These Terms of Service form a legal agreement between you and DKPete Holdings LLC, a company registered in the United States at 5657 W 3900 S, Hooper - 84315-9673, United States (US). The website at dyingbreed.lol and the computer systems design and computer integrated systems design services described on it are developed and operated by the developer DyingBreed on behalf of the Company.
By accessing this website or engaging the services, you agree to be bound by these terms. Please read them carefully before using the website or entering into any engagement. If you do not agree with any part of these terms, you should not use the website or the services.
These terms apply to all visitors, clients, and users of the website. Capitalised terms used in these terms have the meanings set out below or are defined in the relevant section. The Company may update these terms from time to time, and the version posted on this page governs your use.
By accessing the website, submitting an inquiry through the contact form, or engaging the Company to provide services, you confirm that you accept these terms and that you agree to comply with them. If you are entering into these terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these terms. In that case, the terms you and your entity refer to the entity. If you do not have that authority, you must not use the services or accept these terms on behalf of the entity.
Your acceptance of these terms is required before the Company begins any project work. These terms supplement, and do not replace, any separate written agreement between you and the Company. If there is a conflict between these terms and a signed project agreement, the signed project agreement takes precedence for the work covered by that agreement.
The Company provides computer systems design, computer integrated systems design, network and infrastructure architecture, data storage and backup engineering, security hardening, and managed operations services, as more fully described on the services page of this website. Services are delivered by the engineers of the Company and are scoped individually for each client.
The exact deliverables, timeline, and fees for a specific engagement are set out in a written proposal or project agreement signed by both parties. The Company may provide services remotely or on site, as agreed. Nothing on this website constitutes a binding offer to provide services; a binding obligation arises only when both parties sign a proposal or agreement.
The Company may revise the service descriptions on the website from time to time, but the description applicable to an engagement is the one in effect when the agreement for that engagement is signed.
The services are intended for businesses, organisations, and individuals who are at least eighteen years of age. By using the website or the services, you represent that you are at least eighteen years of age and that you have the legal capacity to enter into these terms. If you are a minor, you may not use the services without the supervision of a parent or guardian.
Where the Company provides access to client portals, dashboards, or remote management tools, you are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify the Company immediately of any unauthorised use of your credentials.
The Company reserves the right to refuse service to any person or organisation at its sole discretion, subject to applicable law. The Company does not knowingly provide services to organisations engaged in unlawful activities.
Successful projects depend on clear cooperation between the client and the Company. You agree to provide accurate and complete information about your systems, requirements, and constraints, and to make available the access, personnel, and facilities needed to perform the work. You agree to respond to requests for information or approval within reasonable timeframes so that the project can proceed on schedule.
You agree to review and accept deliverables within the periods stated in the project agreement, and to identify any errors or omissions promptly. You agree to maintain safe and lawful working conditions for Company personnel who visit your sites. You agree that the Company may rely on the information you provide and that the Company is not responsible for delays or defects caused by incomplete, inaccurate, or late information from you.
If you fail to meet your responsibilities, project timelines and fees may be adjusted accordingly, and the Company may suspend work until the issue is resolved.
The Company owns all intellectual property in its pre-existing tools, methodologies, software libraries, templates, and documentation. This includes materials that existed before the engagement and materials developed by the Company outside the engagement.
Deliverables created specifically for your project, including system designs, configurations, documentation, and custom scripts, are licensed to you for use in connection with the system for which they were created. Title to the deliverables and to the intellectual property embodied in them remains with the Company unless a signed agreement provides otherwise.
You grant the Company a non-exclusive licence to use any materials you provide for the purpose of performing the services, including any third-party content or licensed software you supply. You retain ownership of your own data. The Company may use general knowledge and experience gained during an engagement in future work, provided that confidential information remains protected under the confidentiality section of these terms.
Fees for services are set out in the written proposal or project agreement applicable to each engagement. Unless otherwise agreed, fees are payable in United States dollars. Project fees are generally invoiced according to a milestone schedule defined in the agreement, and managed services are billed monthly in advance. Invoices are due within thirty days of the invoice date unless a different term is agreed.
If an invoice is not paid when due, the Company may suspend work and ongoing support until payment is received, and interest may accrue on overdue amounts at the rate permitted by applicable law. The Company may require a deposit before beginning certain projects.
