Terms of Service

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 SFABA UT LLC, operating as Sfaba Core. By accessing our website located at https://www.sfabacore.mom, engaging our computer systems design and integration services, submitting a contact form or otherwise interacting with our business in any manner, you acknowledge that you have read, understood and agree to be bound by these Terms of Service in their entirety. If you do not agree to all of the terms and conditions set forth in this document, you are expressly prohibited from using our website and services and must discontinue all use immediately.

We reserve the right to modify, amend or replace these Terms of Service at any time at our sole discretion. Any changes will be reflected by updating the Last Updated date at the top of this page. It is your responsibility to review these terms periodically for any updates. Your continued use of our website or services following the posting of any changes constitutes acceptance of those changes. If you do not agree to the revised terms, your sole remedy is to cease using our website and services.

Definitions

For the purposes of these Terms of Service, the following definitions apply: Company, We, Us or Our refers to SFABA UT LLC, a limited liability company registered in the state of Florida, United States, with its principal place of business at 333 W 41ST St Ste 324, Miami Beach, FL 33140-3642. Services refers to the computer systems design, integration, consulting, cloud infrastructure, data engineering, cybersecurity, managed IT support and any other professional services we provide to clients. Client, You or Your refers to any individual or entity that accesses our website or engages our services. Content refers to any text, images, data, code, documentation or other materials provided by either party. Website refers to https://www.sfabacore.mom and any subdomains or affiliated web properties operated by the Company. Agreement refers to these Terms of Service together with any applicable service agreements, statements of work or other contractual documents executed between the parties.

Eligibility to Use Services

By agreeing to these Terms of Service, you represent and warrant that you are at least eighteen years of age and possess the legal capacity to enter into a binding contract. If you are entering into this agreement on behalf of a company, organization or other legal entity, you represent and warrant that you have the authority to bind that entity to these terms. Our services are intended for business and professional use within the United States. We do not knowingly offer or provide services to individuals under the age of eighteen. If we discover that we have engaged with an underage individual in violation of this policy, we reserve the right to terminate the relationship immediately.

Account Responsibilities

If you create an account or otherwise register to access any portion of our services, you are responsible for maintaining the confidentiality of your account credentials, including your username and password. You agree to provide accurate, current and complete information when setting up your account and to update such information promptly if it changes. You are fully responsible for all activities that occur under your account, whether authorized by you or not. You must notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damage arising from your failure to comply with these account security obligations. We reserve the right to suspend or terminate any account that we reasonably believe has been compromised or is being used in violation of these terms.

Description of Services

SFABA UT LLC provides professional services in the Computer Systems Design and Related Services industry within the Professional, Scientific and Technical Services sector. Our services include but are not limited to: systems architecture planning and design, software integration and middleware development, cloud infrastructure migration and management, data engineering and analytics platform development, cybersecurity assessments and managed security services, managed information technology support and maintenance and technology consulting and advisory services. The scope, deliverables, timeline and fees for any specific engagement will be defined in a separate written agreement, statement of work or proposal signed by both parties. In the event of any inconsistency between these general Terms of Service and a specific service agreement, the terms of the specific service agreement shall prevail with respect to that engagement.

We make reasonable efforts to ensure that the information on our website is accurate and up to date. However, we do not guarantee that any descriptions of services, pricing or other content on the website are complete, accurate, reliable or current. We reserve the right to modify, suspend or discontinue any aspect of our services at any time without prior notice.

Client Obligations

To enable us to deliver our services effectively, you agree to: provide timely access to the personnel, systems, data and facilities that are reasonably necessary for us to perform the services; cooperate in good faith with our team throughout the engagement; ensure that any information, data or materials you provide to us are accurate, complete and do not infringe upon the rights of any third party; maintain appropriate backups of your data and systems before allowing us to perform any work that could affect your production environment; and comply with all applicable laws, regulations and industry standards in connection with your use of our services. Failure to meet these obligations may result in delays, additional costs or our inability to complete the services as agreed. We shall not be responsible for any consequences arising from your failure to fulfill these obligations.

Intellectual Property

All intellectual property rights in the deliverables, custom code, designs, documentation and other work product created by SFABA UT LLC specifically for a client engagement shall be governed by the terms of the applicable service agreement between the parties. Unless otherwise agreed in writing, we retain ownership of all pre-existing intellectual property, tools, methodologies, frameworks and know-how that we use or develop in the course of providing our services. Upon full payment of all fees owed for a particular engagement, the client shall receive a non-exclusive, perpetual, worldwide license to use the deliverables for its internal business purposes as contemplated by the engagement, unless the service agreement provides for a broader assignment of rights.

The Sfaba Core name, logo, domain names and all related branding elements are the exclusive property of SFABA UT LLC and may not be used without our prior written consent. All content published on our website, including text, graphics, logos and images, is protected by copyright and other intellectual property laws. You may not reproduce, distribute, modify or create derivative works from our website content without our express permission.

Fees and Payment Terms

Fees for our services are set forth in the applicable service agreement, statement of work or proposal accepted by the client. Unless otherwise specified, all fees are quoted and payable in United States Dollars. Invoices are typically issued on a monthly basis or upon the completion of specified milestones, as detailed in the governing agreement between the parties. Payment is due within thirty calendar days of the invoice date unless a different payment schedule has been agreed upon in writing. Late payments may accrue interest at the rate of one and one-half percent per month or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend or terminate services if payment is not received within the agreed timeframe after providing reasonable notice to the client.

