Section 1Introduction and Acceptance
These Terms of Service constitute a legally binding agreement between FoVern LLC, a limited liability company organized under the laws of the State of Utah with its principal office located at 1220 S Main St Ste 1, Springville, UT 84663-9443, United States, and you, the individual or entity accessing or using our website and services.
This website, located at https://www.fovern.lol, and all associated services and content were developed by Fovern, operating through FoVern LLC. Throughout these Terms, references to FoVern, we, us, or our refer exclusively to FoVern LLC and its authorized agents. References to you or your refer to the individual or entity that accesses or uses our website or engages our services.
By accessing, browsing, or using our website, by submitting any information through our contact forms, or by engaging our professional services in any capacity, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.
If you do not agree with any provision of these Terms, you must immediately discontinue all use of our website and refrain from engaging our services. Your continued use of the website following any updates or modifications to these Terms constitutes your acceptance of those changes.
Section 2Definitions
For the purposes of these Terms, the following capitalized terms shall have the meanings ascribed to them below. Additional definitions may appear throughout these Terms and shall be given their contextual meaning within the relevant section.
Website refers to the internet site accessible at https://www.fovern.lol, including all subdomains, subdirectories, pages, content, and materials hosted thereon, whether publicly accessible or restricted, and any successor or replacement domains. The Website was developed by Fovern for FoVern LLC.
Services refers to the computer systems design and related services provided by FoVern LLC, including but not limited to system architecture design, cloud infrastructure engineering, network architecture and optimization, security compliance and hardening, technical consulting and advisory, and any other professional services agreed upon in a written statement of work or engagement letter between FoVern LLC and a client.
Client refers to any individual, company, organization, government entity, or other legal person that has entered into a written agreement with FoVern LLC for the provision of Services, or that has submitted a formal inquiry through the Website contact form, email, or telephone communication.
Content refers to all text, images, graphics, designs, code, software, documentation, data, multimedia, and any other materials that appear on or are accessible through the Website, whether generated by us, by users, or by third parties whose materials are displayed on or through the Website with permission.
Confidential Information refers to any non-public information disclosed by one party to the other in connection with the Services, whether in written, oral, electronic, or other form, that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.
Intellectual Property refers to all patents, copyrights, trademarks, trade secrets, know-how, designs, algorithms, methodologies, software code, documentation, and any other proprietary rights recognized under applicable law, whether registered or unregistered.
Section 3Description of Services
FoVern LLC provides computer systems design and related services as classified under NAICS code 541512. Our service portfolio encompasses the full spectrum of technical infrastructure engineering, from initial architecture assessment through production deployment and ongoing operational governance.
System Architecture Design: We design end-to-end technical architectures for distributed systems, microservices platforms, API gateways, data pipelines, and enterprise-scale infrastructure. Deliverables include architecture decision records, system diagrams, component specifications, interface contracts, and migration roadmaps. Our architectural work is vendor-neutral and prioritizes open standards, interoperability, and long-term maintainability.
Cloud Infrastructure Engineering: We design, provision, and manage cloud environments across Amazon Web Services, Microsoft Azure, and Google Cloud Platform. Our approach emphasizes infrastructure-as-code, immutable deployment patterns, automated governance policies, and cost-aware resource optimization. We deliver production-ready environments with comprehensive monitoring, alerting, and disaster recovery capabilities.
Network Architecture and Optimization: We engineer network topologies spanning wide-area, local-area, and cloud-edge environments. Our designs incorporate zero-trust principles, software-defined networking, traffic engineering, and defense-in-depth security layering. We optimize for throughput, latency, observability, and resilience.
Security Compliance and Hardening: We assess, design, and implement security controls aligned with regulatory frameworks including SOC 2, HIPAA, PCI-DSS, NIST SP 800-53, and ISO 27001. Services include threat modeling, vulnerability assessment, penetration testing coordination, incident response planning, and compliance evidence preparation.
