Terms and Conditions
Last updated: August 6, 2026
These Terms and Conditions ("Terms") govern the relationship between you ("Client", "you") and Carp-Bezverhnii, Unipessoal Lda. ("we", "us", "our", "CB Factory") regarding any product consulting, software engineering, architecture, infrastructure, fractional CTO support, or other custom services (collectively the "Services") provided through or promoted on https://www.cbfactory.co (the "Website").
By requesting a consultation, accepting a proposal, placing an order, making any payment, or otherwise engaging our Services, you agree to be bound by these Terms. If you do not agree, do not use the Website or engage our Services.
1. Services
We provide custom technical consultation and hands-on delivery to help founders and product teams move an idea, prototype, or MVP to the next stage or production, including cloud and backend systems, data pipelines, frontend work, and related advisory support.
All Services are delivered on a best-effort, professional-services basis. Specific scope, timeline, and outcomes are defined in the individual proposal or contract for each engagement. We do not guarantee results beyond what is expressly agreed in writing.
2. Client Responsibilities and Compliance
You are solely responsible for:
- providing accurate information about your product, stack, and requirements;
- obtaining any access, permissions, or authorizations needed for us to perform the Services;
- complying with applicable laws in your use of the product and any data you process, including data protection laws where relevant;
- any consequences arising from your use, deployment, or commercialisation of deliverables after handoff, except as expressly agreed in writing.
Unless explicitly agreed in a separate written data processing agreement, we do not act as data controller for personal data belonging to your end users or customers.
3. Intellectual Property
Any custom code, documentation, or other deliverables specifically created for you in connection with the Services ("Deliverables") become your property upon full payment of all fees due for the relevant engagement, unless otherwise stated in the proposal or contract.
Upon full payment, we assign and transfer to you the economic exploitation rights in the Deliverables to the fullest extent permitted by law, including the rights to use, reproduce, adapt, modify, distribute, and commercially exploit the Deliverables for your business purposes, subject to any third-party components or open-source licenses included in the work.
We retain the right to use general knowledge, skills, techniques, and non-specific ideas gained during the engagement in future unrelated projects.
You warrant that any specifications, materials, or instructions provided by you do not infringe third-party intellectual property rights. We are not responsible for third-party claims arising from your specifications or use of the Deliverables.
4. Proposals, Pricing and Payment
All proposals and price indications are valid for 14 days unless stated otherwise.
Payment terms, milestones, and amounts are set out in the individual proposal or invoice. Unless otherwise agreed, a deposit may be required before work begins.
Invoices are payable within the period stated (usually 7–14 days). Late payments accrue interest at the Portuguese legal rate plus collection costs.
Full ownership transfer of Deliverables occurs only upon full payment of all outstanding amounts for the engagement, unless otherwise agreed in writing.
5. Limitation of Liability
To the maximum extent permitted by law, our total liability arising from or in connection with the Services is limited to the total fees actually paid by you for the specific engagement giving rise to the claim.
We shall not be liable for any indirect, consequential, special, incidental, or punitive damages, including loss of profits, data, business opportunities, goodwill, or anticipated savings, even if advised of the possibility of such damages.
We are not responsible for third-party claims arising from your use of the Services or deliverables, except where required by mandatory law.
6. Termination and Refusal
We reserve the right to refuse or terminate any engagement (without refund of work already performed) if we reasonably believe it would involve unlawful activity, breach of third-party rights, or unethical conduct.
Either party may terminate for material breach with 7 days' written notice if the breach is not cured.
7. Confidentiality
Both parties agree to keep confidential any non-public business or technical information disclosed during the engagement and to use it only for the purpose of performing or receiving the Services. We routinely work with stealth and pre-launch teams under NDA when agreed.
8. Governing Law and Jurisdiction
These Terms and any relationship arising from the Services are governed by the laws of Portugal, without regard to conflict of law principles.
Any disputes shall be subject to the exclusive jurisdiction of the courts of Lisbon, Portugal.
9. Changes to these Terms
We may update these Terms from time to time. The current version is always published on the Website. Continued engagement after changes constitutes acceptance of the updated Terms where permitted by law.
10. Contact
If you have questions about these Terms, please contact us at:
Email: contact@cbfactory.co
Carp-Bezverhnii, Unipessoal Lda.
NIF: 518832511
Registered office: Rua dos Argonautas 5, Portugal