By accessing or using the website located at https://www.lifacollective.lat and any of its subdomains, or by requesting, receiving, or using any services provided by Lifa Collective LLC, you agree to be bound by these Terms of Service, as well as any additional terms, conditions, policies, and agreements that may apply to specific services or interactions. If you do not agree to be bound by all of the terms and conditions contained in this document, you must not access or use our website and must refrain from requesting or using any of our services.
Lifa Collective LLC reserves the right, at its sole discretion, to modify, update, or replace these Terms of Service at any time and without prior notice. Changes become effective immediately upon posting to our website. Your continued access to or use of our website or services after any changes are posted constitutes your acceptance of the modified terms. We encourage you to review these Terms of Service periodically to ensure that you are aware of any changes. The most current version of these terms will always be available on our website and will supersede all previous versions.
If you are accessing or using our website or services on behalf of a company, partnership, association, government agency, or other legal entity, you represent and warrant that you have the full power and authority to bind that entity to these Terms of Service. In such case, references to you throughout this document refer to both the individual user and the entity on whose behalf you are acting. These Terms of Service apply to all visitors, users, clients, and others who access or use our website or services for any purpose.
Lifa Collective LLC provides professional computer systems design and related technology services within the Professional, Scientific, and Technical Services sector. Our service offerings are designed to help organizations plan, implement, and optimize their technology infrastructure to achieve their business objectives. Our specific services include information technology infrastructure planning and design, software architecture development and consulting, systems integration and interoperability solutions, cybersecurity assessment and risk management, cloud migration strategy and execution, data management and analytics solutions, and ongoing technology advisory and support services.
The scope, timeline, deliverables, and fees for specific projects and engagements are defined in separate written service agreements, statements of work, or project proposals that are signed by both parties. These Terms of Service govern your general use of our website and establish the baseline terms that apply to all interactions with Lifa Collective LLC. Project-specific terms, conditions, and obligations are detailed in individual service agreements. In the event of any conflict between these Terms of Service and a signed service agreement, the terms of the signed service agreement shall prevail to the extent of the inconsistency.
All services are provided subject to availability and capacity. Lifa Collective LLC reserves the right, in its sole discretion, to modify, suspend, or discontinue any aspect of its services, temporarily or permanently, with or without notice to affected clients. We will make reasonable efforts to provide notice of any significant changes that may affect active client engagements. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of any aspect of our services.
You agree to use our website and services in full compliance with all applicable local, state, national, and international laws, regulations, and ordinances. You are solely responsible for maintaining the confidentiality and security of any account credentials, user IDs, passwords, or other access credentials that we may provide to you in connection with your use of our services. You accept full responsibility for all activities that occur under your account or using your credentials, whether or not you have authorized such activities.
Prohibited activities include transmitting or introducing any viruses, worms, Trojan horses, ransomware, spyware, or other malicious or harmful code or software to our systems; attempting to gain unauthorized access to our servers, networks, databases, or other systems; interfering with the proper functioning of our website or services; collecting or harvesting any information about other users without their express consent; engaging in any activity that could damage, disable, overburden, or impair our infrastructure; and using our services for any illegal or unauthorized purpose or in violation of any applicable law.
You represent and warrant that all information you provide to Lifa Collective LLC in connection with your use of our website or services is true, accurate, current, and complete. You agree to maintain and promptly update any information that becomes inaccurate, incomplete, or outdated. You are responsible for notifying us immediately of any known or suspected unauthorized use of your account or any other breach of security. You agree to cooperate fully with our investigations of any suspected violations of these Terms of Service.
All content, materials, information, software, code, text, graphics, logos, button icons, images, audio clips, video clips, digital downloads, data compilations, and other materials that are made available on or through our website or that are created, developed, or provided in connection with our services are the exclusive property of Lifa Collective LLC, its affiliates, or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our website and its content for your personal or internal business purposes. You may download or print copies of content for such purposes provided that you retain all copyright, trademark, and other proprietary notices contained in the original content. Any other use, including reproduction, modification, distribution, transmission, republication, display, or performance of the content without our prior written consent is strictly prohibited.
Upon full and timely payment of all fees and charges due under a signed service agreement, and subject to your compliance with all terms and conditions of that agreement, we assign to you ownership of the specific work product, deliverables, and intellectual property expressly identified as deliverables in the applicable service agreement. Lifa Collective LLC retains all right, title, and interest in and to its pre-existing intellectual property, methodologies, tools, frameworks, and know-how, whether or not incorporated into deliverables, and grants you a perpetual, non-exclusive, royalty-free license to use such items solely as incorporated into and as necessary to use the deliverables for their intended purpose.
