Legal

Terms and Conditions

Last Updated: June 1, 2026

These Terms and Conditions ("Terms") govern your access to and use of the website operated by Jexorium Network ("Jexorium Network," "the Company," "we," "us," or "our") and the purchase and delivery of our professional consulting services. By accessing this website, submitting an inquiry, or entering into an engagement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with any part of these Terms, you should not use this website or purchase our services.

1. About the Company

Jexorium Network is a telecommunications network consultancy headquartered at 425 S Cherry St, Denver, CO 80246, United States. We provide professional advisory and development services relating to telecommunications and enterprise network infrastructure, including end-to-end network architecture design, capacity planning and scalability advisory, custom development of software for monitoring and managing network resources, and architectural network security audits together with the development of related policies.

2. Nature of the Services

Our services are professional consulting services provided to businesses and organizations. They are intellectual in nature and are delivered primarily in the form of written reports, architectural documentation, diagrams, models, software, source code, configuration standards, operational runbooks, and advisory sessions. The specific scope, deliverables, timeline, fees, and acceptance criteria applicable to any engagement are defined in a written proposal, statement of work, or services agreement ("Statement of Work" or "SOW") executed by both parties. In the event of any conflict between these Terms and an executed Statement of Work, the Statement of Work shall control with respect to that engagement.

3. Proposals, Quotations, and Engagement Formation

Prices displayed on this website represent indicative starting rates for typical engagements in the United States market and do not constitute a binding offer. Every engagement is individually scoped. Following an initial consultation, we will issue a written proposal describing the scope of work, deliverables, schedule, fees, and payment terms. A binding engagement is formed only when both parties have executed the applicable Statement of Work or when we have confirmed acceptance of your written order in accordance with the proposal. We reserve the right to decline any inquiry or proposed engagement at our sole discretion, including where the requested work falls outside our areas of competence or raises legal, ethical, or security concerns.

4. Client Responsibilities

The quality and timeliness of consulting deliverables depend materially on the information and cooperation provided by the client. You agree to: (a) provide accurate, complete, and current information about your network environment, traffic, constraints, and objectives; (b) make available appropriately qualified personnel to answer questions and participate in reviews; (c) obtain and maintain all consents, authorizations, and access rights necessary for us to perform the services, including authorization to review configurations, topology data, and telemetry; (d) review interim and final deliverables within the review windows defined in the Statement of Work; and (e) use the deliverables only in a lawful manner. You represent and warrant that you have the authority to grant us access to any systems, data, or documentation you provide, and that such access does not violate any law or any agreement with a third party.

5. Fees and Payment

Fees are stated in United States dollars and are exclusive of any applicable taxes, which are your responsibility unless otherwise stated. Unless the Statement of Work provides otherwise, engagements are invoiced as follows: an initial deposit is due upon execution of the Statement of Work and before work commences; subsequent amounts are invoiced against milestones or on a monthly basis; and final amounts are due upon delivery of the final deliverables. Invoices are payable within fifteen (15) days of the invoice date. We may suspend performance of the services if any undisputed invoice remains unpaid for more than ten (10) days after its due date, and any delivery dates shall be extended accordingly. Late amounts may accrue interest at the lesser of 1.5 percent per month or the maximum rate permitted by law.

6. Changes to Scope

Either party may propose a change to the scope of an engagement. Changes become effective only when documented in a written change order signed by both parties, specifying any adjustment to deliverables, schedule, and fees. Work performed outside the agreed scope without a signed change order is performed at our discretion and may be invoiced at our then-current hourly rates.

7. Confidentiality

Each party may receive non-public information of the other party in connection with an engagement, including network topologies, configurations, security findings, business plans, and pricing ("Confidential Information"). Each party agrees to use the other party's Confidential Information solely for the purposes of the engagement, to protect it with at least the same degree of care it uses for its own confidential information and no less than reasonable care, and not to disclose it to any third party except to personnel and subcontractors who need to know it and are bound by obligations of confidentiality no less protective than these Terms. Confidential Information does not include information that is or becomes public through no fault of the receiving party, was lawfully known to the receiving party before disclosure, is independently developed without use of the disclosing party's information, or is lawfully obtained from a third party without restriction. A party may disclose Confidential Information to the extent required by law, provided it gives prompt notice where legally permitted. Security audit findings are treated as the client's Confidential Information of the highest sensitivity.

