Terms & Conditions

TERMS AND CONDITIONS
www.dvngrind.com
Effective Date: 1st December 2024
These Terms and Conditions, also referred to as "Terms of Service", ("Agreement") set forth the legally binding terms governing the use of DVN GRIND - FZCO’s ("Company," "we," "us," or "our") website (www.dvngrind.com) and the provision of our services.

By accessing our website or engaging our services, you ("User," "Client," or "you") agree to comply with and be bound by this Agreement.

If you do not agree to these Terms, you must immediately cease using our website and refrain from engaging our services. The Company reserves the right to modify these Terms at any time without prior notice. Continued use of the website or services constitutes acceptance of the updated Terms.

1. Definitions
For the purpose of these Terms and Conditions, the following definitions apply:
  • "Company": Refers to DVN GRIND - FZCO, including its affiliates, directors, employees, subcontractors, and agents.
  • "User" or "Client": Any individual, business, or entity accessing the website or engaging the Company’s services, either directly or indirectly.
  • "Services": All professional IT, software development, and consultancy services provided by the Company, including but not limited to custom software development, AI solutions, blockchain services, and digital marketing.
  • "Agreement": Refers to this document, including any referenced policies, proposals, or contracts that the Client enters into with the Company.
  • "Milestones": Specific deliverables or phases of a project tied to a timeline and payment schedule
  • "Confidential Information": Non-public, proprietary, or sensitive information shared between the Company and Client during the course of a project.
  • "Deliverables": Materials, products, or services provided by the Company as part of the agreed Services.
2. Scope of Services
  • 2.1 Description of Services:
The Company provides professional IT services, including but not limited to:
  • Custom web, mobile, and desktop software development.
  • Artificial intelligence (AI) and data engineering solutions.
  • Blockchain and FinTech platform development.
  • UI/UX design and usability testing.
  • Consulting, digital marketing, and strategy development.
  • Ongoing quality assurance and maintenance services.
  • 2.2 Service Customization:
All services are customized based on the Client’s unique requirements as outlined in a signed proposal or contract. Any changes to the agreed scope of work must be approved in writing and may result in additional charges or timeline adjustments.
  • 2.3 No Guarantees:
The Company provides services on a best-effort basis and does not guarantee specific results, profitability, or success of any project. The Client acknowledges that services, including deliverables, are inherently subject to external factors beyond the Company’s control, including market conditions, technological limitations, or third-party dependencies.
  • 2.4 Service Modifications:
The Company provides services on a best-effort basis and does not guarantee specific results, profitability, or success of any project. The Client acknowledges that services, including deliverables, are inherently subject to external factors beyond the Company’s control, including market conditions, technological limitations, or third-party dependencies.
  • 2.5 Third-Party Dependencies:
Certain services may rely on third-party software, APIs, or platforms. The Company is not liable for disruptions, failures, or incompatibilities caused by such third parties. The Client is responsible for obtaining all necessary licenses and permissions for third-party integrations.
  • 2.6 Warranties Disclaimer:
Except as explicitly stated in this Agreement, the Company provides all services and deliverables "AS IS" and disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non- infringement. The Company does not guarantee that the deliverables will be error-free, uninterrupted, or that they will meet all of the Client’s specific requirements or legal compliance obligations.
  • 2.7 Export Compliance:
The Client agrees to comply with all applicable export laws and regulations of the UAE and any other relevant jurisdictions. The Client shall not use, transfer, or allow access to deliverables or services in a manner that violates such laws. The Company is not responsible for the Client’s compliance with export control regulations.
3. Client Obligations

To ensure successful delivery of services, the Client agrees to the following responsibilities:
  • 3.1 Provide Accurate Information:
The Client must provide clear, accurate, and complete project specifications, documentation, and materials in a timely manner. The Company is not liable for delays or errors arising from incomplete or inaccurate information provided by the Client.
  • 3.2 Approvals and Feedback:
The Client must review and approve deliverables at each milestone. Delayed feedback or failure to provide timely approvals may impact project timelines and costs, for which the Company will not be held responsible.
  • 3.3 Legal Compliance:
The Client represents and warrants that all materials, data, and content provided to the Company comply with applicable laws and do not infringe on any intellectual property, privacy, or other third-party rights. The Client assumes full responsibility for any legal claims arising from such materials.
  • 3.4 Third-Party Software and Tools:
If the project requires the use of third-party software or tools, the Client must ensure proper licensing and permissions. The Company will not be held liable for licensing violations or functionality issues related to third-party tools.
