Terms of Service - Havenya LLC

Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Havenya LLC ("Havenya," "we," "us," or "our") governing your access to and use of our website (havenya.com), mobile applications (including Shopleez Customer, Shopleez Admin, and Shopleez Delivery), and related services (collectively, the "Services").

By accessing or using our Services, 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 access or use our Services.

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last Updated" date. Your continued use of the Services after any such changes constitutes your acceptance of the new Terms.

Description of Services

Havenya LLC is a professional software development company registered in Wyoming, United States. We deliver enterprise-grade technology solutions to businesses worldwide. Our Services include:

Custom Software Development: End-to-end design and development of mobile applications (iOS, Android, cross-platform), web applications, and enterprise software solutions built to your exact specifications. All projects follow industry best practices including agile methodology, code reviews, and comprehensive testing.
Shopleez E-Commerce Platform: Our flagship suite of white-label e-commerce applications designed for businesses of all sizes. The platform includes a customer-facing shopping app with modern UX, a comprehensive business administration dashboard for inventory and order management, and a real-time delivery tracking app for logistics coordination.
Technical Consulting & Architecture: Strategic technology consulting, system architecture design, technology stack selection, and digital transformation advisory services delivered by experienced engineers.
Managed Support & Maintenance: SLA-backed technical support, proactive monitoring, security updates, performance optimization, and continuous improvement services to ensure your applications remain reliable and competitive.

All services are delivered with a commitment to quality, security, and compliance with applicable regulations including GDPR, CCPA, and industry-specific requirements.

Account Registration

To access certain features of our Services, you may be required to create an account. When creating an account, you agree to:

Provide accurate, current, and complete information
Maintain and promptly update your account information
Maintain the security and confidentiality of your login credentials
Accept responsibility for all activities that occur under your account
Notify us immediately of any unauthorized access or use of your account

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe pose a security risk.

User Responsibilities

By using our Services, you agree to:

Use the Services only for lawful purposes and in accordance with these Terms
Not use the Services in any way that could disable, overburden, damage, or impair them
Not attempt to gain unauthorized access to any part of the Services or any systems or networks connected to the Services
Not use any automated means (including bots, scrapers, or spiders) to access or interact with the Services
Not transmit any viruses, malware, or other harmful code
Not engage in any activity that interferes with or disrupts the Services
Comply with all applicable laws and regulations

Prohibited Activities

You are prohibited from using the Services to:

Engage in any illegal, fraudulent, or deceptive activities
Violate the intellectual property rights of others
Transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable
Impersonate any person or entity or falsely state or misrepresent your affiliation with a person or entity
Collect or store personal data about other users without their consent
Interfere with or disrupt the Services or servers or networks connected to the Services
Reverse engineer, decompile, or disassemble any aspect of the Services
Use the Services for any commercial purpose not expressly authorized by us

Intellectual Property Rights

Our Intellectual Property

The Services, including all content, features, functionality, software, designs, text, graphics, logos, and trademarks, are owned by Havenya or its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose, subject to these Terms. This license does not include the right to:

Modify, copy, distribute, or create derivative works based on the Services
Use any data mining, robots, or similar data gathering tools
Sublicense, sell, resell, or commercially exploit the Services
Remove any copyright, trademark, or other proprietary notices

User Content

You retain ownership of any content you submit, post, or display through the Services ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, and display such content solely for the purpose of providing and improving our Services.

You represent and warrant that you own or have the necessary rights to the User Content you submit and that such content does not violate the rights of any third party.

Custom Development Projects

For custom development projects, intellectual property ownership will be governed by the specific Master Services Agreement (MSA) or Statement of Work (SOW) between Havenya and the client. Our standard practice for commissioned work:

Client-Owned Deliverables: Upon full payment, clients typically receive full ownership of custom code, designs, and documentation specifically created for their project
Havenya-Retained Components: Unless otherwise agreed in writing, Havenya retains ownership of pre-existing libraries, frameworks, tools, methodologies, and generic components that may be incorporated into the deliverables
License Grants: Where Havenya-owned components are included in deliverables, clients receive a perpetual, royalty-free license to use such components as part of their solution

We recommend discussing intellectual property terms during project planning to ensure clear expectations for all parties.

Payment Terms

For services requiring payment:

All fees are quoted in US Dollars unless otherwise specified
Payment terms will be outlined in your service agreement or invoice
You agree to pay all fees and charges incurred in connection with your account
We may use third-party payment processors to process payments
All payments are non-refundable unless otherwise stated in the applicable agreement
We reserve the right to modify our pricing with reasonable notice

Failure to pay outstanding fees may result in suspension or termination of your access to the Services.

Third-Party Services

Our Services may integrate with or contain links to third-party websites, applications, or services. These third-party services are not under our control, and we are not responsible for their content, privacy policies, or practices.

Your use of third-party services is at your own risk and subject to the terms and conditions of those services. We encourage you to review the terms and privacy policies of any third-party services you access.

Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT:

The Services will be uninterrupted, secure, or error-free
Any defects or errors will be corrected
The Services will meet your specific requirements or expectations
The results obtained from using the Services will be accurate or reliable
The Services will be free of viruses or other harmful components

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above limitations may not apply to you.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HAVENYA, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

Loss of profits, data, use, goodwill, or other intangible losses
Damages resulting from unauthorized access to or use of our servers or any personal information stored therein
Damages resulting from any interruption or cessation of transmission to or from our Services
Damages resulting from any bugs, viruses, or other harmful code transmitted through our Services by any third party

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE (12) MONTHS, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

Some jurisdictions do not allow the limitation or exclusion of liability for certain damages, so some of the above limitations may not apply to you.

Indemnification

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

Your use of and access to the Services
Your violation of these Terms
Your violation of any third-party rights, including intellectual property rights
Any claim that your User Content caused damage to a third party

This indemnification obligation will survive the termination of these Terms and your use of the Services.

Termination

We may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason, including:

Breach of these Terms
Request by law enforcement or government agencies
Discontinuation or material modification of the Services
Unexpected technical or security issues
Extended periods of inactivity

You may terminate your account at any time by contacting us at ahmed@havenya.com or using the account deletion feature on our Account Deletion page.

Upon termination, your right to use the Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Governing Law

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

You agree that any legal action or proceeding arising out of or relating to these Terms or your use of the Services shall be brought exclusively in the federal or state courts located in Wyoming, and you consent to the personal jurisdiction of such courts.

Dispute Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services, the parties agree to first attempt to resolve the dispute through good-faith negotiation.

If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue resolution through binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Sheridan, Wyoming, and shall be conducted in English.

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

Waiver

The failure of Havenya to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Havenya.

Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by us on the Services, constitute the entire agreement between you and Havenya concerning the Services and supersede all prior agreements, understandings, negotiations, and discussions, whether oral or written.

Contact Information

If you have any questions about these Terms of Service, require clarification on any provision, or need to discuss specific service agreements, please contact our team:

Havenya LLC
Legal & Contracts Department
30 N Gould St Ste 4000
Sheridan, WY 82801-6317, United States

Email: ahmed@havenya.com
Phone: +20 107 012 8710
Business Hours: Monday - Friday, 9:00 AM - 6:00 PM EST

For enterprise clients or those requiring custom contractual terms, please reach out to discuss your specific requirements. We are committed to establishing fair, clear agreements that protect both parties' interests.