Terms of Service

Please read these Terms of Service (“Terms”) carefully before using our website (the “Site”) operated by Ecomberry LLC, a limited liability company organized under the laws of the State of New Mexico, United States, with its registered address at 704 Wallace St, Suite 581, Clovis, NM 88101, USA (“Ecomberry,” “we,” “us,” or “our”). By accessing or using the Site, or by engaging our services, you (“you,” “Client,” or “User”) agree to be bound by these Terms. If you do not agree, please do not use the Site or our services.

1. About Us and Our Services

Ecomberry LLC provides professional services as described on the Site and in each individual proposal or quote (the “Services”).

The Site is provided for informational purposes and to present our Services. No payment is processed through the Site. Any engagement of our Services is formalized separately through a written proposal, quote, or service agreement, and invoiced directly to the Client.

2. Eligibility

By using the Site or engaging our Services, you represent that you are at least 18 years old and, where you act on behalf of a company or other legal entity, that you have the authority to bind that entity to these Terms.

3. Engagement of Services

3.1. Any request for Services submitted through the Site (contact form, email, or otherwise) constitutes an inquiry only and does not create a binding agreement.

3.2. A binding agreement is formed only upon (a) the Client's written acceptance of a proposal or quote issued by Ecomberry, and (b) where applicable, receipt of any agreed initial payment.

3.3. In the event of a conflict between these Terms and a signed service agreement or accepted proposal, the terms of the signed agreement or proposal shall prevail.

4. Fees, Invoicing, and Payment

4.1. Fees for Services are set out in the applicable proposal or quote. Unless stated otherwise, fees are quoted in [USD/EUR] and exclusive of any applicable taxes, which are the responsibility of the Client where required by law.

4.2. Invoices are issued by Ecomberry and payable by the means and within the deadlines specified on the invoice or in the proposal.

4.3. Late payments may result in suspension of the Services and may bear interest at the maximum rate permitted by applicable law.

5. Client Obligations

The Client agrees to (a) provide accurate, complete, and timely information, materials, and access reasonably required for the performance of the Services; (b) review deliverables promptly and communicate feedback within the agreed timeframes; and (c) use the Services and any deliverables in compliance with applicable laws.

Ecomberry shall not be responsible for delays or deficiencies caused by the Client's failure to fulfill these obligations.

6. Cancellation and Refunds

Cancellations and refunds are governed by our Refund and Cancellation Policy, which forms part of these Terms. Nothing in these Terms limits any mandatory rights you may have under the consumer protection laws of your country of residence, including, for consumers in the European Union and United Kingdom, the statutory 14-day right of withdrawal where applicable.

7. Intellectual Property

7.1. All content on the Site (text, graphics, logos, design) is the property of Ecomberry LLC or its licensors and is protected by applicable intellectual property laws. You may not reproduce or exploit it without prior written consent.

7.2. Unless otherwise agreed in writing: upon full payment of all applicable fees, the Client is granted ownership of, or a license to use, the final deliverables produced specifically for the Client, as specified in the applicable proposal. Ecomberry retains all rights in its pre-existing materials, know-how, tools, and methods.

7.3. Ecomberry may identify the Client and describe the Services in its portfolio and marketing materials unless the Client objects in writing.

8. Confidentiality

Each party agrees to keep confidential any non-public information received from the other party in connection with the Services, and to use it only for the purpose of performing or receiving the Services. This obligation survives the termination of the engagement for a period of [3] years.

9. Disclaimers

9.1. The Site and its content are provided “as is” and “as available,” without warranties of any kind, whether express or implied.

9.2. Ecomberry will perform the Services with reasonable skill and care. However, except as expressly stated in a signed agreement, Ecomberry does not warrant any specific results or outcomes (including, without limitation, any level of sales, traffic, revenue, or business performance).

9.3. Nothing on the Site constitutes legal, financial, tax, or other professional advice.

10. Limitation of Liability

To the maximum extent permitted by applicable law:

(a) Ecomberry shall not be liable for any indirect, incidental, consequential, special, or punitive damages, or for any loss of profits, revenue, data, or business opportunity;

(b) Ecomberry's total aggregate liability arising out of or in connection with the Services or these Terms shall not exceed the total fees paid by the Client to Ecomberry for the Services giving rise to the claim during the [6/12] months preceding the event giving rise to liability.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for fraud, gross negligence, or willful misconduct, or any non-waivable rights of consumers under their local law.

11. Indemnification

The Client agrees to indemnify and hold harmless Ecomberry from any claims, damages, and expenses (including reasonable attorneys' fees) arising from (a) content, materials, or instructions provided by the Client, or (b) the Client's use of the deliverables in violation of applicable law or third-party rights. This clause does not apply to Clients acting as consumers to the extent prohibited by their local law.

12. Force Majeure

Neither party shall be liable for any delay or failure to perform due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, governmental actions, internet or utility failures.

13. Termination

Either party may terminate an ongoing engagement in accordance with the applicable proposal or agreement. Ecomberry may suspend or terminate access to the Site or the Services in case of material breach of these Terms. Sections relating to fees due, intellectual property, confidentiality, disclaimers, limitation of liability, and governing law survive termination.

14. Privacy

Our collection and use of personal data are described in our Privacy Policy, which forms part of these Terms.

15. Governing Law and Dispute Resolution

15.1. These Terms are governed by the laws of the State of New Mexico, USA, without regard to its conflict-of-law rules.

15.2. Any dispute arising out of or relating to these Terms or the Services shall be resolved [in the state or federal courts located in New Mexico / by binding arbitration administered by [ARBITRATION BODY]]. The parties will first attempt in good faith to resolve any dispute amicably.

15.3. Consumers: if you are a consumer, this clause does not deprive you of the protection of mandatory provisions of the law of your country of habitual residence, nor of your right to bring proceedings before the courts of that country where such right cannot be waived.

16. Miscellaneous

If any provision of these Terms is held invalid, the remaining provisions remain in full force. Our failure to enforce any right is not a waiver of that right. These Terms, together with the Privacy Policy, the Refund and Cancellation Policy, and any signed proposal or agreement, constitute the entire agreement between the parties regarding their subject matter.

17. Changes to These Terms

We may update these Terms from time to time. The updated version will be posted on the Site with a revised “Last updated” date. Material changes affecting ongoing engagements will be communicated to affected Clients.

18. Contact

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