Terms of Service — Pairmind

These Terms of Service ("Terms") govern your access to and use of the website at pairmind.dev (the "Site") and the software design, development, and related services (the "Services") provided by Pairmind Limited ("Pairmind", "we", "us", or "our"), a company registered in Hong Kong. Please read these Terms carefully.

1. Agreement to terms

By accessing or using the Site, or by engaging us for Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree with any part of these Terms, you must not use the Site or our Services. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

2. Definitions

"Client" means a person or entity that engages Pairmind to provide Services. "Deliverables" means the software, designs, code, documentation, and other materials we create for a Client under an engagement. "Order" or "Statement of Work" (SOW) means a written proposal, quote, or agreement describing the scope, fees, and timeline of an engagement.

3. Eligibility

You must be at least 18 years old and able to form a legally binding contract to use the Site or engage our Services. The Site is intended for businesses and professionals seeking software development services.

4. Our services

Pairmind provides software-related professional services, including product design, web and mobile application development, and artificial-intelligence integration. The Site is informational; it describes our Services and lets you contact us. Indicative prices shown on the Site are starting points and do not constitute a binding offer. The specific scope, fees, and timeline of any engagement are set out in an agreed Order or SOW.

5. Engagements & quotes

An engagement is formed only when we and the Client agree to a written Order or SOW. Where these Terms conflict with a signed Order or SOW, the Order or SOW prevails for that engagement. We may decline or discontinue any inquiry or engagement at our discretion. Estimates and timelines are made in good faith and may change as scope is clarified.

6. Fees & payment

Fees, payment milestones, and currency are defined in each Order or SOW. Unless stated otherwise, fees are quoted in United States Dollars (USD) and are exclusive of any applicable taxes, which are the Client's responsibility. Fixed-scope projects are typically billed in milestones (for example, a deposit to begin and the balance on delivery); retainers are billed monthly in advance.

Invoices are payable within the period stated on the invoice. We may suspend work on overdue accounts. Late payments may incur reasonable interest where permitted by law.

7. Intellectual property & deliverables

Subject to full payment of all fees due under the relevant Order or SOW, we assign to the Client ownership of the final Deliverables created specifically for that Client. We retain ownership of our pre-existing materials, tools, frameworks, libraries, and general know-how, and grant the Client a non-exclusive licence to use such materials to the extent they are incorporated into the Deliverables.

The Site itself and all content on it — including the Pairmind name, logo, text, graphics, and design — are owned by or licensed to Pairmind and protected by intellectual-property laws. You may not copy, reproduce, or create derivative works from the Site without our written permission.

8. Client responsibilities

The Client agrees to provide, in a timely manner, the access, content, credentials, approvals, and feedback reasonably required for us to perform the Services. The Client is responsible for the legality of the content and materials it provides and for ensuring it has the rights to use them.

9. Confidentiality

Each party may receive confidential information from the other. Both parties agree to keep such information confidential, to use it only for the purpose of the engagement, and to protect it with reasonable care. This obligation does not apply to information that is or becomes public through no fault of the receiving party, or that must be disclosed by law.

10. Third-party services

Our Deliverables may rely on third-party platforms, APIs, libraries, and services (for example, hosting providers, payment processors, and AI model providers). Use of those services is subject to their own terms, and we are not responsible for their availability, performance, pricing, or policies.

11. Warranties & disclaimers

We perform the Services with reasonable skill and care consistent with professional industry standards. Except as expressly stated in an Order or SOW, the Site and Services are provided "as is" and "as available" without warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Site or any Deliverable will be uninterrupted, error-free, or free of harmful components.

12. Limitation of liability

To the maximum extent permitted by law, Pairmind will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to the Site or the Services. Our total aggregate liability arising out of or relating to an engagement will not exceed the total fees paid by the Client to Pairmind for that engagement in the three (3) months preceding the event giving rise to the claim.

13. Indemnification

You agree to indemnify and hold harmless Pairmind and its directors, officers, and employees from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of your breach of these Terms, your misuse of the Site, or content or materials you provide to us.

14. Term & termination

These Terms apply while you use the Site. Either party may terminate an engagement as set out in the relevant Order or SOW. We may suspend or terminate your access to the Site at any time if you breach these Terms. Provisions that by their nature should survive termination — including intellectual property, confidentiality, disclaimers, and limitation of liability — will survive.

15. No physical goods

Pairmind provides professional software services only. We do not sell, ship, or deliver any physical goods through the Site, and the Site does not process consumer purchases. Because we do not sell physical products, no shipping or physical-goods return policy applies. Any refund or cancellation arrangement for Services is governed by the relevant Order or SOW.

16. Governing law

These Terms are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, without regard to its conflict-of-law rules. The courts of Hong Kong will have exclusive jurisdiction over any dispute arising out of or relating to these Terms, except that we may seek injunctive relief in any competent jurisdiction.

17. Changes to these terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date at the top of this page. Material changes take effect when posted. Your continued use of the Site after changes are posted constitutes acceptance of the revised Terms.

18. Contact

Questions about these Terms can be sent to hello@pairmind.dev, or by mail to:

Pairmind Limited
7/F, MW Tower, 111 Bonham Strand,
Sheung Wan, Hong Kong