These Terms of Service govern your use of the website of Outro LLC at https://www.outro.buzz and the computer systems design and computer integrated systems design services that the Company provides. The services described in these terms are developed and operated by the developer Outros on behalf of the Company. Please read this document carefully before using our website or engaging our services.
Acceptance of These Terms
These Terms of Service form a legally binding agreement between you and Outro LLC, a company organized under the laws of the United States with its registered office at 1363 E 100 S APT 196, Payson - 84651-3374, United States (US) (the Company). By accessing our website, requesting a proposal, or engaging us to provide services, you agree to be bound by these terms.
If you are accepting these terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not have that authority, or if you do not agree with any part of these terms, you must not use our website or services. We encourage you to print or save a copy of these terms for your records.
About the Company and Our Services
The Company is a United States systems integration studio that provides computer systems design and computer integrated systems design services. Our services include custom systems design, network architecture, data integration, automation engineering, platform migration, security hardening, and related consulting and operations work.
The services described on our website are illustrative of the work we perform, and the specific scope of each engagement is defined in a written proposal or statement of work agreed to by both parties. The developer behind our digital services is Outros, and the person responsible for client relations is Lv Jingze. You may contact us at any time using the details provided at the end of these terms.
Eligibility
You must be at least 18 years old to use our services and to enter into a binding agreement with the Company. If you use our services on behalf of a business, that business must be lawfully formed and authorized to transact in its jurisdiction. We may require proof of identity, authority, or business registration before commencing work.
We reserve the right to refuse service to any person or organization for any lawful reason, including a history of nonpayment, abusive behavior toward our staff, or a request that falls outside the services we offer. By accepting these terms, you confirm that you meet all eligibility requirements described in this section.
Accounts and Registration
Some of our services may require you to create an account or to provide registration information. You agree to provide accurate, current, and complete information and to keep that information up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.
You must notify us immediately if you suspect that your account has been compromised. We may suspend or terminate accounts that are registered with false information or that are used in violation of these terms. We will not be liable for any loss or damage arising from your failure to protect your credentials, and we encourage the use of strong passwords and two-factor authentication wherever it is available.
Description of Services
The specific services we provide are described in each proposal, quote, or statement of work that we issue. Unless otherwise agreed in writing, our work includes design, implementation, integration, and testing as described in the relevant document. Any service not listed in the written agreement is considered out of scope and may be quoted separately.
We perform services with the level of skill and care reasonably expected of a professional in the computer systems design industry. Our obligations are limited to the work described in the written agreement and do not extend to work we are not authorized or asked to perform. Where we rely on information or decisions provided by you, we will perform the work based on that input and will not be responsible for errors that arise from incomplete or inaccurate information.
Client Responsibilities
To allow us to deliver services effectively, you agree to provide timely access to the systems, information, and personnel we reasonably need. You are responsible for the accuracy of the information you provide and for the decisions you make based on our recommendations. You agree to cooperate with our engineers, respond to questions in a reasonable time, and provide feedback at agreed milestones.
Delays caused by your failure to provide required access or information may extend timelines and may be billed in accordance with the fee schedule in your agreement. You are responsible for your own compliance with laws that apply to your business and data. We are not responsible for failures that result from your failure to meet the responsibilities described in this section.
Acceptable Use
You agree to use our website and services only for lawful purposes and in a manner that does not interfere with our operations or the rights of others. You must not attempt to gain unauthorized access to our systems, introduce malicious software, probe or scan our infrastructure, or use our services to distribute harmful content.
You must not use our website to transmit unsolicited communications or to collect information about other users. We may monitor activity on our systems to detect and prevent misuse. Violation of this section may result in suspension or termination of services and may be reported to the relevant authorities. We cooperate with law enforcement where required and will preserve evidence of misuse when it is reasonably possible to do so.
Fees and Payment Terms
Fees for our services are stated in the applicable proposal or statement of work. Unless otherwise agreed, fees are quoted in United States dollars and are exclusive of applicable taxes. Payment terms are specified in each agreement and typically include an initial deposit before work begins.
Invoices are payable within the time stated on the invoice. Late payments may incur interest at the maximum rate permitted by law, and we may suspend work on outstanding balances. We do not charge hidden fees, and any cost not listed in the written agreement requires your approval before we incur it. If a project is cancelled part way through, you are responsible for payment for all work completed up to the date of cancellation.
