LEGAL

Last Updated: December 2024

1. Agreement Overview

These Terms of Service ("Agreement") constitute a legally binding contract between you ("Customer," "you," or "your") and LetParley SRL ("Company," "we," "our," or "us") governing your access to and use of our platform, services, and software solutions.

By accessing or using our services, you acknowledge that you have read, understood, and agree to be bound by these terms.

2. Service Description

LetParley provides:

• Custom Development: Bespoke software solutions tailored to your business needs
• Automation & AI: Intelligent automation systems and AI-powered solutions
• StartUp Studio: Comprehensive support for building and launching new ventures
• Consulting Services: Technical strategy and implementation guidance

3. Account Registration

3.1 Eligibility

To use our services, you must:

• Be at least 18 years of age
• Have the authority to enter into this Agreement
• Provide accurate and complete registration information
• Maintain the security of your account credentials

3.2 Account Responsibilities

You are responsible for all activities that occur under your account. Notify us immediately of any unauthorized access or security breaches.

4. Service Plans and Pricing

4.1 Custom Pricing

Our services are priced based on project scope, complexity, and duration. We provide detailed proposals and statements of work for all engagements.

4.2 Payment Terms

• Payment schedules are defined in individual project agreements
• Invoices are due within 30 days unless otherwise specified
• Late payments may incur interest charges as permitted by law
• All fees are exclusive of applicable taxes

5. Acceptable Use Policy

5.1 Permitted Use

You agree to use our services only for lawful purposes and in accordance with this Agreement.

5.2 Prohibited Activities

You may not:

• Use our services for any illegal or unauthorized purpose
• Violate any applicable laws or regulations
• Infringe upon the rights of others
• Transmit harmful code, viruses, or malicious software
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the integrity of our services
• Resell or redistribute our services without authorization
• Use our services to send spam or unsolicited communications

6. Intellectual Property

6.1 Company IP

LetParley retains all rights, title, and interest in our proprietary technology, methodologies, tools, and pre-existing intellectual property.

6.2 Customer IP

You retain ownership of your data, content, and pre-existing intellectual property that you provide to us.

6.3 Work Product

Ownership of custom-developed work product is defined in individual project agreements. Typically, upon full payment, customers receive full ownership of custom code developed specifically for their project.

7. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information disclosed during the course of our engagement. This includes business information, technical data, trade secrets, and any other information marked as confidential.

8. Data Protection and Privacy

Our collection and use of personal information is governed by our Privacy Policy. We implement appropriate technical and organizational measures to protect your data in accordance with applicable data protection laws.

9. Service Availability

9.1 Uptime Commitment

We strive to maintain high availability for our hosted services. Specific uptime commitments are defined in individual service level agreements (SLAs).

9.2 Maintenance

We may perform scheduled maintenance that temporarily affects service availability. We will provide reasonable advance notice of planned maintenance.

10. Warranties and Disclaimers

10.1 Service Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards.

10.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, OUR SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LETPARLEY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF OUR SERVICES.

Our total liability for any claims arising under this Agreement shall not exceed the amounts paid by you to us during the twelve (12) months preceding the claim.

12. Indemnification

You agree to indemnify and hold harmless LetParley, its officers, directors, employees, and agents from any claims, damages, or expenses arising from:

• Your violation of this Agreement
• Your use of our services
• Your violation of any third-party rights
• Your violation of applicable laws

13. Term and Termination

13.1 Term

This Agreement remains in effect until terminated by either party or upon completion of the services.

13.2 Termination for Convenience

Either party may terminate this Agreement with 30 days' written notice, subject to payment for services rendered.

13.3 Termination for Cause

Either party may terminate immediately for material breach if the breach is not cured within 15 days of written notice.

13.4 Effect of Termination

Upon termination:

• All licenses granted hereunder will terminate
• You must pay all outstanding fees
• We will provide reasonable assistance in data migration
• Confidentiality obligations survive termination

14. Dispute Resolution

14.1 Governing Law

This Agreement shall be governed by the laws of Costa Rica without regard to conflict of law principles.

14.2 Arbitration

Any disputes arising under this Agreement shall be resolved through binding arbitration in accordance with applicable arbitration rules.

15. General Provisions

15.1 Entire Agreement

This Agreement, together with any applicable project agreements, constitutes the entire agreement between the parties.

15.2 Modifications

We reserve the right to modify these terms at any time. Material changes will be communicated via email or platform notification.

15.3 Severability

If any provision of this Agreement is found unenforceable, the remaining provisions shall continue in full force and effect.

15.4 Assignment

You may not assign this Agreement without our prior written consent. We may assign our rights and obligations to a successor entity.

15.5 Force Majeure

Neither party shall be liable for delays or failures due to circumstances beyond their reasonable control.

16. Contact Information

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