  • 3.5 Payment Compliance:
The Client must adhere to the agreed payment schedule and ensure payments are made on time. Non-payment or delays may result in suspension of services or termination of the Agreement.
  • 3.6 Performance Dependencies:
The Company’s ability to meet agreed timelines and deliverables is dependent on the Client providing timely feedback, approvals, and access to necessary materials or systems. Delays caused by the Client shall extend the Company’s deadlines proportionally, and the Company shall not be held liable for any resulting delays or additional costs.
4. Pricing and Payment Terms
  • 4.1 Customized Pricing:
All services provided by the Company are priced on a project-by-project basis, tailored to meet the Client’s specific requirements.
  • A detailed pricing breakdown will be outlined in the agreed proposal or contract.
  • Any subsequent changes to the project scope may result in adjustments to pricing, which must be agreed upon in writing before the changes are implemented.
  • 4.2 Payment Milestones:
The Company adopts a milestone-based payment structure for its projects to ensure transparency and mutual satisfaction:
  • Payments are required in advance for each milestone, as outlined in the project proposal or contract.
  • Work on subsequent milestones will not commence until the payment for the current milestone has been received.
  • 4.3 Accepted Payment Methods:
The Company accepts the following payment methods:
  • Cryptocurrency Payments: Payments made via cryptocurrency will be converted into USD or AED equivalents based on the prevailing exchange rate at the time of payment.
  • Traditional Payments: Payments via bank transfer, credit card, or other methods as agreed between the parties.
All fees related to transaction processing or currency conversion are the sole responsibility of the Client.
  • 4.4 Late or Non-Payment:
Failure to adhere to the payment schedule will result in the following actions:
  • Suspension of Services: The Company reserves the right to halt ongoing work until the payment is received in full.
  • Termination of Contract: Repeated or prolonged delays in payment may result in the termination of the Agreement, as outlined in Section 11 (Termination).
The Client will remain responsible for any costs incurred by the Company up to the date of termination.
  • 4.5 Taxes and Duties:
The Client is responsible for all applicable taxes, VAT, duties, or levies associated with the project unless explicitly stated otherwise in the contract.
  • 4.6 No Set-Off Rights:
The Client shall not withhold or offset any amounts owed to the Company based on disputes or claims unrelated to the specific invoice in question.
5. Refunds and Cancellations

Please refer to the Refunds and Cancellation Policy for more information on this section.
6. Intellectual Property Rights
  • 6.1 Ownership of Deliverables:
All intellectual property ("IP") created as part of the agreed Services, including but not limited to source code, designs, documents, and software, will remain the exclusive property of the Company until full payment is received from the Client. Upon receipt of full payment, ownership of custom deliverables will transfer to the Client.
  • 6.2 Retention of Proprietary Rights:
The Company retains all rights, title, and interest in:
  • Pre-existing tools, frameworks, libraries, or methodologies used during project development.
  • Proprietary algorithms, templates, or components developed by the Company outside the scope of the Client’s project. The Client is granted a limited, non-exclusive, and non-transferable license to use these proprietary tools solely for the purposes of the deliverables provided under this Agreement.
  • 6.3 Restrictions on Use:
The Client agrees not to:
  • Reproduce, distribute, modify, or reverse engineer the deliverables without prior written consent from the Company.
  • Use the deliverables or any associated tools for illegal or unethical purposes.
  • 6.4 Third-Party IP:
If the project requires the use or integration of third-party intellectual property, the Client must ensure proper licensing and compliance. The Company will not be liable for infringement claims arising from the Client’s failure to secure necessary permissions.
  • 6.5 IP Indemnity:
The Client agrees to indemnify and hold the Company harmless from any claims or disputes arising from intellectual property provided by the Client that infringes on the rights of third parties.
7. Data Privacy and Confidentiality
  • 7.1 Data Privacy:
The Company is committed to protecting the privacy of its Clients in compliance with UAE Federal Data Protection Law (Federal Decree-Law No. 45 of 2021). By using the Company’s Services, the Client agrees to the collection, processing, and storage of data as necessary for the completion of the project.
  • The Company will only use personal or business data provided by the Client for the agreed-upon purposes and will not disclose such information to unauthorized third parties without prior consent.
  • The Company will implement commercially reasonable measures to safeguard the Client’s data but does not guarantee absolute security against unauthorized access, breaches, or cyberattacks.
Please refer to our Privacy Policy for more information on Data Protection and Handling.
  • 7.2 Confidentiality Obligations:
Both parties agree to treat as confidential all non-public information shared during the course of the Agreement, including but not limited to trade secrets, financial data, and technical specifications.
