Terms of Service

Last Updated: January 15, 2025

1. Acceptance of Terms

By accessing Boondon's website (boondon.com) or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and our Privacy Policy. These Terms constitute a legally binding agreement between you ("Client," "you," or "your") and Boondon ("we," "us," or "our"), a software development company based in San José, Costa Rica.

2. Description of Services

Boondon provides the following professional services:

• Credit Card Fraud Detection: Intelligent algorithms and AI-powered systems for real-time fraud detection and prevention
• Enterprise DRM Solutions: Implementation and integration of Widevine, FairPlay, and PlayReady DRM technologies for content protection
• AI Design for Casinos: Custom artificial intelligence solutions for casino operations, including player analytics, fraud detection, and revenue optimization
• Bespoke Software Development: Custom software development, web and mobile applications, API integration, and enterprise solutions

All services are subject to individual service agreements, statements of work, or contracts negotiated between Boondon and the Client.

3. Eligibility and Authority

You must be at least 18 years old and have the legal authority to enter into these Terms. If you are entering into these Terms on behalf of a company or organization, you represent and warrant that you have the authority to bind such entity to these Terms.

4. Service Agreements and Contracts

4.1 Project Scope

All services shall be delivered pursuant to a written agreement, statement of work (SOW), or proposal that defines the project scope, deliverables, timeline, pricing, and payment terms. The specific service agreement supersedes these general Terms in case of conflict.

4.2 Modifications to Scope

Any changes to the project scope, deliverables, or timeline must be agreed upon in writing through a change order or amendment. Additional fees may apply for scope changes.

4.3 Client Responsibilities

Clients agree to:

• Provide timely access to necessary systems, data, and personnel
• Provide accurate and complete information required for project execution
• Review and approve deliverables within agreed timeframes
• Ensure availability of authorized decision-makers for project approvals
• Comply with all applicable laws and regulations

5. Intellectual Property Rights

5.1 Client-Owned IP

Upon full payment, Client shall own all custom work products specifically developed for Client under the service agreement, including bespoke software code, custom algorithms, and deliverables created exclusively for Client ("Client IP"). This ownership is granted via assignment upon final payment.

5.2 Boondon-Owned IP

Boondon retains all rights to pre-existing intellectual property, proprietary frameworks, methodologies, tools, libraries, and reusable code components developed by Boondon ("Boondon IP"). Client is granted a non-exclusive, perpetual license to use Boondon IP that is incorporated into Client deliverables.

5.3 Third-Party Licenses

Any third-party software, libraries, or components (including but not limited to DRM technologies like Widevine, FairPlay, PlayReady, or open-source libraries) are subject to their respective license agreements. Client is responsible for obtaining and maintaining necessary licenses for third-party components.

5.4 Confidential Information

Both parties agree to maintain confidentiality of proprietary information disclosed during the engagement. Boondon will execute separate Non-Disclosure Agreements (NDAs) when requested by Client.

6. Payment Terms

6.1 Fees and Invoicing

Fees for services are specified in the service agreement or proposal. Unless otherwise agreed, invoices are payable within 30 days of invoice date. Late payments may incur interest charges at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

6.2 Payment Methods

We accept payment via bank transfer, wire transfer, credit card, or other mutually agreed methods. All fees are quoted in US Dollars (USD) unless otherwise specified.

6.3 Taxes

All fees are exclusive of applicable taxes, duties, or government charges. Client is responsible for all applicable taxes except those based on Boondon's income.

6.4 Suspension for Non-Payment

Boondon reserves the right to suspend services or withhold deliverables if payments are overdue by more than 15 days.

7. Warranties and Representations

7.1 Service Warranty

Boondon warrants that services will be performed in a professional and workmanlike manner consistent with industry standards. We warrant that deliverables will substantially conform to agreed specifications for a period of 90 days following delivery (the "Warranty Period"). Client's exclusive remedy for warranty breach is correction of defects or, if correction is not commercially reasonable, refund of fees paid for the non-conforming deliverable.

7.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH HEREIN, BOONDON PROVIDES SERVICES "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION.

