Terms of Use

Welcome to 21Coders. These Terms of Use ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and 21Coders ("Company," "we," "our," or "us") governing your access to and use of our website 21coders.tech and all related services, including but not limited to MVP development, AI integration, SaaS development, and consulting services.

By accessing our website, engaging our services, or entering into a service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use our services.

To use our services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding contracts
• Represent a business entity or operate as a sole proprietor (if applicable)
• Not be prohibited from using our services under applicable laws
• Provide accurate and complete information during registration and project onboarding

By using our services, you represent and warrant that you meet all eligibility requirements. If you are entering into this agreement on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

21Coders provides the following professional software development services:

All services are subject to availability and acceptance by 21Coders. We reserve the right to refuse service to any client at our sole discretion.

To ensure successful project delivery, you agree to:

• Timely Communication: Respond to our inquiries, feedback requests, and review sessions within the agreed timelines (typically 48 hours)
• Accurate Information: Provide complete and accurate project requirements, brand assets, and business logic
• Access Credentials: Provide necessary access to third-party accounts, APIs, hosting environments, and analytics tools
• Feedback and Approvals: Review deliverables promptly and provide clear, actionable feedback
• Scope Adherence: Limit change requests to avoid scope creep; major changes may incur additional fees
• Legal Compliance: Ensure that all content, data, and materials provided to us comply with applicable laws and do not infringe third-party rights

Failure to fulfill these responsibilities may result in project delays, which will not be attributed to 21Coders and may affect delivery timelines.

• Your access to or use of (or inability to access or use) our services
• Any conduct or content of any third party on the services
• Unauthorized access, use, or alteration of your transmissions or content
• Security breaches or data loss not caused by our gross negligence
• Business interruptions or delays in project delivery due to force majeure events

Liability Cap: Our total liability to you for any claims arising out of or related to these Terms or our services shall not exceed the total amount paid by you to 21Coders in the 12 months preceding the claim, or $5,000, whichever is greater.

You agree to indemnify, defend, and hold harmless 21Coders, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property, privacy, or publicity rights
• Content, data, or materials you provide to us for use in the project
• Your use of the deliverables in a manner that violates applicable laws or regulations
• Allegations that content you provided infringes third-party intellectual property

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the engagement, including but not limited to:

• Business strategies, financial information, and trade secrets
• Technical specifications, source code, and system architecture (prior to delivery)
• User data and personally identifiable information
• Any information explicitly marked as "Confidential"

This obligation does not apply to information that: (a) is publicly available through no fault of the receiving party, (b) was rightfully known prior to disclosure, (c) is independently developed, or (d) must be disclosed by law.

Confidentiality obligations survive the termination of this agreement for a period of 3 years.

Term: These Terms commence when you accept them and continue until the completion of services or termination by either party.

Termination by Client: You may terminate the agreement by providing 14 days' written notice. You will be invoiced for all work completed up to the termination date.

Termination by 21Coders: We may terminate immediately if you: (a) breach these Terms, (b) fail to make timely payments, (c) provide false or misleading information, or (d) engage in abusive or harmful conduct.

Effect of Termination: Upon termination, all outstanding invoices become immediately due, access to work-in-progress may be revoked, and we will cease all work. Provisions regarding intellectual property, confidentiality, limitation of liability, and dispute resolution survive termination.

Informal Resolution: Before pursuing formal dispute resolution, both parties agree to attempt to resolve disputes through good-faith negotiations for at least 30 days.

Binding Arbitration: Any dispute that cannot be resolved informally shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator and held virtually or in a mutually agreed location.

Class Action Waiver: You agree to resolve disputes on an individual basis and waive any right to participate in class actions or class-wide arbitrations.

Exceptions: Either party may seek injunctive relief in court to protect intellectual property rights or prevent irreparable harm.

Neither party shall be liable for delays or failures in performance resulting from causes beyond reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor strikes, government actions, pandemics, internet outages, or failures of third-party services (e.g., cloud providers, API outages).

If a force majeure event prevents performance for more than 30 days, either party may terminate the agreement without penalty.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any legal action or proceeding (other than arbitration) arising under these Terms shall be brought exclusively in the federal or state courts located in Delaware, and both parties consent to the jurisdiction of such courts.

Entire Agreement: These Terms, together with any SOW or project agreement, constitute the entire agreement between you and 21Coders and supersede all prior or contemporaneous communications.

Amendments: We may modify these Terms at any time by posting updated Terms on our website. Continued use of our services after changes constitutes acceptance.

Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

Waiver: No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

Independent Contractors: 21Coders operates as an independent contractor. Nothing in these Terms creates a partnership, joint venture, or employment relationship.