Terms of Service

1. Acceptance of Terms

These Terms of Service constitute a legally binding agreement between you, whether personally or on behalf of an entity you represent, and ZonEdge Commerce LLC, a Utah limited liability company doing business as Zonedge Commerce. By accessing or using www.zonedgecommerce.lol, by engaging our professional services, by submitting any inquiry through our website, or by otherwise interacting with our organization in the course of business, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and all terms incorporated by reference herein.

If you do not agree to these terms in their entirety, you are expressly prohibited from using our website and must discontinue use immediately. Your continued use of the website or services following the posting of revised Terms of Service constitutes your acceptance of the revised terms. We recommend periodic review of these Terms to remain informed of any changes that may affect your rights or obligations.

By accepting these terms, you represent and warrant that you are at least eighteen years of age, that you have the legal capacity to enter into a binding agreement, and that if you are accepting these terms on behalf of a company, organization, government entity, or other legal person, you have full authority to bind that entity to these terms and have obtained all necessary internal approvals to do so.

2. Definitions

Client means any entity engaging Zonedge Commerce for services. Confidential Information means all non-public information disclosed by one party to the other in connection with the services, whether in written, oral, electronic, or other form, that is designated as confidential or that reasonably should be understood to be confidential. Deliverables means all work product, reports, designs, code, documentation, diagrams, architectures, configurations, and other materials created by Zonedge Commerce. Services means computer systems design, architecture consulting, cloud infrastructure engineering, systems integration, cybersecurity, managed IT operations, and related professional services. SOW means a written Statement of Work executed by both parties defining scope, timeline, deliverables, milestones, acceptance criteria, and fees. Website means www.zonedgecommerce.lol and all associated subdomains, pages, and content.

3. Description of Services

Zonedge Commerce provides enterprise-grade technology consulting and implementation services in the field of computer systems design and related services. Our service offerings include but are not limited to systems architecture and design, cloud infrastructure engineering, systems integration, cybersecurity engineering, managed IT operations, and digital transformation consulting. The specific scope, deliverables, timeline, acceptance criteria, and fees for any engagement are defined in a mutually executed SOW or service agreement. No binding service obligation arises from general website content, marketing materials, or preliminary consultations alone. We reserve the right to modify, suspend, or discontinue any aspect of our services with reasonable notice to affected clients, and to decline service at our discretion provided such declination does not violate applicable law.

4. Website Use and Access

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our website for your legitimate business purposes in accordance with these Terms. You agree not to use the website for any unlawful purpose or in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party's use and enjoyment of the website. You agree not to attempt to gain unauthorized access through hacking, password mining, automated scripts, or any other illegitimate means. You agree not to use any robot, spider, scraper, or other automated means without express prior written permission. You agree not to upload or transmit viruses or malicious code. We reserve the right to monitor, investigate, and terminate access for violations.

5. Intellectual Property Rights

All website content, including text, graphics, logos, icons, images, data compilations, page layout, underlying code, software, and design elements, is the exclusive property of ZonEdge Commerce LLC or its suppliers and is protected by United States and international intellectual property laws. The Zonedge Commerce name and marks are protected trademarks. Nothing grants any license to use any trademark without prior written permission. Any unauthorized use is strictly prohibited. Deliverable ownership and license rights are defined in the applicable SOW. Unless otherwise specified, we retain ownership of pre-existing intellectual property and methodologies, and the Client retains ownership of its pre-existing intellectual property and data.

6. Client Obligations and Responsibilities

Clients agree to provide timely access to facilities, systems, personnel, and information reasonably required for service delivery. Clients designate a primary contact with decision authority. Clients maintain current backups prior to transformative work unless backup services are included in scope. Clients ensure compliance with all applicable laws and industry standards. Clients are responsible for obtaining third-party licenses and approvals.

7. Fees, Payment, and Billing

Fees are set forth in the applicable SOW as fixed-price, time-and-materials, or recurring monthly. All fees are in United States dollars exclusive of applicable taxes. Invoices are due net thirty days unless otherwise agreed. Late payments accrue interest at one and one-half percent per month or the maximum legal rate. We may suspend services for non-payment after notice and opportunity to cure.

8. Confidentiality

Each party shall hold Confidential Information in strict confidence using at least reasonable care. Neither party shall disclose Confidential Information without prior written consent except to employees, contractors, and advisors with a need to know who are bound by equivalent obligations. Confidential Information excludes publicly available, previously possessed, independently developed, or rightfully obtained information. Confidentiality survives termination for three years, or indefinitely for trade secrets and personally identifiable information.

9. Warranties and Disclaimers

Zonedge Commerce warrants services will be performed in a professional and workmanlike manner for thirty days from delivery. Remedy is re-performance or refund. EXCEPT AS EXPRESSLY STATED, ALL SERVICES AND WEBSITE CONTENT ARE PROVIDED AS-IS WITHOUT WARRANTIES OF ANY KIND. ZONEDGE COMMERCE LLC DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, ZONEDGE COMMERCE LLC SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOST BUSINESS OPPORTUNITY, OR BUSINESS INTERRUPTION. AGGREGATE LIABILITY SHALL NOT EXCEED FEES PAID DURING THE TWELVE MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS APPLY EVEN IF REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

11. Indemnification

You agree to indemnify and hold harmless ZonEdge Commerce LLC, its affiliates, officers, directors, employees, and agents from claims arising from your violation of these terms, unauthorized use, or infringement of third-party rights. We reserve the right to assume exclusive defense.

12. Termination

We may terminate website access immediately for breach. Surviving provisions include ownership, disclaimers, indemnification, and liability limitations. Service engagement termination is governed by the applicable SOW. Either party may terminate for material breach if the breaching party fails to cure within thirty days following written notice.

13. Force Majeure

Neither party is liable for delays from causes beyond reasonable control including natural disasters, war, terrorism, epidemics, government orders, strikes, and telecommunications failures. If the event exceeds thirty days, either party may terminate affected services.

14. Dispute Resolution

Disputes shall first be resolved through informal negotiation within sixty days. Unresolved disputes shall be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, conducted by a single arbitrator in Utah County, Utah. The award shall be final and binding. Either party may seek injunctive relief. Disputes are resolved individually, not as class actions.

15. Governing Law

These Terms are governed by Utah law. Parties consent to exclusive jurisdiction in Utah County, Utah. The UN Convention on Contracts for the International Sale of Goods does not apply.

16. General Provisions

Entire Agreement: These Terms with applicable SOW and Privacy Policy constitute the entire agreement. Severability: Invalid provisions shall be modified or severed. Waiver: No waiver constitutes continuing waiver. Assignment: You may not assign without our consent. Relationship: Parties are independent contractors. Notices: All notices in writing by email or certified mail.

17. Contact

ZONEDGE COMMERCE LLC
471 E 1000 S, Suite B
Pleasant Grove, UT 84062-3694

Email: connect@zonedgecommerce.lol
Phone: +1 (240) 957-3584