Technical Consulting and Advisory: We provide fractional CTO services, architecture review boards, vendor assessment and selection guidance, procurement advisory, digital transformation roadmap development, and technical team mentorship. These engagements are tailored to the specific maturity level, industry context, and strategic objectives of each client organization.
Section 4Client Obligations and Responsibilities
Successful delivery of our Services depends on your active participation and cooperation. By engaging FoVern LLC, you agree to fulfill the following obligations throughout the engagement lifecycle.
Access and Information: You shall provide us with timely access to your systems, infrastructure, personnel, documentation, and any other resources reasonably necessary for us to perform the Services. You represent and warrant that you have the legal right and authority to grant such access and that doing so does not violate any third-party agreements or applicable laws.
Accuracy of Information: You shall ensure that all information, data, specifications, requirements, and other materials you provide to us are accurate, complete, and current to the best of your knowledge. You acknowledge that our ability to deliver accurate analyses, designs, and recommendations depends on the quality of the information you provide.
Personnel Cooperation: You shall designate a primary point of contact who has the authority to make decisions, approve deliverables, and escalate issues as needed. You shall ensure that your personnel are available for scheduled meetings, reviews, and knowledge transfer sessions at mutually agreed times.
Compliance with Laws: You shall comply with all applicable laws, regulations, and industry standards relevant to your industry, jurisdiction, and use of our Services. You are solely responsible for ensuring that your use of any deliverables, recommendations, or systems we design complies with applicable legal and regulatory requirements.
Security Obligations: You are responsible for maintaining the security of your own systems, credentials, and access controls. You shall promptly notify us of any security incidents, unauthorized access, or suspected breaches that may affect the integrity or confidentiality of the Services we provide to you.
Section 5Intellectual Property Rights
The allocation of intellectual property rights between FoVern LLC and our clients is a cornerstone of our engagement philosophy. We believe in transparent ownership structures that protect your investment while preserving our ability to serve the broader market with our accumulated expertise and methodologies.
Website Content: All Content available on or through the Website, including the FoVern name, logo, visual design, layout, graphics, text, and the distinctive optical prism and spectrum aesthetic, is the exclusive property of FoVern LLC and is protected by United States and international copyright, trademark, and intellectual property laws. No Content from the Website may be copied, reproduced, republished, uploaded, posted, transmitted, distributed, or used for the creation of derivative works without our prior written consent.
Service Deliverables: Subject to full payment of all applicable fees, all final deliverables created specifically for a Client under a written statement of work shall be owned by the Client. For clarity, final deliverables includes architecture documents, system designs, configuration code, runbooks, and any other work product explicitly identified in the statement of work as a client deliverable. This ownership transfer does not apply to pre-existing materials, tools, frameworks, methodologies, templates, or know-how that we bring to the engagement.
Pre-Existing Materials: Any tools, libraries, frameworks, templates, methodologies, processes, knowledge, techniques, and intellectual property that we developed prior to or independently of the engagement remain the exclusive property of FoVern LLC. We grant you a perpetual, irrevocable, non-exclusive, royalty-free license to use any such pre-existing materials that are incorporated into your deliverables, solely to the extent necessary for you to use and benefit from those deliverables.
Feedback and Suggestions: Any feedback, suggestions, recommendations, or ideas you provide to us regarding our Website or Services may be used by us without restriction or obligation to you. You grant us a perpetual, worldwide, royalty-free license to incorporate such feedback into our products and services.
Section 6Confidentiality
The nature of our Services requires that we handle sensitive technical and business information belonging to our clients. This section establishes the confidentiality obligations that protect that information throughout and beyond the engagement.
Definition of Confidential Information: Confidential Information includes all non-public information disclosed by either party to the other, whether in written, oral, visual, electronic, or any other form, that relates to business operations, technical systems, financial data, strategic plans, customer lists, trade secrets, security configurations, source code, or any other information that a reasonable person would understand to be proprietary or confidential given the circumstances of disclosure.
