Terms of Service

For the purposes of these Terms of Service, the following definitions apply:

• Company (referred to as either the Company, We, Us, or Our in this agreement) refers to Bnh Services Ltd., 508 6 Street S, Golden, British Columbia, V0A 1H0, Canada.
• Services refers to the computer systems design, systems integration, IT consulting, managed technical services, and any other professional services offered by the Company through the Website or through direct engagement.
• Website refers to the Bnh Services Ltd. website accessible at www.bnhservices.lat.
• You (referred to as either You, User, or Client in this agreement) means the individual accessing or using the Website or Services, or the company or other legal entity on behalf of which such individual is accessing or using the Website or Services.
• Content refers to any text, images, graphics, code, data, or other materials appearing on the Website or provided as part of the Services.
• Agreement refers to these Terms of Service, together with our Privacy Policy and any other documents expressly incorporated by reference.

By accessing or using our Website and Services, you represent and warrant that:

• You are at least 18 years of age and have the legal capacity to enter into a binding agreement.
• If you are using the Website or Services on behalf of an organization, you have the authority to bind that organization to these Terms.
• You will comply with all applicable laws, regulations, and industry standards in connection with your use of the Website and Services.
• All information you provide to us is truthful, accurate, and complete, and you will maintain the accuracy of such information.

Your access to and use of the Services is also conditioned on your acceptance of and compliance with our Privacy Policy, which is incorporated herein by reference. Please read our Privacy Policy carefully before using our Services.

Bnh Services Ltd. provides professional services in the fields of computer systems design and related services, professional scientific and technical services, and computer integrated systems design. Our services include but are not limited to:

• Analysis, design, and architecture of computer systems and technology infrastructure
• Integration of hardware, software, and network components into cohesive operational systems
• Information technology strategy consulting and digital transformation advisory
• Ongoing managed services, system monitoring, and technical support
• Custom solution development tailored to specific business requirements

All projects are governed by separate service agreements or statements of work that detail the specific scope, deliverables, timelines, and fees. These Terms of Service govern your use of our Website and form the general framework for all service engagements. In the event of any conflict between these Terms and a signed service agreement, the signed service agreement shall prevail.

4.1 Website Content

All content on the Website, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, and the design and arrangement thereof, is the exclusive property of Bnh Services Ltd. or its content suppliers and is protected by Canadian and international copyright, trademark, and other intellectual property laws.

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website without our prior written consent, except as follows:

• Your computer may temporarily store copies of such materials in RAM incidental to accessing and viewing those materials.
• You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

4.2 Deliverables and Work Product

Unless otherwise agreed in a separate written agreement, Bnh Services Ltd. retains ownership of all pre-existing intellectual property, methodologies, tools, and frameworks used in the delivery of Services. Upon full payment for Services rendered, the Client receives a non-exclusive, perpetual license to use the deliverables created specifically for the Client for their intended business purpose. Ownership of custom-developed deliverables may be assigned to the Client as specified in the applicable service agreement.

4.3 Trademarks

The Bnh Services Ltd. name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates. You must not use such marks without the prior written permission of the Company.

When using our Website and Services, you agree not to:

• Use the Website or Services for any unlawful purpose or in violation of any applicable local, provincial, national, or international law or regulation.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
• Upload, transmit, or distribute any viruses, malware, worms, Trojan horses, logic bombs, or other material that is malicious or technologically harmful.
• Use any robot, spider, scraper, or other automated means to access the Website for any purpose without our express written permission.
• Engage in any conduct that restricts or inhibits any other user from using or enjoying the Website or Services.
• Impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity.
• Use the Website or Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use.

We reserve the right to terminate or suspend your access to the Website and Services immediately, without prior notice or liability, for any breach of these Terms or for any conduct that we, in our sole discretion, deem harmful to our interests or the interests of other users.

Fees for our Services are specified in individual service agreements, project proposals, or statements of work. Unless otherwise stated in the applicable agreement:

• All fees are quoted and payable in Canadian Dollars (CAD).
• Invoices are payable within 30 calendar days from the date of issue.
• Late payments may accrue interest at a rate of 1.5% per month (18% per annum) or the maximum rate permitted by applicable law, whichever is lower.
• The Client is responsible for all applicable federal, provincial, and local taxes, including GST/HST, unless the Client provides a valid tax exemption certificate.
• We reserve the right to suspend or terminate Services if payment is not received within the specified period after written notice of non-payment has been provided.

Any disputes regarding invoiced amounts must be raised in writing within 15 calendar days of the invoice date; otherwise, the invoice shall be deemed accepted.

To the fullest extent permitted by applicable law, Bnh Services Ltd., its directors, officers, employees, agents, affiliates, and subcontractors shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, loss of business, loss of goodwill, business interruption, or cost of procurement of substitute services, arising out of or in connection with:

• Your use or inability to use the Website or Services;
• Any conduct or content of any third party on the Website or through the Services;
• Unauthorized access, use, or alteration of your transmissions or content;
• Any errors, mistakes, or inaccuracies in any content or materials;
• Any bugs, viruses, Trojan horses, or the like that may be transmitted to or through our Website or Services by any third party.

