Terms of Service & Mutual NDA
Standard Enterprise Technology Services Terms, Non-Disclosure Obligations, and Intellectual Property Covenants for MateSol and InvoiceMate.
These Terms of Service govern all enterprise engagements, software development consulting, smart contract audits, decentralized application integrations, and platform access provided by MateSol ("Mate IT Solutions") and its affiliates (including InvoiceMate). All commercial engagements incorporate these terms and our mutual Non-Disclosure covenants.
1. Scope of Technology Services
MateSol delivers enterprise engineering, consulting, and operational deployment services across:
- Enterprise Blockchain Architecture (Hyperledger, EVM, Substrate)
- Smart Contract Development, Verification & Formal Security Auditing
- Artificial Intelligence, Automated OCR & Document Parsing Pipelines
- Invoice Financing Infrastructure & FinTech APIs (InvoiceMate Ecosystem)
2. Mutual Non-Disclosure Agreement (NDA) Covenants
During the course of discussions, scoping, development, and ongoing service delivery, each party ("Disclosing Party") may disclose proprietary, technical, financial, and strategic information to the other ("Receiving Party"):
Includes, without limitation, source code, smart contracts, cryptographic protocols, API schemas, product roadmaps, client datasets, trade secrets, financial records, pricing, and business logic disclosed orally, in writing, or via electronic access.
The Receiving Party agrees to hold all Confidential Information in strict confidence using no less than a high standard of professional care; not to disclose such information to any third party without prior written consent; and to use Confidential Information solely for performing obligations under the agreed engagement.
Obligations of confidentiality survive termination of commercial services for a period of five (5) years, except for trade secrets and core proprietary algorithms, which remain confidential in perpetuity.
3. Intellectual Property Ownership
Upon full settlement of commercial milestone invoices, ownership of custom project deliverables developed specifically for the client transfers in full to the client.
MateSol retains sole and exclusive ownership of its pre-existing tools, libraries, architectural frameworks, core algorithms, and Background IP (including proprietary components powering the InvoiceMate infrastructure). MateSol grants the client an irrevocable, royalty-free, worldwide license to utilize such Background IP as integrated into their deliverables.
4. Smart Contract & Decentralized Protocol Disclaimers
While MateSol employs rigorous formal verification, automated fuzzing, and manual code review methodologies:
- Smart contract audits reflect a snapshot assessment of the codebase at the time of review. Audits do not constitute an endorsement, financial recommendation, or absolute guarantee of immunity against future protocol vulnerabilities, hard forks, or compiler zero-days.
- Clients deploy and interact with decentralized protocols, blockchain networks, and smart contracts at their own operational risk.
5. Limitation of Liability
To the maximum extent permitted by applicable law, in no event shall MateSol, its directors, officers, or subsidiaries be liable for any indirect, consequential, punitive, or loss-of-profit damages. MateSol's aggregate liability arising out of any engagement shall not exceed the total fees paid by the client under the specific Statement of Work (SOW) during the twelve (12) months preceding the claim.
6. Governing Law & Jurisdiction
Engagements contracted through our UAE entity are governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC) / United Arab Emirates. Engagements executed through our regional offices are subject to designated regional legal statutes. All disputes shall be settled through binding institutional arbitration.