1. BINDING AGREEMENT
These Terms of Service ("Terms", "Agreement") constitute a legally binding contract between you (the "Client", "User", "you") and DreamCore Technologies LLC, a Wyoming limited liability company ("DreamCore", "we", "us", "our"). These Terms govern your use of our website (dreamcoretechnologies.com) and the provision of our custom software development, mobile application development, web architecture, and design services (collectively, the "Services").
By accessing our website, requesting a quote, or entering into a business relationship with DreamCore, you acknowledge that you have read, understood, and unconditionally agree to be bound by these Terms. If you do not agree to all terms and conditions herein, you are strictly prohibited from using our Services.
2. SCOPE OF SERVICES AND DELIVERABLES
DreamCore provides high-performance digital product development. The specific details, timelines, features, and deliverables of any project will be outlined in a separate, mutually signed Statement of Work (SOW) or Master Services Agreement (MSA).
2.1. Scope Creep and Modifications
We do not work on open-ended assumptions. Any features, revisions, or design changes requested by the Client that fall outside the explicitly defined scope of the original SOW will be treated as a "Change Request." Change Requests are subject to additional billing and extended timelines. We reserve the right to halt production until a Change Request is formally approved and funded.
3. FINANCIAL TERMS, PAYMENTS, AND REFUNDS
3.1. Payment Milestones
Custom software development requires significant resource allocation. Unless otherwise specified in a formal SOW, all projects require a non-refundable upfront deposit before any engineering or design work commences. Remaining balances will be billed based on predefined project milestones.
3.2. Late Payments
Invoices are due upon receipt. Any invoice remaining unpaid for more than fifteen (15) days will accrue a late fee of 1.5% per month (or the maximum rate permitted by law). DreamCore reserves the unequivocal right to suspend all development, withhold deliverables, and take digital assets offline if payment obligations are not met.
3.3. No Refunds
Due to the custom nature of software architecture and the immediate deployment of human capital, ALL DEPOSITS AND MILESTONE PAYMENTS ARE STRICTLY NON-REFUNDABLE. If the Client chooses to abandon the project or cancel the contract prior to completion, DreamCore retains all payments made up to the date of cancellation to cover labor and opportunity costs.
4. INTELLECTUAL PROPERTY AND OWNERSHIP
4.1. Transfer of Ownership
DreamCore operates on a "work made for hire" basis, subject to a strict condition precedent: The Client does not own the Intellectual Property (IP), source code, design assets, or compiled binaries UNTIL DreamCore has received payment in full for all invoices related to the project. Upon clearance of final payment, DreamCore will transfer 100% of the ownership rights of the custom-developed deliverables to the Client.
4.2. Pre-Existing Code and Libraries
Software development inherently relies on open-source libraries, frameworks, and proprietary background technology previously developed by DreamCore ("Background Tech"). DreamCore retains full ownership of its Background Tech. We grant the Client a perpetual, worldwide, royalty-free, non-exclusive license to use the Background Tech strictly as it is integrated into the final deliverable.
4.3. Client Materials
The Client guarantees that any logos, text, graphics, data, or other materials provided to DreamCore for integration into the project are owned by the Client, or that the Client has explicit legal permission to use them.
5. CLIENT OBLIGATIONS AND DELAYS
The success of a software project requires timely communication. The Client agrees to provide necessary feedback, technical access, and required assets in a timely manner. If a project is stalled for more than thirty (30) consecutive days due to the Client’s failure to respond or provide required materials, DreamCore reserves the right to classify the project as "Dormant." Reactivating a Dormant project will incur a reactivation fee of 15% of the total project value, and timelines will be entirely rescheduled based on our current availability.
6. NO GUARANTEE OF BUSINESS RESULTS
DreamCore builds highly functional digital products according to agreed technical specifications. However, we are a technology firm, not a marketing agency. We make absolutely no guarantees regarding the commercial success, user acquisition rates, market adoption, or financial profitability of the software we develop. The Client assumes full responsibility for the business strategy, marketing, and monetization of the final product.
