Terms of Service

1. Agreement to These Terms

These Terms of Service form a binding agreement between Rebytes LLC, a Wyoming Limited Liability Company with its registered office at 30 N Gould St, Ste R, Sheridan, WY, 82801, United States ("rebytes", "we", "us"), and the individual or organisation using this website or contracting our services ("Client", "you").

By using this website or engaging our services you accept these terms. If you do not accept them, do not use the site or our services.

2. Services We Provide

• Managed IT and InfrastructureNetwork routing and firewall management, server administration, containerised cloud platforms, cybersecurity monitoring, VoIP telephony and technical support.
• NexusWAOur WhatsApp automation platform: automation flows, shared team inbox, contact management, and REST API and webhook access.
• Odoo ERPCustom module development, version migration, managed hosting, and integration with messaging and telephony systems.

Descriptions, feature lists and prices published on this website are for information and are not an offer capable of acceptance. Scope and pricing become binding only in a signed proposal, Statement of Work or services agreement.

3. Order of Precedence

Where documents conflict, the following order applies, highest first:

• A signed Statement of Work or order form for the specific engagement.
• A signed Master Services Agreement between the parties.
• The Service Level Agreement attached to the engagement.
• These Terms of Service.

4. Service Levels and Support

Support commitments are set out in the Service Level Agreement for your engagement. Unless your SLA states otherwise, our standard response targets are:

5. Client Responsibilities

So that we can deliver reliably, you agree to:

• Provide timely, accurate information and the access we need to systems in scope.
• Nominate an authorised contact empowered to approve changes and escalations.
• Hold valid licences for third-party software we operate on your behalf.
• Use NexusWA in compliance with the WhatsApp Business Messaging Policy and applicable anti-spam and consent laws, including obtaining opt-in from message recipients.
• Refrain from using our services to send unlawful content, infringe rights, or attack any system or network.

Where a delay or fault is caused by information or access you did not provide, the associated service level targets are suspended for the duration of that delay.

6. Fees, Invoicing and Payment

• Recurring managed services are invoiced monthly in advance; project work is invoiced against the milestones in the Statement of Work.
• Invoices are payable within 15 days of the invoice date unless the agreement states otherwise.
• Payment is made by bank transfer or another method identified on the invoice. Bank charges are borne by the payer.
• Fees are exclusive of sales, use, VAT or similar taxes, which are added where applicable.
• Third-party pass-through costs — such as WhatsApp Business Platform conversation fees, cloud consumption and software licences — are itemised at cost.
• Undisputed amounts more than 15 days overdue may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower, and we may suspend non-critical services after written notice.

7. Term, Suspension and Termination

• Managed services run for the term stated in the agreement and renew for successive equal periods unless either party gives 30 days' written notice.
• Either party may terminate for material breach that remains uncured 30 days after written notice.
• We may suspend services immediately where continued operation poses a security risk, or where required by law.
• On termination we provide a reasonable transition period and hand over your data in a standard, machine-readable format. Fees accrued up to the termination date remain payable.

8. Confidentiality

Each party will protect the other's confidential information with at least the care it applies to its own, use it only to perform under the agreement, and disclose it only to personnel who need it and are bound by equivalent obligations. These duties survive termination for five years, and indefinitely for trade secrets. Delivering managed IT requires privileged access to Client systems; we treat everything we see in that role as confidential.

9. Intellectual Property and Data Ownership

• Client dataYou retain all right, title and interest in your business data. We claim no ownership over it and will not use it beyond delivering the services.
• rebytes propertyWe retain ownership of the NexusWA platform, our pre-existing tools, libraries, automation templates, reference architectures and branding, including any improvements made during an engagement.
• Custom deliverablesBespoke code written specifically for you — such as a custom Odoo module — is assigned to you on full payment, subject to a perpetual licence back to us for the generic components and know-how embedded in it.

10. Third-Party Platforms

Our services integrate platforms we do not control, including the WhatsApp Business Platform, Odoo, and cloud and connectivity providers. Their availability, pricing, policies and API behaviour are set by them and may change. We are not liable for a third-party platform's own outages, policy decisions or account actions, though we will work with you to find a route around them.

11. Warranties and Disclaimers

We warrant that services will be performed in a professional and workmanlike manner by suitably qualified personnel, consistent with industry standards. Your exclusive remedy for a breach of this warranty is for us to re-perform the affected service.

Except as expressly stated, services and this website are provided “as is”, and to the fullest extent permitted by law we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that operation will be uninterrupted or error-free, or that every security incident can be prevented.

12. Limitation of Liability

To the maximum extent permitted by applicable law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised of the possibility.

Each party's total aggregate liability arising out of or relating to the services is limited to the fees paid by the Client to rebytes in the twelve months preceding the event giving rise to the claim. These limits do not apply to a party's confidentiality breach, indemnification obligations, or liability that cannot be limited by law.

13. Indemnification

You will defend and indemnify rebytes against third-party claims arising from your data, your use of the services in breach of these terms or of applicable law, or messages sent through NexusWA without the recipient's required consent. We will defend and indemnify you against third-party claims that our proprietary deliverables infringe that third party's intellectual property rights.

14. Force Majeure

Neither party is liable for a failure to perform caused by events beyond its reasonable control, including natural disaster, war, civil unrest, labour action, government measures, large-scale internet or utility failure, or a major upstream provider outage. The affected party will notify the other promptly and resume performance as soon as practicable.

15. Governing Law and Disputes

These terms and any dispute arising out of them or the services are governed by the laws of the State of Wyoming, United States, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties will first attempt to resolve any dispute in good faith through their designated contacts within 30 days. Failing that, the state and federal courts located in Wyoming have exclusive jurisdiction, and each party consents to venue there.

16. General Provisions

• If any provision is held unenforceable, the rest remains in force and the provision is narrowed to the minimum extent necessary.
• Neither party may assign the agreement without the other's written consent, except to a successor of substantially all of its business.
• We act as an independent contractor; nothing here creates a partnership, joint venture or employment relationship.
• We may revise these terms; the effective date above will change and continued use after that date constitutes acceptance. Terms in a signed agreement change only by written amendment.