During the course of our business relationship, both parties may have access to or be exposed to confidential information of the other party. Confidential information includes, but is not limited to, non-public technical data, business plans and strategies, financial information, client lists, trade secrets, proprietary software and algorithms, product roadmaps, marketing plans, personnel information, and any other information that is marked as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure.
Each party agrees to hold the other party confidential information in strict confidence, to use it only for the purposes of performing obligations under any applicable service agreement, to disclose it only to those employees, contractors, and advisors who have a legitimate need to know and who are bound by confidentiality obligations at least as restrictive as those contained in this section, and to protect it using at least the same degree of care used to protect its own confidential information of similar nature, but in no event less than reasonable care.
The confidentiality obligations set forth in this section shall survive the termination of any service agreement and shall continue for a period of three years from the date of disclosure. These obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, that was already in the receiving party possession prior to disclosure, that is independently developed by the receiving party without use of or reference to the disclosing party confidential information, or that is required to be disclosed by applicable law or court order, provided that the receiving party gives the disclosing party prompt notice of such requirement and reasonably cooperates in seeking a protective order or other appropriate remedy.
OUR WEBSITE AND SERVICES ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LIFA COLLECTIVE LLC EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
WE DO NOT WARRANT THAT OUR WEBSITE OR SERVICES WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LIFA COLLECTIVE LLC OR THROUGH OUR WEBSITE OR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. IN SUCH JURISDICTIONS, OUR WARRANTIES ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LIFA COLLECTIVE LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE OUR WEBSITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE, OUR WEBSITE, OR OUR SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100.00) OR THE TOTAL FEES PAID BY YOU TO LIFA COLLECTIVE LLC FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THIS LIMITATION APPLIES REGARDLESS OF ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
You agree to indemnify, defend, and hold harmless Lifa Collective LLC, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, demands, actions, liabilities, losses, damages, judgments, settlements, costs, and expenses, including reasonable attorneys fees, arising out of or relating to your use or misuse of our website or services, your violation of these Terms of Service, your violation of any applicable law or regulation, or your violation of any rights of any third party, including but not limited to intellectual property rights, privacy rights, or contractual rights.
We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate with us in asserting any available defenses. This indemnification obligation shall survive the termination of these Terms of Service and any service agreement.
These Terms of Service remain in full force and effect until terminated as provided herein. Lifa Collective LLC may, in its sole discretion and without prior notice, terminate or suspend your access to our website or services, in whole or in part, for any reason, including but not limited to a breach or violation of these Terms of Service, violation of applicable law, conduct that we determine to be harmful to our business interests or reputation, or inactivity on your account for an extended period.
Upon termination for any reason, all rights and licenses granted to you under these Terms of Service shall immediately cease and you must immediately cease all use of our website and services. Provisions of these Terms of Service that by their nature should survive termination will survive and remain in full force and effect, including but not limited to provisions relating to intellectual property, disclaimers of warranties, limitations of liability, indemnification, governing law, and dispute resolution.
These Terms of Service and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the State of Utah, United States of America, without regard to its conflict of laws principles. Any dispute, controversy, or claim arising out of or relating to these Terms of Service, the breach thereof, or the subject matter hereof shall be first submitted to good faith negotiations between the parties for a period of thirty days.
If the dispute cannot be resolved through good faith negotiations, it shall be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, to be held in Provo, Utah, before a single arbitrator. The arbitrator decision shall be final and binding on both parties, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, Lifa Collective LLC may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, trade secrets, or confidential information.
These Terms of Service, together with any service agreements, statements of work, and other documents expressly incorporated by reference, constitute the entire and exclusive agreement between you and Lifa Collective LLC with respect to the subject matter hereof and supersede all prior or contemporaneous communications, proposals, agreements, and understandings, whether oral or written.
If any provision of these Terms of Service is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect and shall be construed to give effect to the original intent of the parties to the maximum extent possible. The failure of Lifa Collective LLC to enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
You may not assign or transfer your rights or obligations under these Terms of Service without our prior written consent. Lifa Collective LLC may assign or transfer its rights and obligations under these Terms of Service without restriction. Nothing in these Terms of Service shall be construed to create a partnership, joint venture, agency, employment, or franchise relationship between the parties. All notices required or permitted under these Terms of Service shall be in writing and sent to the addresses provided by each party.