  • Confidential information may only be disclosed to employees, agents, or subcontractors on a need-to-know basis, provided they are bound by equivalent confidentiality obligations.
  • 7.3 Exclusions:
Confidentiality obligations do not apply to information that:
  • Was publicly available at the time of disclosure.
  • Becomes publicly available through no fault of the receiving party.
  • Is required to be disclosed by law or regulatory authority.
  • 7.4 No Solicitation:
During the term of this Agreement and for a period of twelve (12) months following its termination, the Client agrees not to solicit, hire, or engage the services of any employee, agent, or subcontractor of the Company who was involved in providing services under this Agreement, without the prior written consent of the Company.
  • 7.5 Data Retention and Deletion:
Upon completion of the project and payment in full, the Company will retain project data, files, and deliverables for a period of six (6) months, unless otherwise agreed in writing. After this period, the Company reserves the right to delete such data unless the Client requests otherwise in writing and agrees to pay any applicable storage fees.
8. Limitation of Liability
  • 8.1 Maximum Liability:
To the fullest extent permitted by law, the Company’s total liability under this Agreement, whether in contract, tort, or otherwise, is strictly limited to the amount paid by the Client for the specific services that gave rise to the claim.
  • 8.2 Exclusion of Indirect Damages:
The Company shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, business opportunities, or data, even if advised of the possibility of such damages.
  • 8.3 Third-Party Dependencies:
The Company shall not be held liable for:
  • Errors, delays, or failures caused by third-party software, APIs, hosting providers, or other external platforms.
  • Issues arising from third-party licensing or compliance failures by the Client.
  • 8.4 Force Majeure:
The Company shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, business opportunities, or data, even if advised of the possibility of such damages.
9. Dispute Resolution
  • 9.1 Governing Law:
This Agreement shall be governed by and construed in accordance with the laws of the United Arab Emirates (UAE), specifically the regulations of the IFZA Free Zone.
  • 9.2 Arbitration:
Any disputes arising out of or in connection with this Agreement, including its validity, interpretation, or termination, shall be resolved through arbitration in accordance with the rules of the Dubai International Arbitration Centre (DIAC).
  • The arbitration shall be conducted in English.
  • The arbitration decision shall be final and binding on both parties.
  • 9.3 Jurisdiction:
For any matters not subject to arbitration, the courts of the UAE shall have exclusive jurisdiction.
  • 9.4 Good Faith Negotiations:
Before initiating arbitration, both parties agree to engage in good faith negotiations to resolve the dispute amicably within 30 days.
  • 9.5 Dispute Mechanisms with Payment Processors:
Disputes arising from payment transactions will be resolved in accordance with the dispute mechanisms provided by the respective payment processor (e.g., PayPal, Stripe), in addition to the arbitration process outlined in Section 9.2.
10. Force Majeure
  • 10.1 Definition:
The Company shall not be held liable for any failure to perform or delays in performing its obligations under this Agreement due to circumstances beyond its reasonable control ("Force Majeure Events"). These include but are not limited to:
  • Natural disasters (e.g., earthquakes, floods, hurricanes).
  • Acts of war, terrorism, or civil unrest.
  • Government regulations or restrictions.
  • Cyberattacks, technical failures, or utility outages.
  • 10.2 Notification:
In the event of a Force Majeure Event, the Company will promptly notify the Client in writing and provide an estimate of the expected impact on project timelines.
  • 10.3 Suspension of Obligations:
The Company’s obligations under this Agreement will be suspended for the duration of the Force Majeure Event. Timelines and deadlines may be extended accordingly, without penalty or liability.
  • 10.4 Termination Option:
If a Force Majeure Event continues for more than thirty (30) days, either party may terminate the Agreement by providing written notice. The Client will remain liable for all completed work and incurred costs up to the termination date.
11. Termination
  • 11.1 Termination by the Client:
The Client may terminate this Agreement at any time by providing the Company with at least seven (7) business days’ prior written notice, subject to the following conditions:
  • The Client will remain responsible for all payments due for completed milestones and work performed up to the termination date.
  • The Client will not receive refunds for any work already delivered or payments made for completed milestones.
  • 11.2 Termination by the Company:
The Company reserves the right to terminate this Agreement immediately upon written notice to the Client in the following circumstances:
  • Non-payment of fees by the Client, including late or overdue payments.
  • Breach of any material term or obligation under this Agreement by the Client.
  • Discovery of illegal, unethical, or infringing content provided by the Client.
