosed by law or court order, provided that the disclosing party gives prompt written notice to the other party.
Confidentiality obligations survive termination of these Terms for a period of five (5) years, or indefinitely with respect to trade secrets.
Fees for Services are as specified in the applicable SOW or service agreement. All fees are quoted in US Dollars (USD) unless otherwise stated.
Unless otherwise agreed in writing, invoices are due and payable within thirty (30) days of the invoice date. Aeedxork reserves the right to require a deposit prior to commencing work on engagements.
Overdue amounts are subject to a late payment charge of 1.5% per month (or the maximum rate permitted by law, whichever is lower), calculated from the due date. Aeedxork reserves the right to suspend Services for accounts more than thirty (30) days past due.
Fees are exclusive of applicable taxes. You are responsible for all applicable sales, use, value-added, or similar taxes, excluding taxes based on Aeedxork's net income.
Unless otherwise agreed, pre-approved out-of-pocket expenses incurred in delivering Services (such as travel, accommodation, and third-party software) will be billed at cost and included in invoices with supporting documentation.
Aeedxork represents and warrants that: (a) it has the legal right and authority to enter into these Terms; (b) the Services will be performed in a professional and workmanlike manner consistent with industry standards; and (c) the Deliverables will materially conform to the specifications set forth in the applicable SOW.
You represent and warrant that: (a) you have the authority to enter into these Terms; (b) Client Materials do not infringe any third-party intellectual property rights; and (c) you will comply with all applicable laws in connection with your use of our Services and Website.
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1, THE WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION. AEEDXORK DOES NOT WARRANT THAT THE WEBSITE WILL BE FREE FROM SECURITY VULNERABILITIES OR THAT ANY DEFECTS WILL BE CORRECTED.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AEEDXORK INC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OUR SERVICES OR WEBSITE, EVEN IF AEEDXORK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
In no event shall Aeedxork's total aggregate liability arising out of or related to any single engagement exceed the total fees paid by you to Aeedxork under the applicable SOW during the twelve (12) months immediately preceding the claim.
Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, Aeedxork's liability shall be limited to the greatest extent permitted by applicable law.
You agree to indemnify, defend, and hold harmless Aeedxork Inc and its officers, directors, employees, agents, and successors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
Aeedxork will provide prompt written notice of any claim subject to indemnification and will cooperate reasonably in the defense of such claim. You may not settle any such claim that imposes obligations on Aeedxork without our prior written consent.
These Terms remain in effect for as long as you use our Website or have an active service engagement with Aeedxork.
Either party may terminate a service engagement for convenience by providing thirty (30) days' written notice. Upon termination for your convenience, you agree to pay for all Services performed and expenses incurred through the termination date, plus any non-cancellable commitments made by Aeedxork on your behalf.
Either party may terminate a service engagement for cause if the other party: (a) materially breaches these Terms and fails to cure such breach within fifteen (15) days of written notice; (b) becomes insolvent or makes a general assignment for the benefit of creditors; or (c) ceases to conduct business in the ordinary course.
Upon termination: (a) each party shall return or destroy the other party's Confidential Information; (b) Aeedxork shall deliver any completed Deliverables upon receipt of payment for work performed; and (c) provisions that by their nature should survive termination — including Sections 5, 6, 8.3, 9, 10, 12, and 13 — shall survive.
Before initiating any formal dispute proceedings, the parties agree to attempt to resolve disputes through good-faith negotiation. Either party may initiate this process by providing written notice describing the nature of the dispute. The parties will have thirty (30) days to attempt resolution before proceeding to formal proceedings.
If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof shall be determined by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Denver, Colorado, or via remote proceedings if mutually agreed. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
Notwithstanding Section 12.2, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm, particularly with respect to intellectual property or confidentiality obligations.
To the extent permitted by law, you waive any right to participate in class action litigation or class-wide arbitration against Aeedxork.
These Terms shall be governed by and construed in accordance with the laws of the State of Colorado, United States, without regard to its conflict of law principles. Subject to the arbitration provisions in Section 12, you consent to the exclusive jurisdiction of the state and federal courts located in Denver County, Colorado, for any matters not subject to arbitration.
These Terms, together with our Privacy Policy and any applicable SOW or service agreement, constitute the entire agreement between you and Aeedxork with respect to the subject matter hereof and supersede all prior agreements, understandings, negotiations, and discussions between the parties.
Aeedxork reserves the right to update these Terms at any time. Material changes will be communicated via the Website with reasonable notice. Continued use of the Website or Services after the effective date of changes constitutes acceptance of the revised Terms.
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable.
Failure by either party to enforce any provision of these Terms shall not be deemed a waiver of future enforcement of that or any other provision.
You may not assign or transfer your rights or obligations under these Terms without Aeedxork's prior written consent. Aeedxork may freely assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.
Neither party shall be liable for any delay or failure to perform resulting from causes outside the reasonable control of that party, including acts of God, natural disasters, pandemics, war, terrorism, government actions, internet disruptions, or power failures, provided that the affected party gives prompt notice and uses commercially reasonable efforts to mitigate the impact.
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties.
All formal notices under these Terms shall be in writing and delivered by: (a) certified mail, return receipt requested; (b) overnight courier; or (c) email with confirmation of receipt — to the addresses specified herein or as updated by written notice.
For questions, concerns, or notices regarding these Terms of Service, please contact us:
Aeedxork Inc — Legal Department
1500 N Grant St Ste R, Denver, CO 80203, United States
Email: support@aeedxork.shop
Phone: +1 (678) 693-6156
Website: www.aeedxork.shop
Also see our Privacy Policy