8. Intellectual Property

Unless the applicable Statement of Work provides otherwise: (a) upon receipt of full payment for the relevant engagement or milestone, the client owns the project-specific deliverables created for it — the reports, architecture documents, diagrams, models, written policies, and custom software code written specifically for the engagement; (b) the Company retains ownership of all pre-existing and independently developed materials, methodologies, templates, tools, software libraries, and general know-how ("Background IP"), and grants the client a perpetual, irrevocable, non-exclusive, royalty-free license to any Background IP embedded in a deliverable, for use as part of that deliverable for the client's internal business purposes; (c) the client retains all rights in the materials and data it provides, and grants the Company a limited, non-exclusive license to use them solely to perform the engagement; and (d) the client may not extract embedded Background IP for standalone use, and may not resell or sublicense deliverables as consulting products to third parties. Until full payment is received, deliverables are licensed to the client for internal evaluation only, and ownership does not transfer. Software deliverables are accompanied by a manifest identifying any open-source components and their license terms, with which the client is responsible for ongoing compliance.

9. Warranties and Disclaimers

We warrant that the services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards by personnel with suitable skill and experience. Except as expressly stated in these Terms or a Statement of Work, the services and deliverables are provided "as is," and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that any network design, capacity model, software, or security recommendation will be error-free, will prevent all outages or security incidents, or will achieve any particular business result. Network security in particular is an evolving field; an architectural audit reflects the state of the environment and of known practices as of the date of the assessment, and no audit can identify every vulnerability or guarantee that a network cannot be compromised. For engagements that include a security assessment, our Security Assessment Disclaimer applies in addition.

10. Limitation of Liability

To the maximum extent permitted by law: (a) neither party shall be liable to the other for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for loss of profits, revenue, data, or goodwill, arising out of or relating to the services or these Terms, even if advised of the possibility of such damages; and (b) the total aggregate liability of the Company arising out of or relating to any engagement shall not exceed the total fees actually paid by the client to the Company for that engagement during the twelve (12) months preceding the event giving rise to the claim. The foregoing limitations do not apply to a party's breach of confidentiality obligations, to amounts payable under an indemnification obligation, or to liability that cannot be limited under applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless the Company and its officers, employees, and contractors from and against any third-party claims, damages, and reasonable costs arising out of: (a) your breach of these Terms; (b) materials, data, or access you provide to us, including any claim that such materials infringe a third party's rights or that access was not properly authorized; or (c) your use of the deliverables in a manner not contemplated by the Statement of Work or contrary to law.

12. Term, Suspension, and Termination

These Terms apply for as long as you use the website or receive services from us. Either party may terminate an engagement for material breach if the breach is not cured within fifteen (15) days of written notice. The client may terminate an engagement for convenience in accordance with the notice periods and fee consequences described in our Service Cancellation and Refund Policy and the applicable Statement of Work. Upon any termination, the client shall pay for all services performed and non-cancellable commitments incurred through the effective date of termination, and each party shall return or destroy the other party's Confidential Information upon request. Sections of these Terms that by their nature should survive termination shall survive, including confidentiality, intellectual property, limitation of liability, and governing law.

13. Independent Contractor

The Company performs all services as an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, fiduciary, or employment relationship between the parties. Neither party has authority to bind the other.

14. Non-Solicitation

During an engagement and for twelve (12) months thereafter, neither party will knowingly solicit for employment any employee of the other party who was directly involved in the engagement, except through general public advertisements not targeted at such personnel.

15. Acceptable Use of the Website

You agree not to use this website to transmit unlawful, infringing, or malicious content; not to attempt to gain unauthorized access to the website or its underlying systems; not to interfere with the operation of the website; and not to scrape, harvest, or reproduce content from the website except as permitted by these Terms. We may suspend or restrict access to the website at any time for maintenance, security, or legal reasons.

16. Governing Law and Dispute Resolution

These Terms and any dispute arising out of or relating to them or the services are governed by the laws of the State of Colorado, United States, without regard to its conflict of laws principles. The parties will first attempt in good faith to resolve any dispute through direct negotiation between senior representatives for a period of thirty (30) days. Any dispute not so resolved shall be subject to the exclusive jurisdiction of the state and federal courts located in Denver County, Colorado, and each party consents to the personal jurisdiction of those courts. Nothing in this section prevents either party from seeking injunctive relief to protect Confidential Information or intellectual property.

17. Changes to These Terms

We may update these Terms from time to time to reflect changes in our services, legal requirements, or business practices. The "Last Updated" date at the top of this page indicates when these Terms were most recently revised. Material changes will not apply retroactively to Statements of Work executed before the change. Your continued use of the website after an update constitutes acceptance of the revised Terms.

18. Miscellaneous

If any provision of these Terms is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision shall be modified to the minimum extent necessary to make it enforceable. Our failure to enforce any provision is not a waiver of it. You may not assign these Terms or any engagement without our prior written consent; we may assign to a successor of our business. These Terms, together with the applicable Statement of Work and the policies referenced on this website, constitute the entire agreement between the parties regarding their subject matter and supersede all prior discussions.