7. DISCLAIMER OF WARRANTIES
PLEASE READ THIS SECTION CAREFULLY. IT LIMITS OUR OBLIGATIONS TO YOU.
THE SERVICES, SOFTWARE, AND DELIVERABLES PROVIDED BY DREAMCORE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, DREAMCORE EXPLICITLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
WE DO NOT WARRANT THAT THE SOFTWARE WILL BE COMPLETELY ERROR-FREE, 100% SECURE AGAINST HACKING OR CYBERATTACKS, OR OPERATE WITHOUT INTERRUPTION. SOFTWARE INHERENTLY CONTAINS BUGS AND REQUIRES ONGOING MAINTENANCE. ONCE THE WARRANTY PERIOD (IF ANY, AS DEFINED IN THE SOW) EXPIRES, ALL RISK AS TO THE QUALITY, SECURITY, AND PERFORMANCE OF THE PRODUCT REMAINS SOLELY WITH THE CLIENT.
8. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DREAMCORE TECHNOLOGIES LLC, ITS FOUNDERS, EMPLOYEES, CONTRACTORS, OR AFFILIATES BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES.
THIS INCLUDES, BUT IS NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITY, LOSS OF DATA, SERVER DOWNTIME, REPUTATIONAL DAMAGE, OR THE COST OF PROCURING SUBSTITUTE SERVICES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE DELIVERABLES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL DREAMCORE’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS, DAMAGES, AND LOSSES EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO DREAMCORE FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT CAUSING THE LIABILITY.
9. INDEMNIFICATION
You agree to defend, indemnify, and hold harmless DreamCore Technologies LLC and its personnel from and against any and all third-party claims, lawsuits, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the deliverables in a way that violates any law; (b) any claim that the materials or assets you provided to us infringe upon the intellectual property rights of a third party; or (c) your breach of any representation, warranty, or obligation under these Terms.
10. GOVERNING LAW AND BINDING ARBITRATION
THIS SECTION SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
10.1. Governing Law
These Terms and any dispute arising out of or related to our Services shall be governed by, construed, and enforced in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles.
10.2. Binding Arbitration
Any controversy, claim, or dispute arising out of or relating to this Agreement, or the breach thereof, shall be settled exclusively by final and binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Sheridan County, Wyoming, and shall be conducted in the English language by a single neutral arbitrator. The arbitrator’s award shall be final, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
11. CLASS ACTION WAIVER
YOU AND DREAMCORE TECHNOLOGIES LLC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, REPRESENTATIVE, OR COLLECTIVE PROCEEDING.
THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. IF THIS SPECIFIC PROVISION IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THE ARBITRATION PROVISION (SECTION 10.2) SHALL BE NULL AND VOID, BUT THE REMAINDER OF THIS AGREEMENT SHALL SURVIVE.
12. MISCELLANEOUS PROVISIONS
- Force Majeure: DreamCore shall not be liable for any delay or failure to perform its obligations under these Terms resulting from causes beyond our reasonable control, including but not limited to acts of God, global pandemics, cyber-attacks on third-party infrastructure, power grid failures, or government restrictions.
- Severability: If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, the remaining provisions shall remain in full force and effect.
- Entire Agreement: These Terms, combined with our Privacy Policy and any active Statement of Work, constitute the entire agreement between you and DreamCore Technologies LLC, superseding all prior oral or written communications, proposals, and representations.
- Modifications: We reserve the right to update or modify these Terms at any time. Significant changes will be effective immediately upon posting on our website. Continued use of our Services constitutes acceptance of the modified Terms.
13. CONTACT INFORMATION
For legal notices, contract questions, or general inquiries regarding these Terms of Service, please contact us at:
DreamCore Technologies LLC
30 N Gould St, STE R
Sheridan, WY 82801
United States