Obligations of Confidentiality: Each party agrees to use Confidential Information solely for the purpose of performing obligations or exercising rights under these Terms and any applicable statement of work. Each party shall protect the other party's Confidential Information using the same degree of care it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care. Each party shall limit access to Confidential Information to those of its employees, contractors, and agents who have a legitimate need to know and who are bound by confidentiality obligations at least as protective as those set forth in this section.
Exceptions: The confidentiality obligations in this section do not apply to information that the receiving party can demonstrate: was already known to it without obligation of confidentiality at the time of disclosure; is or becomes publicly known through no wrongful act of the receiving party; was rightfully received from a third party without restriction; or was independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.
Compelled Disclosure: If a party is required by law, regulation, court order, or governmental authority to disclose Confidential Information, it shall, to the extent legally permitted, provide the disclosing party with prompt written notice so that the disclosing party may seek a protective order or other appropriate remedy. The receiving party shall disclose only that portion of Confidential Information that is legally required and shall use reasonable efforts to obtain confidential treatment for the disclosed information.
Return or Destruction: Upon termination of the engagement or upon the disclosing party's written request, the receiving party shall promptly return or securely destroy all copies of Confidential Information in its possession or control, and shall certify in writing that it has done so. The receiving party may retain one archival copy solely for legal compliance, dispute resolution, or insurance purposes, subject to the continuing obligations of this section.
Section 7Payment Terms and Fees
Our engagement terms are designed to be transparent, predictable, and aligned with the value we deliver. This section outlines the financial framework that governs our client relationships.
Fee Structure: Fees for our Services are established in a written statement of work, engagement letter, or service agreement executed between FoVern LLC and the Client. Fee structures may be based on fixed-price milestones, time and materials at agreed hourly or daily rates, retainer arrangements, or a hybrid model tailored to the specific engagement. All fees are quoted and payable in United States Dollars unless otherwise specified in writing.
Invoicing and Payment: Invoices are issued according to the schedule specified in the applicable statement of work. Unless otherwise agreed, payment is due within thirty calendar days from the date of invoice. Late payments shall accrue interest at the rate of one and one-half percent per month, or the maximum rate permitted by applicable law, whichever is lower. We reserve the right to suspend or terminate Services if any invoice remains unpaid beyond sixty calendar days.
Expenses: Reasonable out-of-pocket expenses incurred in connection with the Services, including travel, lodging, software licenses, cloud resource consumption for testing environments, and third-party service fees, shall be reimbursed by the Client. We will obtain prior written approval for any single expense exceeding five hundred dollars, or for aggregate expenses exceeding ten percent of the engagement value, unless a different threshold is specified in the statement of work.
Taxes: All fees are exclusive of applicable federal, state, local, and foreign taxes, duties, tariffs, levies, and similar assessments. The Client is responsible for all sales tax, use tax, value-added tax, withholding tax, and any other taxes imposed on the Services, excluding taxes based on FoVern LLC's net income. If we are required to pay any such taxes, the Client shall reimburse us for those amounts.
No Refunds: Except as expressly provided in the applicable statement of work or as required by law, all fees paid are non-refundable. Fixed-price milestone payments are earned upon delivery and acceptance of the corresponding milestone deliverables. Time and materials fees are earned as the work is performed.
Section 8Term and Termination
The duration of our relationship and the conditions under which it may end are governed by the provisions set forth in this section. Clear termination rights protect both parties and ensure orderly disengagement when necessary.
Term: These Terms of Service apply to your use of the Website beginning on the date you first access the Website and continuing for as long as you access or use the Website. For client engagements, the term shall be as specified in the applicable statement of work. If no term is specified, either party may terminate upon thirty calendar days written notice.
Termination for Convenience: Either party may terminate an engagement at any time by providing written notice to the other party. Upon termination for convenience, the Client shall pay FoVern LLC for all Services performed through the effective date of termination, including any non-cancellable expenses incurred or committed prior to the termination notice. Any fixed-price milestone payments already earned at the time of termination shall remain payable in full.
