Terms and Conditions

Last updated: February 19, 2026

Welcome to ZenturLabs. These Terms and Conditions (hereinafter, the "Terms") govern access to and use of our website, as well as the engagement of our professional web development, software development, and process automation services. By accessing our website or engaging our services, you accept these Terms in their entirety. If you do not agree with any of them, please do not use our site or engage our services.

1. Definitions

"ZenturLabs" or "We": refers to ZenturLabs, a company dedicated to website development, custom software, and automation solutions.
"Client" or "You": refers to any individual or entity that accesses our website or engages our services.
"Services": includes the design and development of websites, application and custom software development, implementation of automations, technology consulting, and any other services offered by ZenturLabs.
"Deliverables": all products, designs, code, documentation, and materials generated as a result of the provision of Services.
"Proposal" or "Quote": a document detailing the scope, cost, timeline, and specific conditions of a particular project.

2. Description of Services

ZenturLabs offers the following professional services:

Website design and development: creation of responsive web pages, landing pages, corporate sites, portals, and online stores using modern technologies.
Custom software development: web applications, management systems, digital platforms, dashboards, and customized tools tailored to client needs.
Process automation: implementation of automated workflows, API integrations, bots, notification systems, and business process optimization through artificial intelligence and specialized tools.
Technology consulting: advice on software architecture, technology selection, digital strategy, and infrastructure optimization.

The specific scope of each project will be defined in the corresponding Proposal, which will form an integral part of these Terms once accepted by both parties.

3. Engagement Process

3.1 Request and Quote

The engagement process begins when the Client requests a quote through our contact form, email, or any other enabled channel. ZenturLabs will prepare a Proposal detailing the project scope, features, technologies to be used, estimated timeline, cost, and payment terms.

3.2 Acceptance

The contractual relationship is formalized when the Client accepts the Proposal in writing (including electronic means such as email) and makes the agreed initial payment. Acceptance implies full agreement with the terms of the Proposal and these general Terms.

3.3 Scope Changes

Any changes to the project scope after acceptance of the Proposal must be agreed upon in writing by both parties. Modifications may result in adjustments to cost and delivery timelines, which will be communicated to the Client before proceeding.

4. Pricing, Payments, and Billing

4.1 Pricing

Service prices are established in the corresponding Proposal and may be expressed in Mexican Pesos (MXN) or United States Dollars (USD), as agreed with the Client. Prices do not include applicable taxes (VAT, sales tax, or others), which will be added according to the legislation in force in the corresponding jurisdiction.

4.2 Payment Schedule

Unless otherwise agreed in the Proposal, the standard payment schedule is: a 50% advance payment upon acceptance of the Proposal and the remaining 50% upon final project delivery. For larger projects, partial payments tied to specific milestones or deliverables may be established.

4.3 Payment Methods

We accept domestic and international bank transfers, payments through authorized electronic platforms, and other methods agreed upon in advance. Transfer costs or bank commissions are the Client's responsibility.

4.4 Late Payments

In the event of payment delay, ZenturLabs reserves the right to suspend ongoing work until the situation is resolved. Overdue payments may accrue late interest in accordance with applicable legislation. If the delay exceeds 30 calendar days, ZenturLabs may terminate the contract.

4.5 Refunds

The advance payment is non-refundable once work has commenced, as it covers planning, research, and resource allocation for the project. For work phases not yet started, a partial refund may be negotiated based on project progress.

5. Client Obligations

The Client agrees to:

Provide in a timely manner all information, materials, content (texts, images, logos, etc.), and access necessary for project execution.
Designate an authorized contact person for decision-making and approvals during project development.
Review and provide feedback within the timeframes established in the Proposal. Delays in Client feedback may affect delivery timelines.
Ensure that provided materials do not infringe third-party rights (intellectual property, copyrights, trademarks, etc.).
Make payments within the agreed deadlines.
Not use the Services or Deliverables for illegal, fraudulent, or purposes that contravene applicable regulations.

6. Intellectual Property

6.1 Project Deliverables

Upon full payment for the project, the Client will acquire usage rights over the final Deliverables as specified in the Proposal. The transfer of rights applies only to customized Deliverables created specifically for the Client.

