Please read these Terms of Service carefully before using our website or engaging Opong Enterprises LLC for any professional services. These terms constitute a legally binding agreement between you and our company.
Important: By accessing our website at www.opong.shop or engaging Opong Enterprises LLC for any services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree, please discontinue use of our website and do not engage our services.
For the purposes of these Terms of Service, the following definitions apply:
By using our Website or engaging our Services, you represent and warrant that:
You are permitted to access and use our Website for lawful purposes, including to learn about our services, contact us, and obtain publicly available information. You may print or download materials from the Website for personal, non-commercial reference purposes, provided you do not remove any copyright or proprietary notices.
You agree not to:
We reserve the right to modify, suspend, or discontinue the Website, or any portion thereof, at any time without notice. We are not liable for any such modification, suspension, or discontinuance. We do not guarantee that the Website will be available at all times, error-free, or free from viruses or other harmful components.
All professional services engagements are governed by a separate written Agreement executed between the Company and the Client. In the event of any conflict between these Terms of Service and an executed Agreement, the Agreement shall prevail to the extent of the inconsistency, unless the Agreement expressly states otherwise.
The scope, deliverables, timeline, and fees for any services engagement will be set forth in the applicable Agreement or Statement of Work. We will not perform services outside of the agreed scope without a written change order executed by both parties.
To enable us to perform services effectively, the Client agrees to:
We will perform services in a professional and workmanlike manner consistent with generally accepted industry standards. We do not warrant that our services will be error-free or that all desired outcomes will be achieved, as technology projects may involve complex interdependencies and external factors outside our control.
Our fees are set forth in the applicable Agreement. We reserve the right to adjust our standard rates for new engagements with reasonable notice. Any fee adjustments for ongoing engagements will be communicated at least thirty (30) days in advance.
Unless otherwise agreed in writing, invoices are due and payable within thirty (30) days of the invoice date. We may require advance payment or a retainer for certain engagements. All fees are in United States Dollars unless otherwise specified.
Invoices not paid by the due date may accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) from the due date until paid in full. We reserve the right to suspend services for overdue accounts after providing written notice.
Reasonable out-of-pocket expenses incurred in connection with an engagement (such as travel, accommodation, and third-party software licenses) will be billed to the Client at cost, subject to the Client's prior written approval for expenses exceeding agreed thresholds.
All fees are exclusive of applicable sales, use, value-added, or similar taxes. The Client is responsible for all taxes imposed on the services or deliverables, excluding taxes on our net income.
The Company retains all rights, title, and interest in and to its pre-existing intellectual property, including proprietary methodologies, frameworks, tools, templates, code libraries, and know-how developed prior to or independently of any client engagement ("Company IP"). Nothing in these Terms or any Agreement transfers ownership of Company IP to the Client.
Unless otherwise expressly agreed in writing, upon receipt of full payment for the relevant services, the Company grants the Client a non-exclusive, non-transferable, perpetual license to use the Deliverables for the Client's internal business purposes. Custom work product developed specifically for the Client under a work-for-hire arrangement may be assigned to the Client as specified in the relevant Agreement.
All content on this Website — including text, graphics, logos, images, data compilations, and software — is the property of Opong Enterprises LLC or its content suppliers and is protected by applicable intellectual property laws. You may not reproduce, distribute, modify, or create derivative works of any Website content without our prior written permission.
The Client retains all rights in materials, data, and systems provided to us for the purpose of performing services. The Client grants us a limited license to use such materials solely to the extent necessary to perform the agreed services.
Both parties agree to maintain the confidentiality of the other party's Confidential Information and to use it solely for purposes related to the services engagement. Each party will protect the other's Confidential Information with at least the same degree of care used to protect its own confidential information, but not less than reasonable care.
Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no breach of these terms; (b) was already known to the receiving party before disclosure; (c) is independently developed by the receiving party without use of the Confidential Information; or (d) is required to be disclosed by law or court order, provided the disclosing party is given prior notice where legally permissible.
Confidentiality obligations survive the termination of any engagement or Agreement for a period of five (5) years.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR ANY SERVICES ENGAGEMENT WILL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO THE COMPANY IN THE SIX (6) MONTHS PRECEDING THE CLAIM.
The parties acknowledge that the limitations of liability in this section are an essential element of the basis of the bargain between the parties, without which the Company would not have entered into any Agreement or provided access to the Website.
THE WEBSITE AND ANY INFORMATION PROVIDED THEREON ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY. WE DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
You agree to indemnify, defend, and hold harmless Opong Enterprises LLC, its members, officers, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the Website in violation of these Terms; (b) your breach of any representation, warranty, or obligation under these Terms or any Agreement; (c) any claim by a third party arising from materials or information you provide to us in connection with services; or (d) your violation of any applicable law or third-party rights.
These Terms remain in effect for as long as you access or use the Website. We may terminate or restrict your access to the Website at any time, with or without cause, and with or without notice.
The term and termination provisions for services engagements are governed by the applicable Agreement. Unless otherwise specified, either party may terminate an engagement for material breach with thirty (30) days' written notice and opportunity to cure. We may terminate immediately if the Client fails to make payment when due after a cure period, or if continued performance would violate applicable law.
Upon termination of an engagement, all undisputed amounts owed to the Company become immediately due and payable. Sections relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law survive termination.
Before initiating any formal dispute resolution, the parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or any services engagement through good-faith negotiation for a period of thirty (30) days after one party notifies the other of the dispute in writing.
These Terms and any dispute arising hereunder are governed by and construed in accordance with the laws of the State of Colorado, United States, without regard to its conflict of law principles.
Subject to the informal resolution process above, the parties consent to the exclusive jurisdiction of the state and federal courts located in El Paso County, Colorado, for resolution of any disputes that cannot be resolved informally.
To the fullest extent permitted by law, you agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.
These Terms of Service, together with our Privacy Policy and any executed Agreement, constitute the entire agreement between you and the Company with respect to the subject matter hereof, and supersede all prior or contemporaneous communications, representations, and agreements.
We reserve the right to modify these Terms of Service at any time. Material changes will be communicated by updating the "Last Updated" date and, where appropriate, by posting a notice on our Website or contacting you directly. Your continued use of the Website or services following such notice constitutes acceptance of the updated Terms.
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it enforceable.
Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of the Company.
You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets, with notice to you.
Neither party will be liable for delays or failures in performance resulting from causes beyond their reasonable control, including natural disasters, pandemics, acts of government, labor disputes, power failures, internet outages, or cyberattacks, provided the affected party notifies the other promptly and uses reasonable efforts to mitigate the impact.
These Terms are for the sole benefit of the parties hereto and their respective successors and permitted assigns. Nothing in these Terms creates any legal right or benefit for any third party.
For questions, concerns, or notices regarding these Terms of Service, please contact us:
All legal notices to the Company must be sent in writing to the mailing address above or via email with delivery confirmation, and will be effective upon receipt.