Terms of Service
The rules for using BDI Corporate’s website and services.
Overview
These Terms form a binding agreement between you and BDI Corporate (“we”, “us”, “our”). If a signed Statement of Work (SOW) conflicts with these Terms, the SOW controls.
Engagement & Scope
- SOWs define deliverables, milestones, assumptions, and acceptance.
- Changes are handled via written change requests.
- We may use qualified subcontractors; we remain responsible for their work.
Fees & Payment
- Fees may be fixed-scope, T&M, or retainers as stated in the SOW.
- Invoices are due within 14 days unless otherwise stated; applicable taxes are your responsibility.
- Late amounts may accrue the lesser of 1.5%/month or the legal maximum.
Client Responsibilities
- Provide timely access to stakeholders, systems, and data with appropriate permissions.
- Ensure rights to supply any data/content and to enable integrations.
- Review deliverables promptly; delays may extend timelines.
Intellectual Property
- You own deliverables created for you upon full payment.
- We retain reusable libraries and know-how; you get a perpetual, non-exclusive license to embedded BDI components for internal use.
- We may reference your name/logo as a client with prior consent (opt-out anytime).
Third-Party Services
Solutions may rely on external platforms (ERP/CRM, cloud, analytics). Their terms, pricing, and SLAs apply; we aren’t responsible for their outages or changes.
Confidentiality & Data
- Each party protects the other’s confidential information and uses it only for the engagement.
- We process personal data per our Privacy Policy. A DPA can be executed if required.
Warranties & Disclaimers
- We warrant services will be performed with reasonable skill and care.
- Except as stated, services and deliverables are provided “as is”.
Limitation of Liability
To the maximum extent permitted by law, neither party is liable for indirect or consequential damages. Each party’s total liability under an SOW is capped at fees paid in the 12 months preceding the claim, excluding unpaid fees, breach of confidentiality, and indemnified IP claims caused by that party.
Indemnification
Each party will defend and indemnify the other from third-party claims arising from materials it supplied that infringe IP, or from its violation of law, subject to prompt notice and cooperation.
Non-Solicitation
During the engagement and 12 months after, neither party will solicit to hire the other’s personnel who worked on the project, except by mutual written consent.
Term & Termination
- Either party may terminate for material breach not cured within 15 days of notice.
- You may terminate for convenience; we’ll invoice for work performed and non-cancelable costs.
- Survival: fees, IP, confidentiality, and liability provisions.
Governing Law
These Terms are governed by the laws of Lebanon (Beirut courts) or the UAE (Dubai courts) as designated in the SOW. The CISG does not apply.
Changes to Terms
We may update these Terms. Continued use after updates constitutes acceptance.
Contact
Legal: legal@bdicorporate.com • General: info@bdicorporate.com