Terms of Service

Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Yaoyao Studio, operated by Cafarelli Group LLC ("Company," "we," "us," or "our"), concerning your access to and use of our website and services.

By accessing or using our services, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access our services.

Services Description

Yaoyao Studio provides professional computer systems design and integrated solutions, including but not limited to:

• Custom software development
• System integration and architecture services
• Cloud infrastructure design
• Technical consulting services
• Enterprise application development
• API design and implementation

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time without prior notice.

User Responsibilities

Account and Information

When engaging with our services, you agree to:

• Provide accurate, current, and complete information
• Maintain the security of any account credentials
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activities that occur under your account

Acceptable Use

You agree not to:

• Use our services for any illegal or unauthorized purpose
• Violate any laws in your jurisdiction
• Infringe upon the intellectual property rights of others
• Transmit any malicious code, viruses, or harmful components
• Attempt to gain unauthorized access to our systems or networks
• Interfere with or disrupt the integrity or performance of our services
• Collect or harvest any information from our services without permission

Intellectual Property Rights

Our Intellectual Property

All content, features, and functionality of our services, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, are the exclusive property of Cafarelli Group LLC or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

Client Intellectual Property

You retain all rights to any content, data, or materials you provide to us. By providing such materials, you grant us a limited license to use them solely for the purpose of delivering our services to you.

Work Product

Unless otherwise specified in a separate written agreement, all work product created by us in the course of providing services shall be subject to the terms outlined in the applicable service agreement or statement of work.

Service Agreements and Payments

Engagement Terms

Specific terms for professional services will be outlined in separate service agreements, statements of work, or proposals. These documents will detail:

• Scope of work and deliverables
• Timeline and milestones
• Fees and payment terms
• Intellectual property ownership
• Confidentiality obligations

Payment Terms

Unless otherwise specified in a service agreement:

• Invoices are due within 30 days of issuance
• Late payments may incur interest charges
• We reserve the right to suspend services for non-payment
• All fees are non-refundable unless otherwise stated

Confidentiality

We understand that in the course of providing services, we may have access to confidential information. We commit to:

• Maintaining the confidentiality of all proprietary information
• Using confidential information solely for the purpose of delivering services
• Implementing appropriate security measures to protect sensitive data
• Not disclosing confidential information to third parties without authorization

Specific confidentiality terms may be further detailed in separate non-disclosure agreements (NDAs) or service contracts.

Warranties and Disclaimers

Service Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. However, we do not guarantee that our services will meet all of your requirements or that they will be uninterrupted, timely, secure, or error-free.

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CAFARELLI GROUP LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of or inability to access or use our services
• Any conduct or content of any third party on our services
• Any content obtained from our services
• Unauthorized access, use, or alteration of your transmissions or content

Our total liability for any claims arising out of or relating to these Terms or our services shall not exceed the amount paid by you to us for the services in question during the twelve (12) months preceding the claim.

Indemnification

You agree to defend, indemnify, and hold harmless Cafarelli Group LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with:

• Your access to or use of our services
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights
• Any content or materials you provide to us

Termination

We may terminate or suspend your access to our services immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms.

Upon termination:

• Your right to use our services will immediately cease
• Any provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability
• You remain responsible for any fees or charges incurred prior to termination

Dispute Resolution

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Connecticut, United States, without regard to its conflict of law provisions.

Arbitration

Any dispute arising out of or relating to these Terms or our services shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration shall take place in New Haven County, Connecticut.

Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, no arbitration or proceeding shall be joined with any other, no dispute shall be arbitrated on a class-action basis, and there is no right or authority for any dispute to be brought in a purported representative capacity.

Changes to Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our services after revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you must stop using our services.

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

Waiver

No waiver by us of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

Entire Agreement

These Terms, together with any service agreements, statements of work, or other documents incorporated by reference, constitute the entire agreement between you and us regarding our services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties.

Contact Information

If you have any questions about these Terms, please contact us using the information above.

Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND AGREE TO BE BOUND BY THEM.