Intellectual Property Rights
As between you and the Company, all intellectual property in the deliverables we create specifically for you, including custom software, designs, and documentation, is owned by you upon full payment of the applicable fees. The Company retains ownership of its pre-existing tools, frameworks, methodologies, and any material developed independently of your project.
You grant us a limited license to use your materials and systems as necessary to perform the services. You may not use, copy, or distribute our proprietary tools without our written permission, and we may not use your confidential information outside the scope of your project. Neither party will register or claim ownership of intellectual property that belongs to the other party under this section.
Client Content and Data
You retain ownership of all content, data, and materials you provide to us in connection with a project. You are solely responsible for the legality, accuracy, and security of your content and for ensuring that you have the rights to provide it. We process your content only to the extent necessary to provide the services, and we do not claim ownership of it.
You agree to provide data in a form that does not expose us to liability, and you are responsible for maintaining backup copies of your critical data. We will return or securely delete your content as directed at the end of an engagement, subject to legal retention requirements. Our handling of your personal information is described in our Privacy Policy, which is available at /privacy.
Third-Party Services and Links
Our services may rely on or integrate with third-party platforms, including cloud providers, software vendors, and payment processors. These third parties have their own terms and privacy policies, which may apply to your use of their services. We are not responsible for the performance, availability, or security of third-party services, although we will use reasonable care in selecting reputable providers.
We may provide links to third-party websites for your convenience. Your use of any third-party service is governed by the terms of that service, and you should review those terms before use. If a third-party provider changes its terms or discontinues a service that we rely on, we will work with you to identify a suitable alternative where reasonably possible.
Confidentiality
Each party agrees to keep confidential any non-public information received from the other party in connection with the services. Confidential information includes technical designs, business plans, client lists, pricing, and any information marked as confidential or reasonably understood to be confidential.
Neither party will disclose confidential information to third parties except as necessary to perform the services or as required by law. This obligation survives the termination of the agreement for a period of five years. We may use general knowledge gained during a project in our future work, provided we do not disclose your confidential information or use it to compete against you unfairly.
Warranties and Disclaimers
We warrant that our services will be performed in a professional manner consistent with industry standards. Except for this limited warranty, the services are provided as is, and the Company makes no other warranties, express or implied, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement.
We do not warrant that our services will be uninterrupted or error free, or that all defects can be eliminated. Any claims under the limited warranty must be reported to us in writing within thirty days of the completion of the affected work. This section defines the full extent of our warranty obligations and replaces any other warranty, written or oral.
Limitation of Liability
To the maximum extent permitted by law, the total liability of the Company arising out of or related to these terms or the services, whether in contract, tort, or otherwise, shall not exceed the total fees paid by you for the specific services giving rise to the claim.
In no event shall the Company be liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, lost data, or business interruption, even if we were advised of the possibility of such damages. The exclusions in this section apply regardless of the cause of the loss. Some jurisdictions do not allow the exclusion of certain damages, so some limitations may not apply to you.
Indemnification
You agree to indemnify, defend, and hold harmless the Company and its officers, employees, and agents from and against any claims, damages, losses, and expenses, including reasonable attorneys fees, arising out of or related to your use of the services, your content, your violation of these terms, or your violation of any law or the rights of a third party.
We will notify you promptly of any claim subject to this indemnification and will reasonably cooperate in your defense. We reserve the right to assume exclusive defense and control of any matter subject to indemnification, in which case you will assist us as needed. This section survives the termination of these terms and any underlying agreement.
Term and Termination
These terms take effect when you first use our website or accept a proposal and continue until terminated. Either party may terminate a project agreement for convenience with written notice and payment for all work completed up to the date of termination. Either party may terminate for material breach if the breach is not cured within thirty days of written notice.
Upon termination, you must pay for all services performed and expenses incurred before termination, and we will deliver completed work products subject to payment. Sections that by their nature should survive termination, including confidentiality, warranties, limitation of liability, and indemnification, will continue in effect after termination.
Suspension of Services
We may suspend access to or delivery of services, in whole or in part, if we reasonably believe that a security threat, payment delinquency, violation of these terms, or legal requirement makes suspension necessary. We will provide notice before suspension where it is reasonably possible to do so.