  • Force Majeure Events preventing the performance of obligations for more than thirty (30) days.
  • 11.3 Effect of Termination:
Upon termination of this Agreement:
  • The Client’s access to any deliverables, tools, or platforms provided by the Company will be immediately revoked unless otherwise agreed in writing.
  • The Client shall destroy or return all proprietary tools, code, or confidential information provided by the Company within seven (7) business days of termination.
  • 11.4 Survival:
The following sections will survive termination of this Agreement: 6 (Intellectual Property Rights), 7 (Data Privacy and Confidentiality), 8 (Limitation of Liability), 9 (Dispute Resolution), and 11 (Termination).
12. Website Use
  • 12.1 Permitted Use:
The Client is granted a limited, non-exclusive, and revocable license to access and use the Company’s website for legitimate business purposes, such as learning about the Company’s services or submitting inquiries.
  • 12.2 Prohibited Use:
The Client agrees not to engage in the following prohibited activities when using the Company’s website:
  • Attempting to gain unauthorized access to the Company’s systems, servers, or data.
  • Scraping, data mining, or using automated systems to extract website content without prior written consent.
  • Uploading or transmitting malicious code, viruses, or harmful programs.
  • Using the website to promote illegal, unethical, or infringing activities.
  • Engaging in fraud, money laundering, or misuse of payment systems.
  • Submitting false or misleading payment information.
  • 12.3 Website Content:
All content on the website, including text, images, videos, and code, is owned by the Company and protected under copyright and intellectual property laws. Unauthorized reproduction or use of website content is strictly prohibited.
  • 12.4 Website Availability:
The Company does not guarantee uninterrupted access to the website and will not be held liable for any downtime, technical errors, or interruptions caused by maintenance, third-party hosting services, or unforeseen circumstances.
13. Modifications to the Terms
  • 13.1 Right to Amend:
The Company reserves the right to update or modify these Terms and Conditions at any time, without prior notice, to reflect changes in business practices, laws, or regulations.
  • 13.2 Notification of Changes:
Material changes to these Terms will be communicated to the Client via email (if applicable) or through a prominent notice on the Company’s website.
  • 13.3 Continued Use:
By continuing to use the Company’s website or services after changes to the Terms and Conditions are published, the Client acknowledges and agrees to the updated terms.
14. Miscellaneous
  • 14.1 Entire Agreement:
This Agreement constitutes the entire understanding between the Client and the Company regarding the subject matter and supersedes all prior agreements, communications, or representations.
  • 14.2 Severability:
If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.
  • 14.3 Waiver:
The failure of the Company to enforce any right or provision under this Agreement shall not be deemed a waiver of that right or provision.
  • 14.4 Assignment:
The Client may not assign or transfer any rights or obligations under this Agreement without prior written consent from the Company. The Company reserves the right to assign its rights and obligations to any affiliate or third party without prior notice to the Client.
  • 14.5 Notices:
All notices required under this Agreement must be sent in writing to the following:
  • For the Company: 14292 IFZA DDP Building A1, Silicon Oasis, Dubai, UAE
  • For the Client: To the email or address provided during the project initiation process.
  • 14.6 Headings:
Section headings are for convenience only and do not affect the interpretation of this Agreement.
  • 14.7 Independent Contractor Relationship:
The Company provides services as an independent contractor and is not an employee, agent, or representative of the Client. Nothing in this Agreement shall be interpreted to create a joint venture, partnership, or agency relationship between the parties. The Client agrees that it shall have no authority to bind or obligate the Company in any manner.
15. Compliance
  • 15.1 Compliance with Local and International Laws:
The Client agrees to comply with all applicable local and international laws and regulations, including but not limited to:
  • Anti-Money Laundering (AML) regulations.
  • Compliance standards for online financial transactions.
  • Export controls and international trade laws relevant to the Client's jurisdiction.
  • 15.2 PCI DSS Compliance:
The Company adheres to the Payment Card Industry Data Security Standard (PCI DSS) to ensure secure handling and processing of all payment transactions.
  • 15.3 Fraud Monitoring:
The Company employs advanced fraud detection and prevention systems to safeguard against unauthorized or fraudulent transactions. These measures include real-time monitoring, data encryption, and identity verification protocols.
16. Contact Information
If you have any questions, concerns, or require assistance regarding this Agreement or our services, please contact us using the details below:
  • Company Name: DVN GRIND - FZCO
  • FZCO Registration Number: 14292
  • Email: support@dvngrind.com
  • Address: 14292 IFZA DDP Building A1, Silicon Oasis, Dubai, UAE