6.2 ZenturLabs Tools and Components

ZenturLabs retains all intellectual property rights over its proprietary tools, frameworks, libraries, reusable components, methodologies, and know-how developed before or during the provision of Services. The Client receives a non-exclusive, non-transferable license to use these elements to the extent they form part of the Deliverables.

6.3 Third-Party Technologies

Deliverables may include open-source software or third-party components, which are subject to their own licenses. ZenturLabs will inform the Client about applicable third-party licenses.

6.4 Portfolio

ZenturLabs reserves the right to include completed projects in its portfolio and promotional materials, unless expressly agreed otherwise in writing.

6.5 Website Content

All content published on the ZenturLabs website, including text, designs, graphics, logos, icons, images, source code, and software, is the property of ZenturLabs or its respective owners and is protected by applicable national and international intellectual property laws.

7. Confidentiality

Both parties agree to maintain the confidentiality of all technical, commercial, and financial information shared during the contractual relationship. This confidentiality obligation shall remain in effect for a period of two (2) years after termination of the contractual relationship.

Information shall not be considered confidential if it: (a) is or becomes publicly available through no fault of the receiving party; (b) was already legitimately in possession of the receiving party before being shared; (c) is legitimately obtained from a third party without a confidentiality obligation; or (d) must be disclosed by legal or judicial order.

8. Warranties and Support

8.1 Functionality Warranty

ZenturLabs warrants that the Deliverables will function substantially in accordance with the specifications agreed upon in the Proposal. In the event of defects or errors attributable to ZenturLabs, these will be corrected at no additional cost within the warranty period established in the Proposal (generally 30 days after delivery).

8.2 Warranty Exclusions

The warranty does not cover: (a) modifications made by the Client or unauthorized third parties; (b) issues arising from hosting environments, servers, or infrastructure not provided by ZenturLabs; (c) defects caused by misuse or use contrary to provided instructions; (d) incompatibilities with software or hardware not specified in the Proposal.

8.3 Post-Delivery Support

Support and maintenance services following project delivery are not included unless separately contracted through a specific maintenance agreement.

9. Limitation of Liability

To the maximum extent permitted by applicable law, ZenturLabs's total liability for any claim arising from these Terms or the provision of Services shall not exceed the total amount paid by the Client for the specific Service giving rise to the claim.

ZenturLabs shall not be liable for: (a) indirect, incidental, special, consequential, or punitive damages; (b) loss of profits, revenue, data, or business opportunities; (c) costs of procuring substitute services; (d) business interruptions, even if advised of the possibility of such damages.

The foregoing limitations shall not apply in cases of willful misconduct, gross negligence, personal injury, or in any case where applicable law prohibits such limitation.

10. Termination

10.1 Termination by the Client

The Client may terminate the contract at any time upon written notice. In the event of termination, the Client shall pay for all work performed up to the termination date, including any expenses committed by ZenturLabs.

10.2 Termination by ZenturLabs

ZenturLabs may terminate the contract if: (a) the Client fails to meet any payment obligation for more than 30 days; (b) the Client materially breaches these Terms and does not remedy the breach within 15 days of notification; (c) the Client enters insolvency, bankruptcy, or liquidation proceedings.

10.3 Effects of Termination

Upon termination: (a) each party shall return or destroy the other party's confidential information; (b) the Client shall receive Deliverables completed to date, subject to corresponding payment; (c) the intellectual property, confidentiality, and limitation of liability clauses shall survive termination.

11. Force Majeure

Neither party shall be liable for failure or delay in performing its obligations when such failure or delay is due to force majeure events, including but not limited to: natural disasters, pandemics, wars, acts of terrorism, strikes, telecommunications or internet infrastructure failures, legislative or regulatory changes, or any other event beyond the reasonable control of the affected party. The affected party shall notify the other party within 10 business days of the force majeure event.

12. Website Usage

By using our website, you agree to:

Not use the site for illegal, fraudulent, or unauthorized purposes.
Not attempt to gain unauthorized access to any part of the site, its servers, or databases.
Not take actions that could damage, overload, or compromise the site's functionality.
Not use robots, scrapers, or other automated means to access the site without prior written authorization.
Not reproduce, duplicate, copy, sell, or exploit any part of the site without express authorization.
Respect all intellectual property rights over the site's content.