Suspension does not relieve you of your payment obligations for work performed before the suspension. We will restore services as promptly as practicable once the reason for suspension has been resolved. Repeated violations of these terms may result in permanent termination of services.
Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under these terms if the delay or failure results from events beyond the reasonable control of that party, including natural disasters, war, civil unrest, pandemics, power failures, telecommunications outages, or actions of government authorities.
The affected party will notify the other party as soon as reasonably possible and will use reasonable efforts to resume performance. This section does not excuse payment obligations that have already become due. If the force majeure event continues for more than sixty days, either party may terminate the affected agreement without penalty.
Governing Law
These terms and any dispute arising out of or related to them are governed by the laws of the State of Utah and the federal laws of the United States, without regard to its conflict of law provisions. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
The Company is located in the State of Utah, and its principal place of business is 1363 E 100 S APT 196, Payson - 84651-3374, United States (US). You agree that the laws of the State of Utah govern your use of our services and this agreement.
Dispute Resolution
The parties agree to make a good faith effort to resolve any dispute arising under these terms through direct negotiation before pursuing formal legal action. If the dispute cannot be resolved within thirty days, either party may pursue any remedy available at law or in equity.
Except where prohibited by law, any legal action arising from these terms shall be brought in the state or federal courts located in the State of Utah, and you consent to the exclusive jurisdiction and venue of those courts. The prevailing party in any legal action may recover its reasonable attorneys fees and costs. This section does not limit the right of either party to seek injunctive relief for urgent matters.
Changes to These Terms
We may revise these Terms of Service from time to time to reflect changes in our business, our services, or applicable law. When we make changes, we will update the Last Updated date at the top of this page and post the revised terms on this website. If a change is material, we will provide notice on our homepage or by email to clients for whom we have contact details.
Your continued use of our website or services after the changes take effect constitutes acceptance of the revised terms. If you do not agree with the revised terms, you should stop using our services before the changes take effect. The date at the top of this page always reflects the most recent revision.
Severability and Waiver
If any provision of these terms is found to be invalid, unlawful, or unenforceable, that provision shall be deemed amended to the minimum extent necessary to make it enforceable, or if it cannot be amended, it shall be severed from these terms. The remaining provisions shall continue in full force and effect.
A failure by either party to exercise or enforce any right or provision of these terms shall not constitute a waiver of that right or provision. A waiver of any breach shall not be a waiver of any subsequent breach. No waiver is effective unless it is made in writing and signed by the waiving party.
Assignment
Neither party may assign or transfer its rights or obligations under these terms without the prior written consent of the other party, except that the Company may assign these terms to an affiliate or to a successor in connection with a merger, acquisition, or sale of substantially all of its assets. Any attempted assignment in violation of this section is void.
Subject to the foregoing, these terms bind and benefit the parties and their respective permitted successors and assigns. Nothing in this section affects the right of the Company to engage subcontractors to assist in the delivery of services, provided that the Company remains responsible for the work performed.
Independent Contractor Relationship
The relationship between you and the Company is that of independent contractors. Neither party is an agent, employee, partner, or joint venturer of the other, and neither party has authority to bind the other or to incur obligations on the behalf of the other. Nothing in these terms creates an employment or agency relationship for tax or benefits purposes.
Each party is solely responsible for its own employees, contractors, and obligations. This section clarifies the nature of the relationship and helps both parties manage their respective responsibilities under the law. Neither party will make representations to third parties that suggest a different relationship exists.
Entire Agreement
These terms, together with any proposal, statement of work, or other written agreement that incorporates them, constitute the entire agreement between you and the Company regarding the subject matter of these terms. They supersede all prior and contemporaneous agreements, understandings, and communications, whether written or oral.
Any terms presented on an order form or similar document that conflict with these terms shall have effect only if expressly accepted in writing by an authorized representative of the Company. No usage of trade or course of dealing shall be used to modify these terms.
How to Contact Us
If you have questions about these Terms of Service, you may contact the Company at any time. You can reach us by email at call@outro.buzz, by telephone at +14326988090, or by mail at Outro LLC, 1363 E 100 S APT 196, Payson - 84651-3374, United States (US).
The contact person for matters relating to these terms is Lv Jingze. We will respond to your message as promptly as possible, and we will do our best to resolve any concern you raise in a fair and timely manner. Our Privacy Policy, available at /privacy, describes how we handle personal information.