In no event shall the aggregate liability of Bnh Services Ltd. for all claims arising out of or relating to these Terms or the Services exceed the total amount paid by you to the Company for the specific Services giving rise to the claim during the twelve (12) months preceding the event giving rise to the liability.

The limitations of liability set forth in this section shall apply regardless of the theory of liability, whether based in contract, tort (including negligence), strict liability, or otherwise, even if the Company has been advised of the possibility of such damages.

The Website and all Services are provided on an AS IS and AS AVAILABLE basis without any warranties of any kind, either express or implied. To the fullest extent permitted by applicable law, Bnh Services Ltd. expressly disclaims all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement;
• Any warranty that the Website or Services will be uninterrupted, timely, secure, error-free, or free from viruses or other harmful components;
• Any warranty as to the accuracy, completeness, reliability, or currency of any content or information provided through the Website or Services;
• Any warranty arising from course of dealing, course of performance, or usage of trade.

We do not guarantee that the results that may be obtained from the use of the Services will be effective, reliable, accurate, or meet your expectations. You acknowledge that your use of the Website and Services is at your sole risk.

You agree to defend, indemnify, and hold harmless Bnh Services Ltd., its affiliates, and their respective directors, officers, employees, agents, and contractors from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including reasonable legal and accounting fees) arising out of or related to:

• Your use of and access to the Website and Services;
• Your violation of any term of these Terms of Service;
• Your violation of any third-party right, including without limitation any intellectual property, privacy, or proprietary right;
• Your violation of any applicable law, rule, or regulation;
• Any claim that your content or use of the Services caused damage to a third party.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with us in asserting any available defenses.

In the course of providing Services, each party may have access to confidential information of the other party. Confidential Information means any non-public information, technical data, or know-how disclosed by one party to the other, including but not limited to business plans, strategies, customer information, trade secrets, software, source code, financial information, and proprietary methodologies.

Each party agrees to:

• Use the other party's Confidential Information solely for the purpose of fulfilling obligations under these Terms and any applicable service agreement;
• Protect the other party's Confidential Information using the same degree of care used to protect its own confidential information, but in no event less than reasonable care;
• Not disclose the other party's Confidential Information to any third party without prior written consent, except as required by law or to employees and contractors who need to know such information and are bound by confidentiality obligations at least as restrictive as those contained herein.

These confidentiality obligations shall survive the termination of these Terms and any service agreements for a period of three (3) years, or indefinitely with respect to trade secrets.

These Terms of Service shall remain in full force and effect while you use the Website or Services. We may terminate or suspend your access to the Website and Services at any time, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms.

Upon termination:

• Your right to use the Website and Services will immediately cease;
• You must promptly pay all outstanding fees for Services rendered up to the date of termination;
• Each party shall return or destroy all Confidential Information of the other party, except as required to comply with legal obligations;
• Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property rights, limitation of liability, indemnification, confidentiality, and governing law provisions.

These Terms shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to their conflict of law principles.

Any dispute, controversy, or claim arising out of or relating to these Terms, including any question regarding their existence, interpretation, breach, or termination, shall first be attempted to be resolved through good-faith negotiations between the parties. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may:

• For disputes involving amounts less than CAD $25,000, submit the matter to binding arbitration in accordance with the Arbitration Act (British Columbia);
• For all other disputes, commence proceedings in the courts of the Province of British Columbia, to whose exclusive jurisdiction the parties hereby submit.

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Website, Services, or these Terms must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

13.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable service agreement, constitute the entire agreement between you and Bnh Services Ltd. regarding the Website and Services, superseding all prior agreements, communications, and proposals, whether oral or written.

13.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to reflect the parties' original intention as closely as possible in accordance with applicable law, and the remaining provisions shall remain in full force and effect.

13.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and the failure of the Company to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

13.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign or transfer these Terms or any rights or obligations hereunder without restriction. Any attempted assignment in violation of this provision shall be void.

13.5 Force Majeure

Neither party shall be liable for any failure or delay in performance under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

13.6 Notices

All notices required or permitted under these Terms shall be in writing and shall be delivered by email to help@bnhservices.lat (for notices to the Company) or to the email address you have provided to us (for notices to you). Notices shall be deemed received on the next business day after sending.

13.7 Relationship of the Parties

Nothing in these Terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between you and Bnh Services Ltd. Each party is an independent contractor.

If you have any questions, concerns, or comments about these Terms of Service, please contact us at:

Bnh Services Ltd.
508 6 Street S
Golden, British Columbia
V0A 1H0
Canada

Email: help@bnhservices.lat

Phone: +1 (978) 506-4500

Website: www.bnhservices.lat