Termination for Cause: Either party may terminate an engagement immediately upon written notice if the other party materially breaches these Terms or the applicable statement of work and fails to cure that breach within fifteen calendar days after receiving written notice describing the breach. Additionally, we may terminate immediately if you fail to pay any undisputed invoice within sixty calendar days of its due date, or if you become insolvent, file for bankruptcy, or cease business operations.
Effect of Termination: Upon termination, all rights and licenses granted to the Client under these Terms and the applicable statement of work shall immediately cease. Within thirty days of termination, the Client shall pay all outstanding fees and expenses. The provisions of these Terms that by their nature should survive termination, including confidentiality, intellectual property, limitation of liability, indemnification, dispute resolution, and governing law, shall continue in full force and effect.
Section 9Limitation of Liability
The allocation of risk between FoVern LLC and our clients is a fundamental component of these Terms. The limitations set forth in this section reflect the nature of professional technology services and the inherent uncertainties involved in system design, architecture, and consulting engagements.
Disclaimer of Certain Damages: To the maximum extent permitted by applicable law, in no event shall FoVern LLC, its officers, directors, employees, contractors, or agents be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages of any kind, including lost profits, lost revenue, lost data, business interruption, loss of goodwill, cost of procurement of substitute services, or any other commercial or economic loss, whether arising in contract, tort (including negligence), strict liability, or any other legal theory, even if we have been advised of the possibility of such damages.
Cap on Liability: To the maximum extent permitted by applicable law, the total cumulative liability of FoVern LLC for any and all claims, damages, losses, costs, and expenses arising out of or relating to these Terms, the Website, or any Services provided, whether in contract, tort, or otherwise, shall not exceed the total fees actually paid by you to FoVern LLC in the twelve months immediately preceding the event giving rise to the claim. If no fees have been paid during that period, our total liability shall not exceed one thousand dollars.
Carve-outs: The limitations set forth in this section shall not apply to damages arising from our gross negligence, willful misconduct, fraud, or any liability that cannot be excluded or limited under applicable law. Nothing in these Terms shall limit or exclude any liability that cannot be lawfully limited or excluded.
Allocation of Risk: You acknowledge that the fees we charge reflect the allocation of risk set forth in this section, and that these limitations are an essential element of the bargain between the parties. Without these limitations, our fees would be substantially higher.
Section 10Indemnification
Indemnification provisions allocate responsibility for losses that may arise from third-party claims related to our engagement. These provisions protect both parties by ensuring that the party best positioned to prevent a particular type of harm bears the associated financial risk.
Indemnification by Client: You agree to indemnify, defend, and hold harmless FoVern LLC and its officers, directors, employees, contractors, and agents from and against any and all claims, demands, actions, suits, proceedings, damages, liabilities, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: your use of the Website in violation of these Terms; your breach of any representation, warranty, or obligation under these Terms; any claim that information, data, or materials you provided to us infringe or misappropriate the intellectual property rights of a third party; or your violation of any applicable law, regulation, or third-party right.
Indemnification by FoVern LLC: We agree to indemnify, defend, and hold harmless you and your officers, directors, and employees from and against any and all third-party claims that the Services, as delivered and when used in accordance with these Terms and the applicable statement of work, infringe or misappropriate the intellectual property rights of that third party. This obligation does not apply to claims arising from your unauthorized modification of deliverables, your combination of deliverables with products or services not provided by us, or your continued use of infringing deliverables after we have provided a non-infringing alternative.
Procedure: The party seeking indemnification shall promptly notify the indemnifying party in writing of any claim for which indemnification is sought, shall give the indemnifying party sole control of the defense and settlement of the claim, and shall provide reasonable cooperation at the indemnifying party's expense. The indemnified party may participate in the defense at its own expense with counsel of its choosing.
Section 11Warranties and Disclaimers
Our Services involve analysis, design, recommendation, and implementation of complex technical systems. This section clarifies the scope of our warranties and the disclaimers that apply to our Website and Services.