Travel, lodging, and out-of-pocket expenses are billed at cost and require approval in advance when they are significant. Quoted fees are estimates and may be adjusted if the scope of work changes, in accordance with the change order section of these terms.
The scope of each engagement is defined in the signed proposal or project agreement. The Company performs the work described in that scope, and additional work outside the scope is handled through change orders. If you request a change to the scope, the Company will prepare a written change order describing the additional work, the impact on the schedule, and the adjusted fee.
The Company will not begin the additional work until you approve the change order in writing. Each approved change order becomes part of the project agreement. Revisions that correct errors in a deliverable are covered by the warranty section of these terms.
Rework requested for reasons other than correcting an error, such as a change in your requirements, is treated as a change order. The Company will not perform work outside the approved scope without a signed change order, and you will not be charged for unauthorised work.
The Company warrants that the services will be performed in a professional and workmanlike manner, in accordance with the specifications in the project agreement and with generally accepted industry standards. For deliverables that involve installed systems, the Company warrants that the work will be free from material defects for a period of ninety days following completion of the work, unless a longer warranty period is stated in the agreement.
If a deliverable does not meet the warranty, the Company will correct the defect at no additional charge, provided that you report the defect in writing within the warranty period and provide reasonable access for the Company to inspect and correct the work.
This warranty does not cover defects caused by misuse, modification by unauthorised parties, failure to follow operating instructions, third-party hardware or software failures, or events outside the reasonable control of the Company. Except as expressly stated in this section, the services and deliverables are provided as is, and the Company makes no other warranties, express or implied, including implied warranties of merchantability and fitness for a particular purpose.
To the maximum extent permitted by law, the Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunities, arising out of or in connection with the services, the website, or these terms.
The total aggregate liability of the Company for all claims arising out of or in connection with these terms, the services, or the website, whether in contract, tort, or otherwise, shall not exceed the total fees paid by you to the Company for the specific engagement giving rise to the claim.
Certain laws do not allow the exclusion or limitation of certain damages, so some of the exclusions and limitations in this section may not apply to you. The Company does not exclude liability for death or personal injury caused by its negligence, for fraud, or for any liability that cannot be excluded or limited by law. You agree that these limitations reflect a fair allocation of risk and are essential to the pricing of the services.
You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses, including reasonable legal fees, arising out of or in connection with your use of the website or the services, your breach of these terms, your violation of applicable law, your negligence or misconduct, or your infringement of the rights of any third party.
This indemnity does not apply to liability caused by the negligence or wilful misconduct of the Company. If a claim covered by this indemnity arises, the Company will notify you promptly and allow you to control the defence of the claim at your expense, provided that you do not settle the claim in a way that imposes obligations on the Company without its written consent.
The Company will cooperate with you in defending the claim at your reasonable request and expense. This section survives the termination of these terms and any project agreement.
During an engagement, each party may disclose confidential information to the other. Confidential information includes technical specifications, system diagrams, business plans, financial data, client lists, and any information identified as confidential or that a reasonable person would understand to be confidential.
Each party agrees to keep the other party confidential information confidential, to use it only for the purpose of the engagement, and to disclose it only to those personnel who need to know it and who are bound by obligations of confidentiality. Each party will protect the other party confidential information with the same degree of care it uses for its own confidential information, but no less than reasonable care.
These obligations do not apply to information that is or becomes publicly available without breach, that was known to the receiving party before disclosure, that is independently developed, or that is required to be disclosed by law. The obligations of this section survive the termination of these terms for a period of five years, and indefinitely for trade secrets.
You agree not to use the website or the services in any way that violates applicable law, infringes the rights of others, or interferes with the operation of the website or the systems of the Company or its clients. Prohibited conduct includes transmitting malicious code, attempting to gain unauthorised access to the systems of the Company, misrepresenting your identity, submitting false information, and using the services to commit fraud.
You agree not to reverse engineer, decompile, or disassemble any software provided by the Company, except to the extent permitted by law. You agree not to resell or sublicense the services without the written consent of the Company. You agree not to use the website in a way that imposes an unreasonable load on its infrastructure.
The Company may suspend or terminate access to the website or the services if, in its reasonable judgement, you are violating these terms or applicable law. The Company may remove or refuse to process content that violates these terms.
The website and the services may reference, link to, or incorporate products and services provided by third parties, including software vendors, cloud providers, and equipment manufacturers. The Company is not responsible for the availability, quality, or performance of third-party products and services, except as expressly warranted in a signed agreement.
