Introduction
Last Updated: December 17, 2025
These Terms and Conditions (“Terms”) govern the provision of services by Mithrl LLC (“Company,” “we,” “us,” or “our”) to you (“Client,” “you”). By engaging our services, you agree to be bound by these Terms.
1. Services & Scope of Work:
Our company agrees to provide the clients with the following services:
- Artificial Intelligence (AI)
- Process Automation
- Cloud Solutions
- Software Development
- DevOps Solutions
- Data Analytics
- IT Consulting
The specific scope, deliverables, timelines, and pricing for each engagement will be defined in a separate Statement of Work (SOW), proposal, or service agreement agreed upon by both parties.
Any work outside the agreed scope must be approved in writing and may result in additional fees.
2. Use of Website
Our website is provided for informational purposes and authorized communication only.
You agree not to:
- Use the website for unlawful purposes
- Submit false, misleading, or unauthorized information
- Attempt unauthorized access to any part of the website
- Interfere with the security or operation of the website
We reserve the right to suspend or restrict access for violations of these Terms.
3. Project Timeline & Milestones:
Project start dates, milestones, and estimated completion dates will be outlined in the applicable SOW. Timelines may be adjusted due to changes in scope, Client delays, third-party dependencies, or unforeseen circumstances. Mithrl will communicate any material changes promptly.
4. Fees & Payment Terms:
- All fees will be specified in the applicable SOW or invoice.
- Invoices may be issued weekly, bi-weekly, or monthly, as agreed.
- Payment is due within ten (10) calendar days of the invoice date unless otherwise stated.
- All payments are due in U.S. Dollars (USD).
Late Payments
- Overdue amounts may accrue interest at 1.5% per month (or the maximum allowed by law).
- Mithrl reserves the right to pause or suspend services for overdue accounts.
5. Intellectual Property Rights:
5.1 Pre-Existing Materials
Mithrl retains ownership of all pre-existing intellectual property, including tools, frameworks, templates, libraries, methodologies, and know-how used or developed prior to or outside the engagement.
5.2 Project Deliverables
Upon full payment, Client is granted a non-exclusive, non-transferable, perpetual license to use the deliverables solely for internal business purposes, unless otherwise agreed in writing.
Client may not resell, sublicense, or distribute deliverables without prior written consent from Mithrl.
6. User Submissions
By submitting information through our website (contact forms, inquiries, or service requests), you represent that the information is accurate, lawful, and does not infringe third-party rights.
We reserve the right to review, refuse, or remove submissions at our discretion.
7. Confidentiality:
Each party agrees to keep confidential any proprietary or sensitive information disclosed during the engagement, unless disclosure is required by law or authorized in writing.
This obligation survives termination of the agreement.
8. Data Protection and Privacy:
Mithrl will handle personal and business data in accordance with applicable data protection laws, including but not limited to GDPR and CCPA, where applicable.
Client is responsible for ensuring it has the legal right to provide any data shared with Mithrl.
9. Warranties and Professional Standards:
Mithrl warrants that services will be performed in a professional and workmanlike manner consistent with industry standards.
Warranty Limitations
- Warranty applies only to defects related to delivered services.
- Does not cover third-party systems, tools, or unauthorized modifications.
- Warranty period is 30 days from delivery unless otherwise stated.
10. Disclaimer of Warranties
The website and services are provided “as is” and “as available.” Mithrl disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, to the fullest extent permitted by law.
11. Limitation of Liability:
To the maximum extent permitted by law:
- Mithrl shall not be liable for indirect, incidental, consequential, or special damages, including loss of profits, data, or business interruption.
- Mithrl’s total liability shall not exceed the total fees paid by Client for the services giving rise to the claim.
This limitation does not apply to fraud or willful misconduct.
12. Third-Party Links & Services
Our website or services may reference third-party websites or tools. Mithrl does not control and is not responsible for the content, availability, or practices of third-party services.
13. Termination:
Either party may terminate the engagement with two (2) days’ written notice, unless otherwise stated in the SOW.
Upon termination:
- Client must pay for all services rendered up to the termination date.
- Confidentiality, IP, payment, and limitation of liability provisions survive termination.
14. Independent Contractor Relationship
Mithrl acts as an independent contractor. Nothing in these Terms creates a partnership, joint venture, or employment relationship.
15. Force Majeure
Neither party shall be liable for delays or failures due to events beyond reasonable control, including natural disasters, acts of government, labor disputes, or internet outages.
16. Dispute Resolution
Any disputes arising from these Terms shall be resolved through binding arbitration, conducted in Commonwealth of Puerto Rico, under applicable arbitration rules. Each party shall bear its own legal costs unless otherwise required by law.
17. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Puerto Rico, without regard to conflict-of-law principles.
19. Amendments
Mithrl may update these Terms from time to time. Updated versions will be posted on our website, with material changes communicated at least 30 days in advance.
20. Entire Agreement
These Terms, together with any applicable SOW or agreement, constitute the entire agreement between the parties and supersede all prior understandings.
21. Contact us
If you have any questions or concerns regarding these Terms, please contact us at: legal@mithrlpr.com