Mutual Warranties: Each party represents and warrants that it has the full right, power, and authority to enter into these Terms and to perform its obligations hereunder; that the execution and performance of these Terms does not and will not violate any other agreement to which it is a party; and that it shall comply with all applicable laws and regulations in the performance of its obligations.
Service Warranty: We warrant that the Services shall be performed in a professional and workmanlike manner consistent with industry standards for computer systems design and related services. If any Service does not conform to this warranty, we will, as your sole and exclusive remedy, re-perform the non-conforming Service at no additional charge, provided that you notify us in writing of the non-conformance within thirty days of the Service delivery date.
Website Disclaimer: The Website and all Content are provided on an as-is and as-available basis, without warranties of any kind, whether express, implied, statutory, or otherwise. To the maximum extent permitted by applicable law, we disclaim all warranties, including the implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and any warranties arising from course of dealing, course of performance, or usage of trade.
Service-Specific Disclaimers: We do not warrant that any system, architecture, configuration, or recommendation we provide will be error-free, uninterrupted, or immune from security breaches. Technology environments are complex and subject to external factors beyond our control. We provide our best professional judgment based on the information available at the time, but we cannot guarantee specific outcomes, performance levels, cost savings, or business results from the implementation of our recommendations.
Third-Party Products: We may recommend or implement third-party products, services, or platforms as part of our Services. We make no warranties regarding third-party products and disclaim all liability for their performance, security, or suitability. Any warranties for third-party products are provided solely by the respective vendor.
Section 12Dispute Resolution
We believe that most disagreements can be resolved through direct, good-faith communication. The procedures in this section establish a structured escalation path designed to resolve disputes efficiently and cost-effectively before resorting to formal legal proceedings.
Informal Resolution: Before initiating any formal legal action, the parties shall attempt to resolve any dispute informally. The aggrieved party shall provide written notice to the other party describing the nature of the dispute and the specific relief sought. Within fifteen calendar days of receiving such notice, the parties shall designate representatives with settlement authority to meet, either in person or via videoconference, and negotiate in good faith toward resolution.
Mediation: If the parties are unable to resolve the dispute through informal negotiation within thirty calendar days of the initial notice, either party may request mediation. The parties shall jointly select a mediator from a recognized alternative dispute resolution provider. Mediation shall be conducted in Utah County, Utah, or via videoconference at the mutual agreement of the parties. Each party shall bear its own costs of mediation, and the parties shall share equally the fees and expenses of the mediator.
Arbitration: If mediation does not result in a resolution within sixty calendar days of the mediator's appointment, either party may submit the dispute to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration shall be conducted in Utah County, Utah, before a single arbitrator mutually agreed upon by the parties. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction.
Exceptions: Notwithstanding the foregoing, either party may seek injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm, including to protect intellectual property rights or Confidential Information. The parties agree that any such action may be brought in the state or federal courts located in Utah County, Utah.
Class Action Waiver: To the maximum extent permitted by applicable law, all claims must be brought in the parties' individual capacities and not as a plaintiff or class member in any purported class action, collective action, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.
Section 13Governing Law and Jurisdiction
These Terms and any dispute arising out of or relating to them shall be governed by and construed in accordance with the laws of the State of Utah, without giving effect to any conflict of laws principles that would result in the application of the laws of a different jurisdiction.
The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms or any transaction conducted under them. For any legal action not subject to the arbitration provisions of Section 12, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Utah County, Utah.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or relating to these Terms or the Services must be filed within one year after the claim or cause of action arose, or it shall be permanently barred. This limitations period applies to the fullest extent permitted by applicable law.
Section 14Force Majeure
Neither party shall be liable for any failure or delay in the performance of its obligations under these Terms to the extent that such failure or delay is caused by circumstances beyond its reasonable control. A force majeure event includes, but is not limited to, acts of God, natural disasters, floods, fires, earthquakes, epidemics, pandemics, public health emergencies, governmental orders, war, terrorism, civil unrest, labor strikes, failures of third-party hosting or telecommunications infrastructure, denial-of-service attacks, and any other event that could not reasonably have been anticipated or controlled by the affected party.
