Terms of Service

These Terms and Conditions ("Terms") govern your use of the website www.verveance.com (the "Website") and the services offered by Verveance ("Verveance", "we", "us", or "our"). By accessing or using our Website and services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Website or services.

1. Definitions

• Client/User: Any individual or entity engaging with Verveance for services or Browse the Website.
• Services: Custom website development, web application development, software development, and related consulting, design, deployment, and maintenance services offered by Verveance.
• Project: A specific engagement or scope of work undertaken by Verveance for a Client.
• Intellectual Property Rights: Patents, utility models, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

2. Scope of Services

Verveance provides custom website, web application, and software development services tailored for Small and Medium-sized Enterprises (SMEs) worldwide. These services are offered as agreed upon in a separate Service Level Agreement (SLA) or Project Proposal. These Terms govern the general engagement and use of our Website, while specific project details, deliverables, timelines, and payment terms will be outlined in separate, signed agreements.

3. Client Responsibilities

As a Client engaging with Verveance, you agree to:

• Provide accurate and complete information, materials, and approvals necessary for the Project in a timely manner.
• Make timely payments as per the agreed-upon payment schedule.
• Review and approve deliverables within the stipulated timeframe.
• Ensure that any content or materials provided to Verveance do not infringe upon the intellectual property rights of third parties.
• Cooperate with Verveance in good faith to facilitate the successful completion of the Project.

4. Verveance Responsibilities

Verveance agrees to:

• Perform the Services with reasonable skill and care, in a professional and workmanlike manner.
• Adhere to the scope of work, timelines, and deliverables outlined in the separate Project agreement.
• Maintain the confidentiality of Client information as per our Privacy Policy and any Non-Disclosure Agreements (NDAs).

5. Intellectual Property

• Client Content: The Client retains all Intellectual Property Rights to any materials, content, or data provided to Verveance for the Project.
• Verveance Deliverables: Upon full and final payment for the Project, Verveance will transfer to the Client all Intellectual Property Rights to the custom website, web application, or software developed specifically for the Client, as outlined in the Project agreement. Verveance explicitly waives all claims to the intellectual property of projects once the final purchase has been made.
• Tools and Libraries: Verveance may utilize pre-existing tools, libraries, frameworks, or open-source components in the development of Projects. The Intellectual Property Rights for such components remain with their respective owners, and their use will be in accordance with their respective licenses. The use of specific APIs will be detailed in the project proposal or agreement.

6. Payment Terms

Specific payment terms, including pricing, milestones, and invoicing, will be detailed in the individual Project Proposal or Service Agreement. Our general payment structure includes:

• Simple/Small Projects: Upfront payment in full.
• Most Projects: 50% down payment deposit.
• Large Projects: 20% down payment, 40% upon a defined milestone, and the final 40% upon completion.

Failure to make timely payments may result in the suspension or termination of Services.

7. Deployment and Maintenance

• Verveance offers deployment services for websites and web applications with a subscription model. This includes a first-time free SSL certificate until its renewal.
• Clients may opt out of Verveance's deployment services and manage their own application after turnover or employ third-party services.
• Maintenance and bug fixes are provided upon client request and may be subject to additional fees unless otherwise specified in the Project agreement or a separate maintenance contract.
• Minor revisions are included free of charge during the development phase. Major changes or revisions requested outside the initial scope or after project completion will be subject to additional fees, as mutually agreed upon.

8. Confidentiality

Both parties agree to keep confidential all non-public information received from the other party during the course of the engagement, as further detailed in our Privacy Policy and any specific Non-Disclosure Agreements.

9. Limitation of Liability

To the maximum extent permitted by law, Verveance shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the Website or Services; (b) any conduct or content of any third party on the Website; (c) any content obtained from the Website; and (d) unauthorized access, use or alteration of your transmissions or content.

10. Termination

Either party may terminate a Project agreement as per the terms outlined in that specific agreement. Verveance may terminate access to its Website or Services if a user violates these Terms.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Any dispute, controversy, or claim arising out of or relating to these Terms or the breach, termination, or invalidity thereof shall be settled by negotiation between the parties in good faith. If an amicable resolution cannot be reached, the dispute shall be submitted to the exclusive jurisdiction of the competent courts of the Philippines.

While the laws of the Republic of the Philippines primarily govern our operations, Verveance is committed to conducting business with the highest standards of integrity and respect for global legal norms. We strive to align our practices with widely recognized international principles for consumer protection and fair business practices, particularly concerning digital transactions and service agreements, to ensure a consistent and trustworthy experience for all our worldwide clients.

12. Changes to Terms

Verveance reserves the right to modify or replace these Terms at any time. We will provide reasonable notice of any material changes by posting the updated Terms on the Website. Your continued use of the Website after any such changes constitutes your acceptance of the new Terms.