Terms and Conditions
Terms and Conditions
SPHERE IT CONSULTING
Welcome to Sphere IT Consulting. By accessing and using our website https://sphere-itc.com/ and our services, you agree to be bound by these Terms and Conditions. If you do not agree with these terms, please do not use our services.
1. DEFINITIONS AND SCOPE OF APPLICATION
1.1 Definitions
For purposes of these Terms and Conditions, the following definitions apply:
- “Sphere” or “the Company”: Sphere IT Consulting, with registered address at Av. Faustino Sánchez Carrión 615, Ofic. 1209, Jesús María 15076, Lima, Peru.
- “Client” or “User”: Any natural or legal person who accesses, uses, or contracts Sphere’s services.
- “Services”: IT consulting services, software development, Commerce implementation (BigCommerce, Feedonomics, Makeswift), Snowflake Data Cloud implementation, and any other service offered by Sphere.
- “Website”: The portal https://sphere-itc.com/ and all its subdomains.
1.2 Acceptance of Terms
The use of the Website and the contracting of Services implies full and unreserved acceptance of all the terms and conditions established herein. Sphere reserves the right to modify these terms at any time, and it is the User’s responsibility to periodically review this section.
2. SERVICES OFFERED
2.1 Service Description
Sphere offers the following professional services:
- Information Technology Consulting: Business Intelligence, Data Warehouse, Enterprise Resource Planning (ERP).
- Software Development: Custom solutions for e-commerce, energy, monitoring systems, and ERP.
- Commerce: Implementation and optimization of BigCommerce, Feedonomics, and Makeswift platforms for B2B and B2C solutions.
- Snowflake Data Cloud: Implementation, migration, and optimization of cloud data solutions.
2.2 Scope of Service
The specific scope of each service will be defined in a separate contractual document (Commercial Proposal, Statement of Work, or Service Agreement). Sphere commits to meeting agreed quality standards and timelines, subject to the Client’s timely collaboration in providing information, access, and necessary resources.
3. CLIENT OBLIGATIONS
The Client agrees to:
- Provide complete, accurate, and truthful information about their needs and requirements.
- Facilitate access to systems, data, and personnel necessary for service delivery.
- Comply with established review, approval, and feedback deadlines.
- Make payments within agreed terms and conditions.
- Not use the services for illegal activities or activities that violate third-party rights.
4. PRICING AND PAYMENT TERMS
4.1 Fees
Service prices will be established in the corresponding commercial proposal. All fees are expressed in United States dollars (USD) or Peruvian soles (PEN), as agreed with the Client, and do not include applicable taxes unless otherwise stated.
4.2 Payment Terms
The Client must make payments according to the established conditions:
- Initial payment or advance as agreed in the contract.
- Partial payments linked to project milestones.
- Final payment upon project completion and delivery.
4.3 Late Payment
Delay in payment of any invoice for more than 15 calendar days will authorize Sphere to temporarily suspend service delivery until payment is regularized, without prejudice to corresponding legal actions and application of late payment interest according to applicable Peruvian legislation.
5. INTELLECTUAL PROPERTY
5.1 Sphere’s Rights
All Website content, including but not limited to text, graphics, logos, icons, images, source code, and design, are the exclusive property of Sphere IT Consulting or its licensors, and are protected by Peruvian intellectual property laws and international treaties.
5.2 Rights to Custom Developments
Intellectual property rights to custom software developments or solutions will be transferred to the Client only after full payment for the service, unless otherwise agreed in writing. Sphere retains the right to use methodologies, frameworks, libraries, and reusable components developed previously or in parallel.
5.3 Use of Third-Party Trademarks
BigCommerce, Feedonomics, Makeswift, Snowflake, and other trademarks mentioned on the Website are the property of their respective owners. Sphere acts as an authorized partner of these platforms and their use is subject to each licensor’s terms.
6. CONFIDENTIALITY
Sphere commits to maintaining the confidentiality of all sensitive Client information accessed during service delivery. This obligation will remain in effect even after the contractual relationship ends. Similarly, the Client commits not to disclose Sphere’s confidential information, including methodologies, internal processes, and know-how.
7. WARRANTIES AND LIMITATION OF LIABILITY
7.1 Warranties
Sphere warrants that services will be provided with professional diligence and according to industry best practices. However, we do not guarantee specific business results (sales increase, specific ROI, etc.) that depend on multiple factors beyond our control.
7.2 Limitation of Liability
Sphere shall not be liable for:
- Indirect damages, loss of profits, or consequential damages arising from the use of services.
- Problems caused by incomplete or erroneous information provided by the Client.
- Interruptions of third-party services (cloud providers, payment gateways, etc.).
- Security failures in systems beyond Sphere’s direct control.
In any case, Sphere’s total liability shall not exceed the total amount paid by the Client for the specific service that originated the claim.
8. TERM AND TERMINATION
8.1 Duration
The agreement will have the duration established in the specific contractual document. Maintenance or ongoing support services will be automatically renewed unless notified otherwise 30 days in advance.
8.2 Termination for Breach
Either party may terminate the agreement immediately in case of material breach by the other party, upon written notice allowing a 10 business day period to remedy such breach.
8.3 Effects of Termination
Upon termination of the agreement, the Client must pay for all services rendered up to the termination date. Sphere will deliver all completed deliverables up to that time, and the Client must return or destroy any confidential Sphere materials.
9. PERSONAL DATA PROTECTION
The processing of Client’s personal data will be governed by our Privacy Policy, available at https://sphere-itc.com/privacy-policy/, in compliance with Law No. 29733 – Personal Data Protection Law of Peru and its regulations.
10. MODIFICATIONS TO WEBSITE AND SERVICES
Sphere reserves the right to modify, suspend, or discontinue, temporarily or permanently, the Website or any service, with or without prior notice. Sphere shall not be liable to the Client or third parties for any modification, suspension, or discontinuation of the service.
11. INDEMNIFICATION
The Client agrees to indemnify and hold harmless Sphere, its directors, employees, and collaborators from any claim, loss, liability, damage, cost, or expense (including legal fees) arising from breach of these terms or improper use of the services.
12. FORCE MAJEURE
Neither party shall be liable for failure to perform its obligations due to force majeure or acts of God, including but not limited to natural disasters, war, strikes, public service interruptions, acts of authority, or pandemics. The affected party must notify the other within 48 hours of the event occurring.
13. ASSIGNMENT
The Client may not assign, transfer, or subcontract their rights or obligations under these terms without Sphere’s prior written consent. Sphere may assign its rights and obligations to companies within the same economic group or in case of merger, acquisition, or asset sale.
14. SEVERABILITY
If any provision of these Terms and Conditions is declared null, invalid, or unenforceable by competent authority, the remaining provisions shall remain in full force and effect. The affected provision will be replaced by another that best reflects the parties’ original intention.
15. GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Republic of Peru. Any dispute or conflict arising from the interpretation, execution, or compliance with these terms shall be submitted to the exclusive jurisdiction of the judges and courts of the judicial district of Lima, Peru, with the parties expressly waiving any other jurisdiction that may correspond to them.
16. CONTACT
For any inquiries related to these Terms and Conditions, the Client may contact us through:
Company Name: Sphere IT Consulting
Address: Av. Faustino Sánchez Carrión 615, Ofic. 1209, Jesús María 15076, Lima, Peru
Phone (Peru): +51 (511) 692-1392 / +51 (511) 934 331 357
Phone (United States): +1 (254) 306-2888
Email: information@sphere-itc.com
Website: https://sphere-itc.com/
By using our services, you acknowledge having read, understood, and accepted these Terms and Conditions in their entirety.