The party affected by a force majeure event shall promptly notify the other party in writing, describing the nature of the event, its expected duration, and the obligations affected. The affected party shall use diligent efforts to mitigate the impact of the force majeure event and to resume performance as soon as reasonably practicable. If a force majeure event continues for more than thirty calendar days, either party may terminate the affected engagement upon written notice, without penalty or further liability beyond payment for Services rendered and expenses incurred prior to the force majeure event.
Section 15General Provisions
This section contains miscellaneous provisions that apply to the interpretation and enforcement of these Terms as a whole.
Entire Agreement: These Terms, together with any statement of work, engagement letter, or service agreement executed between the parties, constitute the entire agreement between you and FoVern LLC concerning the subject matter hereof and supersede all prior and contemporaneous agreements, representations, and understandings, whether written or oral. No course of dealing, course of performance, or usage of trade shall modify or supplement these Terms.
Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable. If modification is not possible, the provision shall be severed, and the remaining provisions shall continue in full force and effect.
Waiver: No failure or delay by either party in exercising any right under these Terms shall operate as a waiver of that right. Any waiver must be in writing and signed by an authorized representative of the waiving party. A waiver of any breach shall not constitute a waiver of any subsequent breach.
Assignment: You may not assign or transfer these Terms, or any rights or obligations hereunder, without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets. Any attempted assignment in violation of this provision shall be null and void.
Relationship of the Parties: FoVern LLC is an independent contractor. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between the parties. Neither party has the authority to bind the other or to incur obligations on the other's behalf without prior written consent.
Notices: All notices, requests, consents, claims, demands, and other communications under these Terms shall be in writing and delivered by email (with confirmation of receipt), by nationally recognized overnight courier, or by certified mail with return receipt requested. Notices to FoVern LLC shall be sent to info@fovern.lol or to our physical address at 1220 S Main St Ste 1, Springville, UT 84663-9443, United States.
Survival: Sections 5 (Intellectual Property Rights), 6 (Confidentiality), 9 (Limitation of Liability), 10 (Indemnification), 11 (Warranties and Disclaimers), 12 (Dispute Resolution), 13 (Governing Law and Jurisdiction), and this Section 15 (General Provisions) shall survive any termination or expiration of these Terms.
Changes to Terms: We reserve the right to modify these Terms at any time. When we make changes, we will update the Last Updated date at the top of this page. For material changes, we will provide a notice on the Website. Your continued use of the Website after any changes constitutes your acceptance of the modified Terms. We encourage you to review these Terms periodically.
Section 16Contact Information
If you have questions, concerns, or require clarification regarding any provision of these Terms of Service, or if you need to deliver a legal notice to FoVern LLC, please contact us using any of the methods listed below. We endeavor to respond to all inquiries within two business days.
By Mail:
FoVern LLC
Attn: Legal Department
1220 S Main St Ste 1
Springville, UT 84663-9443
United States
By Email: info@fovern.lol — please include Terms of Service Inquiry in the subject line to ensure your message is routed to the appropriate team member. For urgent matters or time-sensitive notices, we recommend following up your email with a telephone call.
By Telephone: +1 (719) 451-9218 — our telephone lines are staffed Monday through Friday, 08:00 to 17:00 Mountain Time. Voicemail messages are monitored during business hours and are typically returned within one business day.
Online: Visit our website at https://www.fovern.lol and use the contact form on the homepage to submit your inquiry. Select Legal Inquiry from the subject dropdown menu if the option is available, or describe your question related to these Terms of Service in the message body.
The Website and all Services described in these Terms are provided by FoVern LLC. The FoVern brand, the distinctive optical prism and spectrum visual identity, and the fovern.lol domain were designed and developed by Fovern, operating through FoVern LLC. All rights not expressly granted in these Terms are reserved.