7.3 No Guarantee of Results

While we strive for excellence, Boondon does not guarantee specific business results, revenue increases, fraud detection rates, or performance metrics unless explicitly stated in a service agreement.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• BOONDON'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR SERVICES SHALL NOT EXCEED THE FEES PAID BY CLIENT IN THE 12 MONTHS PRECEDING THE CLAIM
• BOONDON SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL
• THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE)

Some jurisdictions do not allow limitation of liability for certain damages, so these limitations may not apply to you.

9. Indemnification

Client agrees to indemnify, defend, and hold harmless Boondon and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from: (a) Client's use of the services, (b) Client's violation of these Terms, (c) Client's violation of applicable laws or regulations, or (d) any claim that Client's data or materials infringe third-party rights.

10. Service-Specific Terms

10.1 Credit Card Fraud Detection Services

• Client acknowledges that fraud detection is probabilistic and no system can guarantee 100% detection or prevention
• Client remains solely responsible for final authorization decisions and chargebacks
• Client must comply with PCI DSS and all applicable financial regulations
• Historical data provided by Client must be accurate and representative

10.2 DRM Services

• Client must obtain all necessary licenses from DRM providers (Google, Apple, Microsoft)
• Boondon is not responsible for DRM provider policy changes or license revocations
• No DRM system is 100% secure; Boondon does not guarantee prevention of all piracy
• Client is responsible for content rights and licensing

10.3 Casino AI Design

• Client must comply with all gaming regulations and licensing requirements
• Client is responsible for responsible gaming policies and player protection
• AI predictions are based on historical data and are not guarantees of future outcomes
• Client must ensure data privacy compliance for player information

10.4 Bespoke Software Development

• Client is responsible for defining requirements and accepting deliverables
• Support and maintenance terms are specified in the service agreement
• Source code escrow arrangements available upon request
• Deployment to production environments is Client's responsibility unless otherwise agreed

11. Data Protection and Privacy

Processing of personal data is governed by our Privacy Policy and applicable data processing agreements (DPAs). When Boondon processes personal data on behalf of Client, we act as a data processor and Client acts as the data controller. Client must ensure lawful collection and processing of all data provided to Boondon.

12. Security and Compliance

Boondon implements industry-standard security measures to protect Client data. However, no security is absolute. Client acknowledges that internet and electronic transmission security risks exist. Boondon maintains compliance with relevant standards including PCI DSS (for payment data), ISO 27001 practices, and applicable data protection regulations.

13. Term and Termination

13.1 Term

These Terms are effective when you access our website or services and continue until terminated. Individual service agreements have their own term provisions.

13.2 Termination for Convenience

Either party may terminate a service agreement for convenience with 30 days written notice. Client shall pay for all work performed through the termination date.

13.3 Termination for Cause

Either party may terminate immediately for material breach that remains uncured for 15 days after written notice.

13.4 Effect of Termination

Upon termination, Client shall pay all outstanding fees. Boondon will deliver all completed work products. Confidentiality obligations survive termination.

14. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond reasonable control, including natural disasters, war, terrorism, pandemics, government actions, internet failures, or utility outages.

15. Dispute Resolution

15.1 Negotiation

The parties agree to attempt to resolve any dispute through good faith negotiations for at least 30 days before pursuing other remedies.

15.2 Arbitration

If negotiations fail, disputes shall be resolved through binding arbitration in San José, Costa Rica, conducted in English or Spanish, under Costa Rican arbitration rules.

15.3 Exceptions

Either party may seek injunctive relief in court for intellectual property infringement or confidentiality breaches.

16. Governing Law and Jurisdiction

These Terms are governed by the laws of Costa Rica, without regard to conflict of law principles. Any legal action shall be brought exclusively in the courts of San José, Costa Rica, and both parties consent to such jurisdiction.

17. General Provisions

17.1 Entire Agreement

These Terms, together with any service agreements and our Privacy Policy, constitute the entire agreement between the parties and supersede all prior communications.

17.2 Amendments

Boondon may modify these Terms at any time. Material changes will be communicated via email or website notice. Continued use of services after changes constitutes acceptance.

17.3 Severability

If any provision is found unenforceable, the remaining provisions remain in full effect.

17.4 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

17.5 Assignment

Client may not assign these Terms without Boondon's prior written consent. Boondon may assign these Terms to an affiliate or in connection with a merger or acquisition.

17.6 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

18. Contact Information

For questions about these Terms of Service, please contact us: