Terms of Service

The terms that govern our engagement and service delivery

Last updated: April 17, 2026

Plain language summary: We deliver custom software and integrations scoped to defined outcomes at fixed prices. You own all deliverables. We don't bill by the hour. Payment is split into project milestones. Questions? Email [email protected].

1. Acceptance of Terms

By accessing our website at https://facware.com, requesting a consultation, or entering into a project engagement with Facware ("we", "us", "our"), you agree to be bound by these Terms of Service. If you do not agree to these terms, please do not use our website or services.

These Terms of Service apply to all visitors, prospective clients, and clients who engage with Facware for any service. Project-specific engagements are also governed by a separate written Statement of Work (SOW) or Service Agreement, which takes precedence over these terms in the event of a conflict.

2. Description of Services

Facware provides the following services to mid-market businesses:

  • IT Consulting: Operational assessment, system audits, and technology roadmapping.
  • System Architecture Design: Technical architecture scoped to your business infrastructure and growth plans.
  • Custom Software Development: Purpose-built software applications delivered against a defined outcome.
  • System & Data Integrations: Connecting existing tools (ERP, CRM, warehouse, financial systems) via APIs and custom middleware.
  • Process Automation: Elimination of manual, repetitive workflows through automation tools and custom solutions.
  • Web Design & Conversion: B2B web experiences designed for buyer intent and conversion.

Service scope, deliverables, and timelines for each engagement are defined in a written Statement of Work agreed upon prior to any project commencing.

3. Free Operations Assessment

We offer a complimentary 30-minute operations assessment to qualified prospective clients. This assessment is:

  • Non-binding — it creates no obligation for either party.
  • Confidential — we will not share your operational details with any third party.
  • Informational — it results in an honest assessment, even if it concludes that Facware is not the right fit.

Scheduling a free assessment does not constitute a contractual relationship with Facware.

4. Project Engagements & Contracts

All paid engagements require a signed Statement of Work (SOW) or Service Agreement before any work begins. The SOW will specify:

  • Scope of work and specific deliverables
  • Timeline and key milestones
  • Total project investment (fixed price)
  • Payment schedule tied to milestones
  • Acceptance criteria for each deliverable
  • Change request process for any scope adjustments

We do not begin billable work without a fully executed agreement.

5. Payment Terms

Fixed-price model

All Facware projects are priced on a fixed-scope, fixed-price basis. The total investment is defined in the SOW. We do not bill hourly or on a time-and-materials basis unless explicitly agreed in writing.

Payment schedule

Payments are structured around project milestones as defined in the SOW. A typical schedule is:

  • Deposit (30–50%): Due upon signing the SOW, before work begins.
  • Mid-project payment(s): Due upon completion of defined milestones.
  • Final payment: Due upon final delivery and client acceptance of the deliverable.

Late payments

Invoices are due within 15 calendar days of issue unless otherwise agreed in writing. Overdue payments may result in suspension of work until the outstanding balance is settled. We reserve the right to charge a late fee of 1.5% per month on balances unpaid beyond 30 days.

Accepted payment methods

We accept bank transfers (SPEI for Mexico-based clients, wire transfer for US-based clients) and other methods as agreed in the SOW. All prices are in the currency stated in the SOW (USD or MXN).

Refund policy

Deposits are non-refundable once work has commenced. If Facware fails to deliver the defined scope as agreed, we will work to remedy the issue at no additional cost. Disputes are resolved per Section 12 (Governing Law & Dispute Resolution).

6. Client Responsibilities

Successful project delivery depends on client participation. By engaging Facware, you agree to:

  • Provide timely access to required systems, data, documentation, and key personnel.
  • Designate a single point of contact with authority to approve decisions.
  • Review and respond to deliverables, questions, and approval requests within agreed response windows (typically 5 business days).
  • Provide accurate and complete information relevant to the project scope.

Delays caused by failure to meet these responsibilities may result in timeline adjustments at no penalty to Facware.

7. Intellectual Property & Ownership

Client ownership of deliverables

Upon receipt of final payment, all custom code, designs, and deliverables created specifically for your project are assigned to you. You will own the intellectual property produced under the SOW.

Facware's retained rights

Facware retains ownership of:

  • Pre-existing tools, frameworks, libraries, or methodologies used in the project.
  • General knowledge, skills, and processes developed during the engagement.
  • Any proprietary internal tooling that is not specifically developed for your project.

Open-source components

Where open-source software is used in your deliverable, we will clearly identify such components. Your use of those components is governed by their respective open-source licenses.

8. Confidentiality

Both parties agree to treat as confidential any non-public information shared during the engagement, including business processes, financial data, technical architecture, and strategic plans. This obligation survives the termination of the engagement for a period of three (3) years, unless the parties agree otherwise in writing.

This does not apply to information that is or becomes publicly known through no breach by either party, or information that was already known prior to the engagement.

9. Warranties & Representations

Facware warrants that:

  • Services will be performed in a professional and workmanlike manner.
  • Deliverables will substantially conform to the specifications in the SOW.
  • We have the right to provide the services without infringing on third-party rights.

A post-delivery warranty period (typically 30–60 days) is included in all projects to address bugs or defects in the delivered scope. This warranty does not cover new feature requests, scope changes, or issues caused by third-party services or client modifications.

10. Limitation of Liability

To the maximum extent permitted by applicable law, Facware's total liability to you for any claim arising from or related to these terms or an engagement shall not exceed the total fees paid to Facware under the relevant SOW in the twelve (12) months preceding the claim.

In no event shall Facware be liable for indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, business interruption, or loss of data, even if advised of the possibility of such damages.

11. Termination

Either party may terminate an engagement by providing written notice. In the event of termination:

  • All work completed to the point of termination is billable and payable.
  • Facware will deliver all completed work product in a reasonable handover period.
  • Deposits and payments for completed milestones are non-refundable.

Facware reserves the right to terminate immediately, without liability, if you breach these terms, fail to pay invoices, or engage in conduct that is unlawful or harmful.

12. Governing Law & Dispute Resolution

These Terms of Service and all project engagements are governed by the laws of the State of Chihuahua, Mexico, without regard to conflicts of law principles.

In the event of a dispute, both parties agree to first attempt resolution in good faith through direct negotiation. If negotiation fails within 30 days, disputes shall be submitted to binding arbitration in Chihuahua, Mexico, in accordance with applicable arbitration rules.

For US-based clients, parties may mutually agree to alternative jurisdiction as specified in the SOW.

13. Changes to These Terms

We reserve the right to update these Terms of Service at any time. The date of the most recent update is displayed at the top of this page. Material changes will be communicated on our website. Continued use of our services after changes are posted constitutes acceptance of the revised terms.

Changes do not affect ongoing project engagements governed by a previously signed SOW unless both parties agree in writing.

14. Contact Us

For questions about these Terms of Service, billing, or any aspect of your engagement with Facware: