Terms of Service

Agreement to Terms

By accessing or using CodeNex Engineering's website and services, you agree to be bound by these Terms of Service. If you disagree with any part of these terms, you may not access our services.

Services

CodeNex Engineering provides software engineering, cloud migration, legacy system modernization, and related consulting services. Our services include but are not limited to:

• Custom software development
• Cloud infrastructure migration and optimization
• Legacy system modernization
• Managed hosting services
• Technical consulting and support

Engagement Terms

Project-Based Work

Project engagements are governed by individual statements of work (SOW) or contracts. Payment terms, deliverables, and timelines are specified in each SOW.

Retainer Services

Support retainer services are month-to-month agreements. Either party may cancel with 30 days written notice. Unused hours may roll over as specified in your service agreement.

Hosting Services

Managed hosting services are billed monthly. We reserve the right to suspend services for non-payment or violation of acceptable use policies.

Payment Terms

• Project Work: 50% deposit required to begin work, remainder due upon completion or via milestone payments as specified in SOW
• Monthly Services: Billed in advance on the 1st of each month
• Late Payments: 1.5% monthly interest on overdue balances
• Accepted Methods: Credit cards, ACH transfers, wire transfers

Intellectual Property

Client Work

Upon full payment, all custom code and deliverables developed specifically for you become your property, unless otherwise specified in your contract.

Our Tools & Libraries

We retain ownership of our proprietary tools, libraries, and methodologies. You receive a license to use them as part of your project.

Confidentiality

We maintain strict confidentiality of all client information and code. We will sign NDAs upon request before detailed discussions. We do not share your proprietary information with third parties except as necessary to provide services.

Warranties and Disclaimers

Service Warranties

We warrant that:

• Services will be performed in a professional and workmanlike manner
• We have the right to provide the services
• Our work will not infringe on third-party intellectual property rights

Disclaimers

EXCEPT AS EXPRESSLY PROVIDED, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. WE DO NOT GUARANTEE SPECIFIC BUSINESS RESULTS OR OUTCOMES.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM. WE ARE NOT LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES.

Acceptable Use

You agree not to use our services to:

• Violate any laws or regulations
• Infringe on third-party intellectual property rights
• Distribute malware or engage in hacking
• Send spam or unsolicited communications
• Host illegal or harmful content

Termination

We may terminate services immediately if you breach these terms. Upon termination, you must pay for all services rendered. For monthly services, termination requires 30 days written notice.

Modifications to Terms

We reserve the right to modify these terms at any time. We will provide notice of material changes. Continued use of our services after changes constitutes acceptance.

Governing Law

These terms are governed by the laws of the United States and the state in which CodeNex Engineering is registered, without regard to conflict of law provisions.

Contact Information

For questions about these Terms of Service, please contact us: