Terms and Conditions

1. Introduction

Welcome to Quantivo Inc. (“Company”, “we”, “us”, or “our”). These Terms and Conditions (“Terms”) govern your access to and use of our consulting and IT services (the “Services”). By engaging with our Services—whether as a client, partner, or visitor—you agree to be bound by these Terms. If you do not agree with these Terms, please do not access or use our Services.

2. Definitions

• Client: Any individual, organization, or entity that contracts with Quantivo Inc. for our IT consulting and related services.
• Services: All consulting, technical implementation, system development, maintenance, support, and related IT services provided by Quantivo Inc.
• Agreement: This Terms and Conditions document, including any exhibits, schedules, or addenda incorporated herein.
• Intellectual Property: All proprietary rights, including copyrights, trademarks, trade secrets, patents, and other intellectual property rights associated with our Services and deliverables.

3. Acceptance of Terms

By using our Services, you confirm that you have read, understood, and agree to be legally bound by these Terms and any future modifications. This Agreement governs the legal relationship between you and Quantivo Inc.

4. Scope of Services

Service Description: Quantivo Inc. offers full-stack IT consulting services, including but not limited to system architecture design, application development, cloud integration, cybersecurity, and technical support.

Service Delivery: Services will be delivered according to the project scope agreed upon in separate statements of work (SOWs) or contracts. Any changes to the scope must be documented and mutually agreed upon.

5. Client Obligations

• Provision of Information: Clients agree to provide accurate and complete information necessary for the successful delivery of the Services.
• Collaboration: Clients must cooperate fully with our consultants and provide timely feedback, access to resources, and any other support required to complete the project.
• Compliance: Clients shall comply with all applicable laws and regulations when using the Services.

6. Intellectual Property Rights

• Company Rights: All intellectual property rights in methodologies, processes, tools, and deliverables created by Quantivo Inc. during the provision of Services remain the exclusive property of Quantivo Inc., unless explicitly transferred in writing.
• License to Use: Upon full payment and subject to the terms of any separate agreement, clients are granted a non-exclusive, non-transferable license to use the deliverables solely for their internal business purposes.
• Third-Party Materials: Any third-party software, tools, or materials used in delivering the Services are subject to their own licensing terms, and clients must comply with those terms.

7. Confidentiality and Data Protection

• Confidential Information: Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the engagement. This includes business strategies, technical data, and client data.
• Data Protection: Quantivo Inc. is committed to safeguarding client data by implementing robust security measures and complying with applicable data protection regulations (including GDPR where relevant).
• Non-Disclosure: Unless required by law or with prior written consent, neither party shall disclose confidential information to any third party.

8. Payment Terms

• Fees and Charges: All fees for Services will be specified in individual contracts or SOWs. Payment terms, including milestones and deliverables, will be outlined in the contractual documents.
• Invoices: Invoices are due as specified in the contract. Late payments may incur interest or result in service suspension at our discretion.
• Taxes: All applicable taxes shall be the responsibility of the client, unless otherwise stated.

9. Limitation of Liability

• Exclusion of Damages: To the maximum extent permitted by law, Quantivo Inc. shall not be liable for any indirect, incidental, consequential, or punitive damages arising from or related to the Services.
• Liability Cap: Our total aggregate liability for any claim arising out of or relating to these Terms or the Services is limited to the amount paid by the client under the applicable contract.
• Force Majeure: Neither party shall be liable for any failure to perform due to causes beyond its reasonable control, including natural disasters, acts of war, or other unforeseeable events.

10. Dispute Resolution and Governing Law

• Governing Law: These Terms shall be governed by and construed in accordance with the laws of Cameroon, without regard to its conflict of law principles.
• Dispute Resolution: In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the Services, the parties agree to first seek resolution through amicable negotiations. If unresolved, the dispute shall be submitted to binding arbitration in Cameroon under the rules of a recognized arbitration institution.
• International Considerations: For clients located outside Cameroon, any disputes will still be governed by the laws of Cameroon; however, the parties may agree in writing to a mutually acceptable jurisdiction for legal proceedings.

11. Termination

• Termination by Client: Clients may terminate the engagement in accordance with the terms set forth in the separate contract or SOW, subject to any applicable termination fees.
• Termination by Company: Quantivo Inc. reserves the right to terminate services immediately if the client breaches any material terms of this Agreement or engages in behavior that undermines the integrity of our Services.
• Effect of Termination: Upon termination, the client shall pay for all Services rendered up to the termination date. All licenses and rights granted under this Agreement will immediately terminate, except as provided for in the contract.

12. Modifications to Terms

Quantivo Inc. reserves the right to modify or update these Terms at any time. Clients will be notified of material changes via email or through our website. Continued use of our Services after any modifications constitutes acceptance of the updated Terms.

13. Miscellaneous

• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
• Entire Agreement: These Terms, along with any contracts or SOWs referenced herein, constitute the entire agreement between the parties regarding the subject matter and supersede all prior communications.
• Assignment: Clients may not assign or transfer any rights or obligations under these Terms without the prior written consent of Quantivo Inc.
• Notices: All notices required under these Terms shall be in writing and delivered via email or postal mail to the addresses specified in the engagement contract.