1. Acceptance of Terms
These Terms of Service (Terms) govern your access to and use of the website at https://www.dcfmodeling.buzz (the Website) and any professional consulting, design, or technical services (Services) provided by DCF Modeling LLC, a limited liability company organized under the laws of the State of Utah, with its principal office in South Salt Lake, Utah (we, us, or DCF Modeling).
By accessing the Website, submitting an inquiry, or engaging our Services, you represent that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are accepting on behalf of an organization, you represent that you have the authority to bind that organization. If you do not agree, do not use the Website or Services.
2. Definitions
For purposes of these Terms:
- Agreement means these Terms together with any statements of work, proposals, or purchase orders executed between you and DCF Modeling.
- Content means all text, graphics, images, logos, documents, data, and other materials available on or through the Website.
- Client means the individual or entity that engages DCF Modeling to perform Services.
- Deliverables means all work product, designs, architectures, documentation, reports, configurations, and other materials produced by DCF Modeling in the course of performing Services.
- Intellectual Property means patents, copyrights, trade secrets, trademarks, and any other proprietary rights recognized under applicable law.
3. Description of Services
DCF Modeling provides Computer Systems Design and Related Services including, but not limited to, network architecture design, cloud infrastructure planning, cybersecurity assessments, data center design, systems integration, disaster recovery planning, IT strategy consulting, and ongoing technical support.
Specific scope, deliverables, timelines, fees, and acceptance criteria for each engagement are defined in a separate statement of work or proposal executed by both parties. In the event of a conflict between these Terms and a signed statement of work, the statement of work shall control unless expressly stated otherwise.
4. Use of the Website
You agree to use the Website only for lawful purposes and in a manner that does not infringe upon or restrict anyone else enjoyment and use of the Website. You agree not to:
- Submit false, misleading, or fraudulent information through any form or communication channel.
- Attempt to gain unauthorized access to our systems, servers, or networks.
- Introduce malware, viruses, or other harmful code.
- Interfere with or disrupt the integrity or performance of the Website.
- Scrape, harvest, or systematically extract data from the Website without prior written consent.
- Impersonate any person or entity or misrepresent your affiliation with any person or entity.
Warning: Unauthorized use of the Website may give rise to a claim for damages and may constitute a criminal offense. We reserve the right to investigate and pursue legal action against any unauthorized use.
5. Intellectual Property Rights
5.1 Our Intellectual Property
All Content on the Website, including branding, design elements, copy, software code, and underlying methodologies, is owned by or licensed to DCF Modeling and protected by applicable intellectual property laws. No license or right is granted to use any of our trademarks, service marks, or logos without prior written consent.
5.2 Deliverables and Work Product
Unless otherwise specified in a statement of work, upon full payment of all fees, DCF Modeling grants Client a non-exclusive, non-transferable license to use Deliverables for Client internal business purposes. Pre-existing intellectual property, frameworks, tools, and general knowledge retained by DCF Modeling remain our exclusive property.
5.3 Client Materials
You retain ownership of any materials, configurations, data, or systems you provide to us (Client Materials). By providing Client Materials, you grant DCF Modeling a limited license to access and use them solely for the purpose of performing the Services.
6. Fees and Payment
Fees for Services are set forth in the applicable statement of work or proposal. Unless otherwise agreed:
- Invoices are payable within thirty days of the invoice date.
- Late payments accrue interest at a rate of one and one-half percent per month or the maximum permitted by law, whichever is less.
- We reserve the right to suspend work on any engagement where invoices are more than fifteen days overdue.
- Any applicable taxes, duties, or governmental charges are the responsibility of the Client unless we are legally required to collect them.
7. Confidentiality
Each party agrees to hold confidential information of the other party in confidence and to use such information only for purposes of performing obligations or exercising rights under this Agreement. Confidential information excludes information that:
- Is or becomes publicly available through no fault of the receiving party.
- Was already known to the receiving party before disclosure.
- Is independently developed without use of confidential information.
- Is disclosed with prior written approval of the disclosing party.
These confidentiality obligations survive termination of any engagement for a period of five years.
8. Warranties and Disclaimers
8.1 Our Warranties
DCF Modeling warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards. We do not warrant that any specific business outcome, uptime percentage, or performance metric will be achieved unless expressly defined in a statement of work.
8.2 Disclaimer
THE WEBSITE AND ALL CONTENT ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, DCF MODELING DISCLAIMS ALL WARRANTIES INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DCF MODELING, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF THE WEBSITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.
OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO DCF MODELING DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THESE LIMITATIONS SHALL NOT APPLY TO LIABILITY ARISING FROM GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD.
10. Indemnification
You agree to indemnify, defend, and hold harmless DCF Modeling and its officers, directors, employees, and agents from and against any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys fees) arising out of or related to:
- Your breach of these Terms.
- Your use of the Website or Services in a manner not authorized by us.
- Your violation of any law or the rights of any third party.
- Client Materials that infringe the intellectual property rights of a third party.
11. Term and Termination
These Terms remain in effect until terminated. We may terminate or suspend your access to the Website at any time, without notice, for conduct that we believe violates these Terms or is harmful to us, other users, or third parties.
Either party may terminate an active engagement by providing thirty days written notice. Termination does not relieve either party of obligations that by their nature should survive termination, including payment obligations, confidentiality, intellectual property rights, and limitation of liability.
12. Governing Law and Dispute Resolution
These Terms are governed by and construed in accordance with the laws of the State of Utah without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration conducted in Salt Lake County, Utah, in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in any court of competent jurisdiction.
Class Action Waiver: YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.
13. Force Majeure
Neither party shall be liable for any delay or failure to perform resulting from causes beyond their reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, power failures, internet outages, governmental actions, or other force majeure events.
14. General Provisions
- Entire Agreement: These Terms, together with the Privacy Policy and any executed statements of work, constitute the entire agreement between you and DCF Modeling regarding the subject matter hereof.
- Severability: If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
- Waiver: Failure to enforce any right or provision does not constitute a waiver of future enforcement.
- Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
- Amendments: We may revise these Terms from time to time. Material changes will be posted on the Website with an updated effective date.
- Notices: Formal notices should be sent to assist@dcfmodeling.buzz or to our mailing address listed in Section 15.
15. Contact Information
For questions regarding these Terms of Service, please contact us:
DCF Modeling LLC
346 E 2700 S
South Salt Lake, UT 84115-3215
United States
Email: assist@dcfmodeling.buzz
Phone: +1 385 365 0384