Terms & Conditions

These Terms & Conditions ("Terms") govern your access to and use of the websites, applications and professional services made available by iTribeX, Inc. ("iTribeX", "we", "us"), a Delaware corporation with its principal place of business at 2261 Market Street, San Francisco, CA 94114.

By accessing this website, signing a Statement of Work ("SOW") or Master Services Agreement ("MSA") with us, or using any deliverable we provide, you agree to be bound by these Terms. If you do not agree, please do not use our services.

iTribeX provides custom software design, development and AI engineering services, including but not limited to web application development, mobile application development, UI/UX design, AI integration, cloud infrastructure and ongoing technical support. The specific scope, deliverables, timeline and fees applicable to a given engagement are set out in a written SOW signed by both parties.

Marketing materials, sample timelines and pricing on our website are illustrative only and do not constitute a binding offer.

You must be at least 18 years old and legally able to form a binding contract to engage iTribeX. If you are accepting these Terms on behalf of an organization, you represent that you have authority to bind that organization.

If our engagement requires you to create an account on a project portal, you are responsible for keeping your credentials secure and for all activity that occurs under your account. Notify us immediately at security@itribex.com of any unauthorized access.

When using our website, project portals or any deliverable, you agree not to:

• Reverse engineer, decompile or attempt to extract source code, except as expressly permitted by the SOW or applicable law;
• Use our services to transmit malware, conduct security probes, or interfere with the operation of our infrastructure;
• Use our deliverables in any unlawful, deceptive, harassing, defamatory or fraudulent activity;
• Misrepresent your identity or your authority to act on behalf of an organization;
• Resell, sublicense or commercially redistribute our work product outside the scope granted in the SOW.

We take intellectual property seriously. Ownership of deliverables is typically governed by your specific SOW, but unless otherwise stated:

You retain ownership of all content, data, brand assets, trademarks and confidential materials you provide to us ("Client Materials"). You grant iTribeX a limited license to use Client Materials solely as needed to perform the services and deliver the work product. You represent that you own or have the necessary rights to share Client Materials with us.

Fees, payment milestones and currency are set out in each SOW. Unless stated otherwise:

• Invoices are payable within 14 days of issuance via wire, ACH or credit card;
• Late payments accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law;
• All fees are exclusive of applicable taxes, which are your responsibility;
• Out-of-pocket expenses (travel, third-party software, infrastructure) are billed at cost with prior written approval.

Each party agrees to keep the other party's non-public business, technical and financial information confidential, to use it only as needed to perform under the engagement, and to protect it with the same degree of care it uses for its own confidential information (and no less than reasonable care). Confidentiality obligations survive termination for five (5) years.

iTribeX warrants that services will be performed in a professional and workmanlike manner consistent with industry standards, and that deliverables will substantially conform to the specifications in the SOW for thirty (30) days after acceptance.

To the maximum extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost data or business interruption, regardless of the cause of action.

Each party's aggregate liability arising out of or relating to a given engagement will not exceed thefees actually paid to iTribeX under the applicable SOW in the twelve (12) months immediately preceding the event giving rise to the claim.

iTribeX will defend you against any third-party claim that the deliverables infringe a US patent, copyright or registered trademark, and will indemnify you for damages awarded by a court of competent jurisdiction or paid in a settlement we approve. This obligation does not apply to claims arising from Client Materials, modifications you make without our consent, or use of the deliverables outside the scope of the license granted.

You agree to defend and indemnify iTribeX against any third-party claim arising from Client Materials, your use of the deliverables in violation of these Terms, or your violation of applicable law.

These Terms remain in effect while you use our website or services. Either party may terminate an active SOW for material breach if the breaching party fails to cure within thirty (30) days of written notice, or immediately upon insolvency or assignment for the benefit of creditors.

Upon termination, you will pay for all services performed and expenses incurred through the effective date of termination, and we will deliver work-in-progress as it exists. Sections that by their nature should survive (IP, confidentiality, liability, indemnification, governing law) survive termination.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms will be resolved exclusively in the state or federal courts located in San Francisco County, California, and the parties consent to personal jurisdiction there.

The parties will first attempt in good faith to resolve any dispute through written notice and a 30-day informal escalation period before filing suit, except for actions seeking equitable relief.

We may update these Terms from time to time. The 'Effective' date at the top reflects the most recent revision. Material changes will be communicated to active clients via email at least thirty (30) days before they take effect. Continued use of our website or services after that date constitutes acceptance of the revised Terms.

Questions about these Terms? Reach our legal team at:

iTribeX, Inc. Attn: Legal 2261 Market Street, STE 5 #392 San Francisco, CA 94114

legal@itribex.com · +1 (650) 248 5122