Terms & Conditions

1. Acceptance of Terms

These Terms & Conditions ("Terms") form a binding agreement between you ("you," "your," or "Customer") and Dave Groups Inc. ("Dave Groups," "we," "us," or "our"), a corporation incorporated in Canada, governing your access to and use of the website www.Softwares.Club (the "Site"), the application directory, and any installation, configuration, support, training, or related professional services we provide (collectively, the "Services").

By accessing the Site, submitting an installation request, or engaging our Services, you acknowledge that you have read, understood, and agreed to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Site or Services.

2. Description of Services

Dave Groups operates an application directory listing business and open-source software, and offers professional services including but not limited to:

• One-click and managed installation of applications on your servers, cloud accounts, or hosted infrastructure;
• Configuration, customization, and integration with third-party APIs and services;
• Data migration from legacy systems;
• User training, onboarding, and documentation;
• Ongoing technical support, monitoring, backups, and updates;
• Cloud and on-premise deployment, including server provisioning where requested.

The exact scope, deliverables, and timeline of any engagement will be set out in a written quote, statement of work (SOW), or service agreement separate from these Terms. In case of conflict, the SOW governs the specifics of that engagement; these Terms govern everything else.

3. Eligibility & Account

You must be at least 18 years old (or the age of majority in your jurisdiction) and legally capable of entering into binding contracts to use the Services. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization, and "you" includes that organization.

If you create an account, you are responsible for keeping your credentials confidential and for all activities under your account. Notify us immediately at [ enable JavaScript to view email ] if you suspect unauthorized access.

4. User Obligations

When using our Site or Services, you agree that you will not:

• Submit false, misleading, or fraudulent information (including in installation request forms);
• Use the Site to send spam, malware, or any unlawful, harmful, or infringing content;
• Attempt to gain unauthorized access to the Site, our systems, or other users' data;
• Reverse-engineer, scrape, or systematically copy the Site for commercial competition;
• Use our Services to install or operate software for any unlawful purpose, including in violation of applicable export controls, sanctions, or local laws;
• Infringe any third party's intellectual property, privacy, or other rights;
• Interfere with the security or proper functioning of the Site or our infrastructure.

You are solely responsible for the legal use of any software we install for you, for licensing compliance with the software's vendor, and for any data you process using such software.

5. Fees, Quotes & Payment

Browsing the directory is free. Professional services (installation, configuration, support) are quoted on a per-engagement basis. Quotes are valid for 30 days unless otherwise stated.

• Currency: Quotes may be issued in CAD, USD, EUR, GBP, INR, or another currency; the invoice currency will be specified.
• Taxes: Fees are exclusive of applicable taxes (GST/HST in Canada, VAT in the EU/UK, GST in India, etc.), which will be added where required by law.
• Payment terms: Unless otherwise agreed, invoices are due within 14 days of issuance. Late payments may accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower.
• Methods: Bank transfer, credit card, or other methods listed in the invoice.
• Disputed charges: Notify us within 14 days of the invoice date; otherwise charges are deemed accepted.

6. Refunds & Cancellation

Because our Services consist primarily of skilled professional time, refunds are handled as follows:

• Before work begins: If you cancel before we begin work, any deposit is refundable less reasonable processing fees.
• After work begins: Refunds are pro-rated based on work completed; non-refundable for hours already delivered.
• Subscription support: Cancel any time with 30 days' notice; no refund for the current billing period.
• Failure to deliver: If we fail to deliver agreed work due to our fault and cannot remedy within a reasonable period, you may receive a full refund of fees paid for the affected work.

To request a refund, contact [ enable JavaScript to view email ] with your invoice number and reason.

7. Third-Party Software & Licenses

Many of the applications listed in our directory are produced by third parties, including open-source projects (e.g. WordPress, Nextcloud, GitLab, n8n, Odoo, Moodle, Magento, Docker) and commercial vendors. Dave Groups is an independent installation and support partner; we are not affiliated with, endorsed by, or sponsored by any of these third parties unless explicitly stated.

• Your use of any third-party software is governed by that software's own license (e.g. GPL, MIT, Apache, Adobe Commerce EULA, Microsoft EULA). You are responsible for reading, understanding, and complying with those licenses.
• Trademarks, logos, and product names referenced on the Site are the property of their respective owners. References are descriptive and do not imply endorsement.
• For commercial software requiring licenses (e.g. Magento Commerce, Microsoft products, IceWarp), you must purchase and provide valid licenses; we install and configure but do not resell licenses unless explicitly offered.

8. Intellectual Property

All content on the Site (other than third-party content), including the directory listings, descriptions, design, code, graphics, and trademarks of Dave Groups, is owned by or licensed to Dave Groups Inc. and is protected by Canadian and international copyright, trademark, and other intellectual property laws.

