Terms of Service | Fenix Venture

1. Acceptance of Terms

By accessing or using Fenix Venture's services, website, or any related materials (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use our Services.

Fenix Venture reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a revised "Last Updated" date. Your continued use of our Services after such changes constitutes acceptance of the modified Terms.

2. Description of Services

Fenix Venture provides AI strategy consulting, implementation services, and operational solutions designed to deliver measurable business outcomes. Our services may include, but are not limited to:

AI opportunity identification and ROI analysis
Custom AI solution development and deployment
Workflow automation and integration
Strategic consulting and advisory services
Training and support services

Specific deliverables, timelines, and success metrics will be defined in individual service agreements or statements of work ("SOW").

3. Client Obligations

To enable Fenix Venture to provide effective services, you agree to:

Provide timely, accurate, and complete information necessary for service delivery
Grant appropriate access to systems, data, and personnel as required
Designate authorized representatives for decision-making and approvals
Respond to requests for feedback, testing, and validation within agreed timeframes
Maintain the confidentiality of any proprietary methodologies, tools, or processes shared by Fenix Venture
Comply with all applicable laws and regulations in your use of our Services

4. Fees and Payment

Fees for Services will be specified in the applicable SOW or service agreement. Unless otherwise agreed in writing:

Invoices are due within thirty (30) days of receipt
Late payments may incur interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower
Fenix Venture may suspend services for accounts more than thirty (30) days past due
All fees are non-refundable except as expressly provided in a written agreement

You are responsible for all taxes, duties, and other governmental charges related to your use of our Services, excluding taxes based on Fenix Venture's net income.

5. Intellectual Property Rights

5.1 Fenix Venture Property

Fenix Venture retains all rights, title, and interest in and to:

Our proprietary methodologies, frameworks, templates, and tools
Pre-existing intellectual property and any improvements thereto
General knowledge, skills, and experience gained during service delivery

5.2 Client Property

You retain all rights to your pre-existing intellectual property, data, and confidential information.

5.3 Work Product

Ownership of custom deliverables and work product will be specified in the applicable SOW. Unless otherwise agreed, client-specific implementations and configurations will be owned by the client upon full payment, while Fenix Venture retains rights to underlying tools and methodologies.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of the engagement. This obligation includes:

Using confidential information only for purposes related to the Services
Implementing reasonable security measures to protect such information
Not disclosing confidential information to third parties without prior written consent
Returning or destroying confidential information upon request or termination of Services

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 independently developed; or (d) is received from a third party without breach of confidentiality obligations.

7. Data Privacy and Security

Fenix Venture is committed to protecting your data and privacy. We:

Implement industry-standard security measures to protect client data
Process personal data in accordance with applicable privacy laws and regulations
Use client data only for purposes of delivering the agreed Services
Do not sell or share client data with third parties for marketing purposes

For more information about our data practices, please refer to our Privacy Policy.

8. Warranties and Disclaimers

8.1 Services Warranty

Fenix Venture warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards. Any warranty claims must be made within thirty (30) days of service delivery.

8.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, Fenix Venture PROVIDES SERVICES "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

Fenix Venture does not warrant that Services will be uninterrupted, error-free, or meet specific business objectives or ROI targets, though we commit to working diligently toward agreed success metrics.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

Fenix Venture's total liability for any claims arising from or related to these Terms or the Services shall not exceed the total fees paid by you for the specific Services giving rise to the claim during the twelve (12) months preceding the claim
Fenix Venture shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, lost revenue, lost data, or business interruption
These limitations apply regardless of the legal theory of liability and even if Fenix Venture has been advised of the possibility of such damages

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so the above limitations may not apply to you.

10. Indemnification

You agree to indemnify, defend, and hold harmless Fenix Venture and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from:

Your use of the Services in violation of these Terms
Your violation of any applicable laws or regulations
Infringement of third-party rights by your data, content, or materials
Your negligence or willful misconduct

11. Termination

Either party may terminate an engagement:

For convenience with thirty (30) days' written notice
Immediately upon written notice if the other party materially breaches these Terms and fails to cure within fifteen (15) days of notice
Immediately if the other party becomes insolvent or files for bankruptcy

Upon termination:

You remain obligated to pay for all Services performed through the termination date
Fenix Venture will provide completed deliverables and transition assistance as agreed
Both parties will return or destroy confidential information as requested
Sections of these Terms that by their nature should survive (including confidentiality, intellectual property, limitation of liability, and dispute resolution) will continue in effect

12. Dispute Resolution

12.1 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve disputes through good-faith negotiation. Either party may initiate negotiation by providing written notice describing the dispute.

12.2 Mediation

If negotiation fails to resolve the dispute within thirty (30) days, the parties agree to participate in mediation before pursuing litigation or arbitration.

12.3 Governing Law

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

13. General Provisions

13.1 Entire Agreement

These Terms, together with any applicable SOW or service agreement, constitute the entire agreement between you and Fenix Venture regarding the Services and supersede all prior agreements and understandings.

13.2 Amendments

No amendment to these Terms will be effective unless made in writing and signed by authorized representatives of both parties.

13.3 Waiver

No waiver of any provision of these Terms shall be deemed or constitute a waiver of any other provision, nor shall any waiver constitute a continuing waiver.

13.4 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

13.5 Assignment

You may not assign or transfer these Terms or any rights hereunder without Fenix Venture's prior written consent. Fenix Venture may assign these Terms in connection with a merger, acquisition, or sale of substantially all assets.

13.6 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

13.7 Force Majeure

Neither party shall be liable for failure to perform obligations due to causes beyond reasonable control, including natural disasters, war, terrorism, labor disputes, or government actions.

14. Contact Information

For questions about these Terms, please contact us at:

Fenix Venture
Email: hello@fenixventure.com
Website: https://fenixventure.com