13. Indemnification

The Client agrees to indemnify, defend, and hold harmless ZenturLabs, its directors, employees, agents, and collaborators, from and against any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorney's fees) arising from: (a) the Client's breach of these Terms; (b) infringement of third-party rights arising from materials provided by the Client; (c) misuse of the Deliverables or Services.

14. International Service Provision

ZenturLabs provides services to clients located in Mexico, the United States of America, the European Union, and other regions. International service provision is subject to the following provisions:

14.1 Clients in Mexico

Services provided to clients in Mexico shall be governed by applicable Mexican legislation, including the Commercial Code, the Federal Consumer Protection Law (when applicable), and the Federal Law on Protection of Personal Data Held by Private Parties (LFPDPPP). Prices may be denominated in Mexican Pesos (MXN).

14.2 Clients in the United States of America

For clients in the United States, applicable federal and state laws shall apply. In particular, we comply with the provisions of the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA) for California residents, as well as any other applicable state legislation regarding consumer protection and personal data. Prices shall be expressed in United States Dollars (USD).

14.3 Clients in the European Union and European Economic Area

For clients in the European Union (EU) and the European Economic Area (EEA), we comply with the General Data Protection Regulation (GDPR - Regulation (EU) 2016/679). International data transfers shall be carried out in accordance with appropriate legal mechanisms (European Commission Standard Contractual Clauses or adequacy decisions). European consumers retain all rights granted to them by EU consumer protection legislation, including the right of withdrawal where applicable.

14.4 International Taxes

Each party shall be responsible for its own tax obligations in its jurisdiction. The Client shall be responsible for any withholding tax, customs duty, VAT, or other applicable taxes in their jurisdiction related to the engaged Services.

15. Data Protection in Service Provision

When the provision of Services involves the processing of the Client's or their end users' personal data, ZenturLabs shall act as a Data Processor in accordance with the Client's documented instructions. In such cases:

A Data Processing Agreement (DPA) will be executed when required by applicable legislation.
ZenturLabs will implement appropriate technical and organizational measures to ensure the security of personal data.
Personal data will not be shared with sub-processors without the Client's prior authorization.
Upon termination of Services, personal data will be returned or deleted according to the Client's instructions.
ZenturLabs will cooperate with the Client to address data subject rights requests.

For more information about how we process your personal data as a Data Controller, please refer to our Privacy Policy.

16. Modifications to Terms

ZenturLabs reserves the right to modify these Terms at any time. Modifications will be published on this page with the corresponding update date. For Clients with active contracts, material changes will be notified at least 30 days in advance by email. Continued use of the website after publication of modifications constitutes acceptance of the new Terms.

17. Governing Law and Jurisdiction

17.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the United Mexican States, without prejudice to mandatory consumer protection or data protection provisions applicable in the Client's jurisdiction.

17.2 Dispute Resolution

The parties agree to resolve any dispute amicably through direct negotiation. If no agreement is reached within 30 calendar days of the start of negotiations, disputes shall be submitted to arbitration under the rules of the Mexico Arbitration Center (CAM), unless applicable law in the Client's jurisdiction requires a different forum.

17.3 European Consumers

Consumers residing in the EU may additionally submit disputes to the alternative dispute resolution bodies of their country of residence or to the European Commission's Online Dispute Resolution platform.

18. General Provisions

Assignment: The Client may not assign their rights or obligations under these Terms without the prior written consent of ZenturLabs.
Entire Agreement: These Terms, together with the applicable Proposal and any additional agreements executed, constitute the entire agreement between the parties and supersede any prior agreements.
Severability: If any provision of these Terms is found to be null or unenforceable, the remaining provisions shall remain in full force and effect.
Waiver: Failure to exercise any right under these Terms shall not constitute a waiver thereof.
Communications: All formal notifications must be made in writing and sent to each party's registered email address.

19. Contact

For any inquiries, clarifications, or requests related to these Terms and Conditions, you may contact us through:

Email: contact@zenturlabs.com
Contact form: available on our website.