You may view and print pages from the Site for your own personal or internal business use. You may not republish, sell, sublicense, or redistribute Site content without our written permission.

Custom configurations, scripts, or code we develop specifically for you under a paid engagement become your property upon full payment, except for any pre-existing tools, libraries, frameworks, or know-how we use, which remain ours and are licensed to you on a non-exclusive, perpetual basis to use as part of the deliverables.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other in connection with the Services (including business plans, technical configurations, credentials, and customer data) and to use it only for the purposes of the engagement. This obligation survives termination of these Terms for a period of three (3) years, except for trade secrets which are protected for as long as they remain trade secrets.

10. Disclaimer of Warranties

THE SITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, EXCEPT AS REQUIRED BY APPLICABLE LAW. TO THE MAXIMUM EXTENT PERMITTED BY LAW, DUCK&DON DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that the Site will be uninterrupted, error-free, or free of viruses; that defects will be corrected; or that the Site or its server are free of harmful components. We do not warrant the accuracy, completeness, or usefulness of any third-party information, product, or service listed in the directory.

Nothing in these Terms excludes or limits any warranty or right that cannot be excluded or limited under applicable law (including non-excludable consumer rights under Canadian provincial consumer protection statutes, the Australian Consumer Law, EU consumer rights directives, and similar laws).

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Dave Groups's total cumulative liability arising out of or relating to these Terms or the Services shall not exceed the greater of (a) the fees actually paid by you to Dave Groups in the twelve (12) months preceding the claim, or (b) one hundred Canadian dollars (CAD $100).
• Dave Groups shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, revenue, data, goodwill, business interruption, or substitute services, even if advised of the possibility of such damages.
• The above limitations apply to all claims, whether based on contract, tort (including negligence), strict liability, breach of warranty, or any other legal theory.

Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, our liability is limited to the maximum extent permitted by law.

12. Indemnification

You agree to defend, indemnify, and hold harmless Dave Groups Inc. its officers, directors, 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 Site or Services; (b) your violation of these Terms or any applicable law; (c) your violation of any third-party right (including intellectual property or privacy rights); (d) any data or content you provide to us; or (e) your use of any third-party software we install for you in violation of its license.

13. Termination

You may stop using the Site at any time. We may suspend or terminate your access to the Site or Services, with or without notice, if you breach these Terms, fail to pay invoices when due, or use the Services in a way that risks harm to us, our other customers, or third parties.

Upon termination: (a) any unpaid invoices become immediately due; (b) we will provide a reasonable opportunity to retrieve your data; (c) confidentiality, IP ownership, payment obligations, indemnification, and limitation-of-liability provisions survive.

14. Governing Law & Dispute Resolution

These Terms are governed by the laws of the Province of [Province] and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Any dispute arising out of or relating to these Terms or the Services shall be resolved as follows:

• Step 1, Informal resolution: contact us at [ enable JavaScript to view email ]; both parties agree to negotiate in good faith for at least 30 days.
• Step 2, Mediation: if unresolved, the parties may agree to mediation in [City], Canada.
• Step 3, Courts: if still unresolved, the courts of the Province of [Province], Canada have exclusive jurisdiction, except that either party may seek injunctive relief in any court of competent jurisdiction.

Where applicable consumer protection law in your country grants you the right to bring proceedings in your local courts, this Section does not limit those rights.

15. Changes to These Terms

We may modify these Terms from time to time. The updated version will be posted on this page with a new "Last updated" date. For material changes, we will provide at least 14 days' advance notice by email (where we have your address) or via a prominent notice on the Site. Your continued use of the Site or Services after the effective date constitutes acceptance of the revised Terms.

16. General Provisions

• Entire agreement: these Terms, together with any signed SOW and our Privacy Policy, constitute the entire agreement between you and Dave Groups.
• Severability: if any provision is held unenforceable, the rest remains in effect.
• No waiver: our failure to enforce any provision is not a waiver of our right to do so later.
• Assignment: you may not assign these Terms without our written consent; we may assign to an affiliate or in connection with a sale or merger.
• Force majeure: neither party is liable for delays or failures caused by events beyond reasonable control (natural disasters, war, internet outages, government action, pandemics).
• Notices: notices to us must be sent to [ enable JavaScript to view email ]; notices to you may be sent to your last-known email address or posted on the Site.
• Language: these Terms are written in English. If translated, the English version controls in case of conflict, except where local law requires otherwise.

17. Contact

Questions about these Terms? Reach out to:

• Dave Groups Inc.
• Email: [ enable JavaScript to view email ]
• Mailing address: Dave Groups Inc. [Street Address], [City], [Province], Canada [Postal Code]
• Website: www.Softwares.Club