Third-party products are subject to the terms and conditions of their respective owners. The Company may assist you in procuring third-party products, but procurement is at your risk, and the Company does not warrant products that it does not manufacture or control.
Where a deliverable depends on a third-party product, the Company will identify that dependency in the documentation. The Company will use reasonable efforts to select reputable providers, but you are responsible for reviewing and accepting the applicable third-party terms. The Company is not liable for defects in third-party products or for the acts or omissions of third-party providers.
These terms take effect when you first access the website and remain in effect until terminated as described in this section. Either party may terminate a project agreement for convenience by giving the other party written notice in accordance with the notice period stated in the agreement, which will normally be thirty days.
Either party may terminate a project agreement immediately by written notice if the other party commits a material breach of the agreement and fails to remedy the breach within fourteen days of written notice. The Company may suspend or terminate access to the website immediately if you violate the acceptable use section of these terms.
Upon termination, you must pay all fees for work performed up to the date of termination, and the Company will deliver completed work products and return or destroy your confidential information as you direct. Sections of these terms that by their nature should survive termination, including warranties, limitations of liability, indemnification, confidentiality, and dispute resolution, will survive.
These terms and any dispute arising out of or in connection with them, including any question regarding existence, validity, or termination, shall be governed by and construed in accordance with the laws of the State of Utah, United States, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these terms.
The federal and state courts located in the State of Utah shall have exclusive jurisdiction over any dispute arising out of these terms, except as otherwise provided in the dispute resolution section. You agree to submit to the personal jurisdiction of those courts for the purpose of any such dispute.
If you access the website or engage the services from a location outside the United States, you are responsible for compliance with the laws of your jurisdiction, and the Company makes no representation that the website or services are available or lawful in your location.
Before commencing any legal action, the parties agree to attempt in good faith to resolve any dispute arising out of or in connection with these terms through negotiation. The party raising the dispute will send written notice describing the issue to the other party, and the parties will meet or confer within thirty days to attempt to resolve the matter.
If the dispute is not resolved within thirty days of the initial notice, either party may pursue any remedy available at law. This section does not prevent either party from seeking injunctive or other equitable relief to protect its intellectual property or confidential information.
You agree that any claim you bring must be filed within the period required by applicable law, and you waive, to the extent permitted by law, any right to a jury trial or to participate in a class action for claims governed by these terms. The parties may mutually agree to mediate a dispute before resorting to litigation, and the costs of mediation will be shared equally unless otherwise agreed.
If any provision of these terms is held to be invalid, illegal, or unenforceable for any reason, the provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions of these terms shall continue in full force and effect.
If a provision cannot be modified to be enforceable, that provision shall be deemed severed from these terms, and the remaining provisions shall remain valid and enforceable. The failure of the Company to enforce any provision of these terms shall not constitute a waiver of that provision or of the right to enforce it at a later time.
A waiver of any breach shall not be a waiver of any subsequent breach. No waiver by the Company of any term shall be effective unless it is in writing and signed by an authorised representative of the Company. These terms, together with any signed project agreement, constitute the entire agreement between the parties regarding the subject matter, as described in the next section.
These terms, together with any signed proposal, project agreement, and change orders, constitute the entire agreement between you and the Company regarding the subject matter and supersede all prior and contemporaneous communications, representations, and agreements, whether oral or written.
The Company reserves the right to amend these terms at any time, and the version in effect at the time of your use of the website or your engagement of the services governs. Each party acknowledges that in entering into these terms it has not relied on any representation, warranty, or assurance other than those expressly set out in these terms.
Nothing in these terms is intended to confer any right on any third party. Headings in these terms are for convenience only and do not affect interpretation. If you have questions about these terms, contact the Company using the details in the Contact section before accepting them.
If you have any questions about these terms, the website, or the services, please contact the Company using any of the methods below. The Company will respond to inquiries within a reasonable timeframe.
Company name: DKPete Holdings LLC
Registered address: 5657 W 3900 S, Hooper - 84315-9673, United States (US)
Contact name: Fang Yingsheng
Contact email: notify@dyingbreed.lol
Contact phone: +15155500226
When you contact the Company, please include your name, organisation, and a description of the matter so that we can respond efficiently. Any notice that you are required to send to the Company under these terms must be sent in writing to the registered address above or by email to the contact email above, and notice will be effective upon receipt.