Clients are responsible for all applicable taxes, duties and governmental charges arising from the services, excluding taxes based on our net income. If you believe an invoice contains an error, you must notify us in writing within fifteen days of receiving the invoice. Failure to dispute an invoice within this period constitutes acceptance of the charges as stated.

Confidentiality

During the course of our relationship, each party may disclose to the other certain non-public, proprietary or confidential information. Each party agrees to maintain the confidentiality of such information using at least the same degree of care that it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care. Confidential information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law, regulation or court order. The obligations of confidentiality shall survive the termination of these Terms of Service and any applicable service agreements for a period of five years, or indefinitely for trade secrets as defined by applicable law.

Third Party Products and Services

Our services may involve the recommendation, integration or resale of third party software, platforms or services. Any third party products are subject to the terms, conditions, warranties and limitations imposed by their respective providers. SFABA UT LLC makes no representations or warranties regarding third party products and assumes no liability for any issues, defects or performance problems attributable to such products. You acknowledge that your use of any third party products integrated into your systems as part of our services is at your own risk and subject to the applicable third party terms.

Limitation of Liability

To the fullest extent permitted by applicable law, SFABA UT LLC, its officers, directors, employees, agents and affiliates shall not be liable for any indirect, incidental, special, consequential or punitive damages including but not limited to loss of profits, loss of revenue, loss of data, business interruption or loss of goodwill arising out of or in connection with these Terms of Service or the provision of our services, regardless of the theory of liability, whether in contract, tort including negligence, strict liability or otherwise, even if we have been advised of the possibility of such damages. Our total aggregate liability for any claims arising out of or related to these Terms of Service or our services shall not exceed the total fees paid by you to us during the twelve-month period immediately preceding the event giving rise to the claim. Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you to the extent prohibited by applicable law.

Indemnification

You agree to defend, indemnify and hold harmless SFABA UT LLC, its officers, directors, employees, agents and affiliates from and against any and all claims, damages, losses, liabilities, costs and expenses including reasonable attorney fees arising out of or related to: your breach of these Terms of Service; your use of our website or services in violation of applicable laws or third party rights; any data, content or materials you provide to us; or your negligent or willful misconduct. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, at your expense, and you agree to cooperate with our defense of such claims. You shall not settle any claim that imposes any obligation or liability on us without our prior written consent.

Termination

These Terms of Service remain in effect until terminated by either party. You may terminate these terms at any time by ceasing all use of our website and services and providing us with written notice of termination. We may terminate or suspend your access to our website and services at any time, with or without cause, upon thirty days written notice. In the event of a material breach of these terms, the non-breaching party may terminate immediately upon written notice if the breach is not cured within fifteen days of receiving notice of the breach. Upon termination, all licenses and rights granted to you under these terms shall immediately cease. Provisions that by their nature should survive termination, including but not limited to intellectual property, confidentiality, limitation of liability, indemnification and governing law, shall continue to apply.

Warranty Disclaimer

Our website and services are provided on an as-is and as-available basis without any warranties of any kind, whether express or implied. To the fullest extent permitted by applicable law, SFABA UT LLC disclaims all 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 will be uninterrupted, error-free or completely secure; that any defects will be corrected; or that the results obtained from using our services will meet your specific requirements or expectations. Any reliance you place on our website content or services is strictly at your own risk. Some jurisdictions do not permit the disclaimer of implied warranties, so the above disclaimers may not apply to you to the extent prohibited by law.

Governing Law and Dispute Resolution

These Terms of Service and any disputes arising out of or related to them shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of law principles. Any legal action or proceeding arising under these terms shall be brought exclusively in the state or federal courts located in Miami-Dade County, Florida, and each party irrevocably consents to the personal jurisdiction and venue of such courts. Before initiating formal legal proceedings, the parties agree to attempt to resolve any dispute informally through good-faith negotiations for a period of at least thirty days. If informal resolution is unsuccessful, the dispute may then proceed to litigation or such other forum as the parties may mutually agree upon in writing.

Modifications to Terms

We reserve the right to modify, update or replace these Terms of Service at any time at our sole discretion. Material changes will be communicated through a notice posted on our website, by email to registered users or through other reasonable means. The updated terms will take effect immediately upon posting unless otherwise specified. Your continued use of our website or services after the effective date of any modifications constitutes your acceptance of the revised terms. If you do not agree to the changes, you must discontinue all use of our website and services. We recommend periodically reviewing this page to stay informed of any updates.

General Provisions

These Terms of Service constitute the entire agreement between you and SFABA UT LLC regarding your use of our website and services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, relating to the subject matter hereof. If any provision of these terms is found to be invalid or unenforceable by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect. Our failure to enforce any right or provision of these terms shall not constitute a waiver of such right or provision. You may not assign or transfer any of your rights or obligations under these terms without our prior written consent. We may assign our rights and obligations under these terms at any time without notice. Nothing in these terms shall be construed to create a partnership, joint venture, employment or agency relationship between the parties. Any notices required or permitted under these terms shall be in writing and delivered by email to the addresses specified by each party.

Contact Information

If you have any questions, concerns or inquiries regarding these Terms of Service, please contact us using the information provided below. We value your feedback and are committed to addressing your concerns in a timely and professional manner.

SFABA UT LLC
333 W 41ST St Ste 324
Miami Beach, FL 33140-3642
United States

Email: update@sfabacore.mom
Phone: +1 (530) 686-2309

Website: https://www.sfabacore.mom