Terms of Service

1. Introduction and Acceptance

These Terms of Service (the "Terms") constitute a legally binding agreement between you ("you", "your", "user") and Destinum LLC, a Wyoming limited liability company with its principal place of business at 30 N Gould St Ste 62090, Sheridan, WY 82801, United States ("Destinum", "we", "us", or "our"), regarding your access to and use of our websites located at https://destinum.us and https://destinum.app (collectively, the "Sites"), as well as any services, consultations, proposals, development work, or other engagements we provide (collectively, the "Services").

By accessing or using the Sites or Services, or by clicking "I Agree" (or similar), you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity.

If you do not agree, you must immediately cease all use of the Sites and Services.

2. Definitions

"Client" means any individual or entity that engages Destinum for Services, including but not limited to quote requests, project agreements, or retainers.
"Content" means any text, files, images, designs, code, software, deliverables, or other materials provided by or to Destinum in connection with the Services.
"Intellectual Property" means all patents, copyrights, trademarks, trade secrets, and other intellectual property rights.

3. Use of the Sites

You may use the Sites solely for lawful purposes and in accordance with these Terms. You agree not to:

Use the Sites in violation of any applicable law;
Attempt unauthorized access, interference, or disruption;
Engage in data mining, scraping, or automated collection;
Transmit defamatory, obscene, or harmful material;
Impersonate any person or misrepresent affiliation.

4. Services and Client Engagements

All Services are governed by a separate written agreement, proposal, statement of work, or accepted quote ("Service Agreement"). In case of conflict, the Service Agreement prevails.

Unless expressly stated otherwise in the Service Agreement:

Timelines and estimates are non-binding;
Scope changes require written approval and may incur additional fees;
Deliverables are licensed (not sold) to Client for the agreed purpose;
Destinum retains rights to pre-existing tools, frameworks, libraries, and general knowledge.

5. Intellectual Property

Upon full payment of all fees under the Service Agreement, Destinum grants Client a perpetual, non-exclusive, worldwide, royalty-free license to use the final deliverables for the intended purpose. Destinum retains ownership of all pre-existing materials, tools, code libraries, templates, and methodologies.

Client grants Destinum a limited license to use Client-provided materials solely to perform the Services. Client warrants it has all necessary rights to such materials.

6. Payments and Fees

Client shall pay all fees as specified in the Service Agreement. Payments are non-refundable unless otherwise stated. Late payments accrue interest at 1.5% per month or the maximum lawful rate. Destinum may suspend Services for non-payment.

7. Warranties and Disclaimers

Destinum warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards. EXCEPT AS EXPRESSLY STATED HEREIN OR IN A SERVICE AGREEMENT, ALL SERVICES, DELIVERABLES, AND THE SITES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DESTINUM SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR OTHER INTANGIBLE LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL DESTINUM'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, ANY SERVICE AGREEMENT, OR THE SERVICES EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO DESTINUM UNDER THE APPLICABLE SERVICE AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Specifically, Destinum shall have no liability for:

Any failure, downtime, interruption, delay, or degradation of performance caused by third-party hosting providers, cloud services, CDNs, servers, internet service providers, or infrastructure outside of Destinum's direct control;
Errors, unavailability, rate limiting, deprecation, changes in functionality, or other issues with third-party APIs, SDKs, libraries, services, platforms, or integrations (including but not limited to Apple, Google, Firebase, AWS, Stripe, payment gateways, analytics providers, or social media APIs);
Any third-party code, dependencies, open-source components, or frameworks used in the Services;
Force majeure events, including acts of God, war, terrorism, pandemics, governmental actions, natural disasters, strikes, or other events beyond reasonable control;
Any matters, acts, or omissions not reasonably within Destinum's direct control or foreseeable responsibility under the Service Agreement.

9. Indemnification

Client agrees to indemnify, defend, and hold harmless Destinum, its officers, directors, employees, and agents from any claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising from Client's breach of these Terms, misuse of deliverables, infringement of third-party rights by Client-provided materials, or Client's instructions or specifications.

10. Termination

Either party may terminate a Service Agreement for material breach with written notice and a reasonable cure period (if curable). Upon termination, Client shall pay all outstanding fees for work performed. Provisions concerning payment, intellectual property, limitation of liability, indemnification, and governing law survive termination.

11. Governing Law and Dispute Resolution

These Terms and any Service Agreement are governed by the laws of the State of Wyoming, without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the state or federal courts located in Sheridan County, Wyoming. Each party waives any objection to venue or inconvenience of forum.

12. Miscellaneous

These Terms, together with any Service Agreement, constitute the entire agreement between the parties and supersede all prior understandings. No waiver is effective unless in writing. If any provision is held invalid, the remainder remains in effect. Destinum may assign these Terms; Client may not without written consent.

13. Amendments

We may update these Terms at any time. Continued use of the Sites or Services after posting of revised Terms constitutes acceptance. It is your responsibility to review this page periodically.

Contact Us

If you have questions about these Terms, contact us at:

Destinum LLC
30 N Gould St Ste 62090
Sheridan, WY 82801, USA
Email: legal@destinum.us

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