Terms of Service

Cypher Core (a US‐registered entity; legal name and state Texas) provides development and API/AI backend services under the following terms. By accessing our website or services, you agree to be bound by these TOS, our Privacy Policy, and any applicable project agreement. If you are entering into these terms on behalf of a company, you represent you have authority to bind that entity.

Last Updated: April 2026

1. Services and Scope.

Cypher Core delivers custom technology services (e.g. API integration, AI backend engineering with Laravel+Swoole, system audits, and ongoing support). The specific services, deliverables, fees and timelines are set out in individual project proposals or statements of work. We aim for high-performance, scalable solutions, but actual results depend on timely client feedback and data (clients must provide accurate requirements, approvals, and content in a timely manner). We reserve the right to decline or suspend work outside our scope or that we believe violates these terms.

Fees and Payment.

Fees and payment schedules are specified in each Proposal. In general, payment is due per the invoice schedule (e.g. 50% deposit, balance on completion). All invoices are payable on receipt. Clients are responsible for any third-party expenses (hosting, licenses, travel, etc.) with prior approval. We reserve the right to withhold deliverables, pause work, or suspend access if invoices are overdue. Any credits/refunds (if applicable) will comply with applicable law.

3. Deliverables and Intellectual Property.

Upon full payment, the final deliverables created specifically for you are owned by you . We retain ownership of any underlying tools, pre-existing code, frameworks, templates, or proprietary AI models we use (we grant you a license to use those solely as part of the deliverables). We may showcase completed work in our portfolio unless you explicitly request confidentiality . All content provided by the client (e.g. text, logos, data) remains the client’s property, but you grant us a license to use it to perform the services. Third-party materials (stock media, etc.) will be licensed in your name where possible.

4. Confidentiality.

Each party will keep the other’s confidential information strictly private. “Confidential Information” includes non-public business or technical data (e.g. project specs, designs, source code). We will not disclose or use your confidential data except to provide services or as required by law . You likewise will not publish our proprietary methods or documentation. Confidential information does not include information already in the public domain or rightfully received from a third party without breach of any obligation. This section survives termination.

5. Warranties and Disclaimer.

Cypher Core provides services on an “as-is” basis. We strive to use best engineering practices, but make no warranties, express or implied . In particular, we disclaim any warranty of merchantability or fitness for a particular purpose . We do not guarantee specific business outcomes. AI-powered services are experimental: we do not warrant that outputs will be accurate or bias-free . Clients are responsible for validating AI suggestions or code integration into their systems.

6. Limitation of Liability.

To the fullest extent allowed by law, Cypher Core will not be liable for any indirect, incidental, special or consequential damages (such as lost profits, data loss or business interruption) arising from our services . Our total liability for any claim related to these terms or our work will not exceed the fees paid for the specific services at issue. This limitation applies regardless of legal theory and even if we were advised of possible damages.

7. Indemnification.

You (the client) agree to defend, indemnify and hold Cypher Core and its officers harmless from any claims, losses or expenses (including attorneys’ fees) arising out of (a) your use of our services, (b) content you provide (e.g. copyright or trademark violations), or (c) your breach of these terms . We will notify you of any claim and reasonably cooperate with your defense. This does not waive other remedies.

8. Termination.

Either party may terminate a project for material breach if the other fails to cure within 15 days of written notice. We may suspend or terminate services immediately for non-payment, or any conduct we deem harmful or unlawful . Upon termination, you will pay for work completed up to that date. Sections on confidentiality, payment, IP, and limitation of liability survive termination.

9. Third-Party Services.

Our work often involves third-party tools (e.g. AWS for hosting, OpenAI for AI processing, GitHub/CI pipelines, Google Analytics, etc.). When using such services, you agree to their terms and Cypher Core disclaims liability for those providers’ actions or outages. We do not sell or share personal data with third parties except to provide services or comply with law. We may share minimal personal information (e.g. contact info) with necessary service providers under confidentiality.

10. Service Level & Support.

If Cypher Core hosts or maintains services (e.g. API endpoints on our infrastructure), we aim for high uptime (typically ~99.9% excluding planned maintenance, with credits for major downtime ). We do not guarantee uninterrupted operation. Support services (bug fixes, updates) are provided as agreed in a maintenance or retainer contract. Under standard retainers, we offer periodic performance checks and emergency support, with specifics to be defined in that agreement.

11. Force Majeure.

We are not liable for failures due to events beyond our reasonable control, including natural disasters, war, terrorism, or government actions . These “Acts of God” will extend project timelines accordingly.

12. Governing Law & Disputes.

These Terms are governed by the laws of the United States and the State of Texas, without regard to its conflict-of-law rules. For any disputes, the parties agree to first attempt resolution in good faith. If the dispute is not resolved, claims up to $10,000 may be brought in small claims court in Texas or resolved through arbitration (e.g., American Arbitration Association). Any arbitration will be conducted in Texas or remotely, in accordance with applicable commercial arbitration rules. You waive any right to participate in a class action lawsuit or jury trial. Nothing in this section prevents either party from seeking injunctive relief in a court of competent jurisdiction for breaches related to intellectual property or confidentiality.

13. Changes to Terms.

Cypher Core may update these Terms at any time. We will notify existing clients of significant changes (e.g. by email or site announcement) . Continued use of our services or website after notice constitutes acceptance of the new terms.

14. Contact.

For questions about these Terms, email us at [email protected] or submit an inquiry via our website.

Note: These Terms also incorporate our Privacy Policy and any service-specific agreement. By using our site or services, you acknowledge you have read, understood, and agree to be bound by these Terms .