Terms of Service

1. About Coding Panda

Coding Panda LLC ("Coding Panda," "we," "our," or "us") provides technology consulting, software development, artificial intelligence (AI) solutions, cloud services, managed services, data and analytics solutions, digital transformation services, and related offerings.

2. Eligibility

You must be at least 18 years old and capable of entering into legally binding agreements to use our Services.

By using our Services, you represent and warrant that:

• You have the legal authority to enter into these Terms.
• Any information you provide is accurate and complete.
• Your use of the Services complies with all applicable laws and regulations.

3. Use of the Website

You may use our website solely for lawful purposes.

You agree not to:

• Violate any applicable law or regulation.
• Interfere with website functionality or security.
• Attempt unauthorized access to systems, networks, or data.
• Upload malicious code, malware, viruses, or harmful content.
• Scrape, harvest, or collect information without authorization.
• Use automated systems to access the website in a manner that disrupts operations.
• Misrepresent your identity or affiliation.

Coding Panda reserves the right to suspend or terminate access to users who violate these Terms.

4. Services and Proposals

Descriptions of services on our website are provided for informational purposes only.

Any consulting engagement, software project, AI solution, cloud implementation, managed service, support service, or professional service shall be governed by a separate written agreement, Statement of Work (SOW), Master Services Agreement (MSA), proposal, or contract between Coding Panda and the customer.

In the event of any conflict, the signed agreement shall control.

5. Artificial Intelligence Services

Coding Panda may provide AI-powered tools, solutions, recommendations, automations, analytics, and generated outputs.

You acknowledge and agree that:

• AI-generated outputs may contain errors, inaccuracies, omissions, or outdated information.
• AI outputs should be reviewed by qualified personnel before use.
• AI outputs are provided for informational and operational assistance purposes.
• Users remain responsible for decisions, actions, and outcomes resulting from the use of AI-generated content.

Coding Panda does not guarantee the accuracy, completeness, or fitness of AI-generated results.

6. Intellectual Property

All website content, including text, graphics, logos, branding, software, code, designs, documentation, images, videos, and marketing materials are owned by or licensed to Coding Panda and protected under applicable intellectual property laws.

Except as expressly authorized, you may not copy, reproduce, modify, distribute, publish, reverse engineer, or create derivative works without prior written consent.

7. Customer Content

If you submit information, files, data, prompts, documents, or materials to Coding Panda ("Customer Content"):

• You retain ownership of your content.
• You grant Coding Panda a limited license to use such content solely for providing requested services.
• You represent that you have all necessary rights to provide such content.

Coding Panda claims no ownership of Customer Content unless otherwise agreed in writing.

8. Confidentiality

Where applicable, confidential information exchanged between Coding Panda and customers shall be governed by a Non-Disclosure Agreement (NDA), Service Agreement, Data Processing Agreement (DPA), or other written agreements.

Absent a separate agreement, information submitted through the public website should not be considered confidential.

9. Third-Party Services

Our Services may integrate with or link to third-party providers, including cloud providers, AI platforms, payment processors, social media platforms, analytics tools, and software vendors.

Coding Panda is not responsible for:

• Third-party products or services
• Availability of third-party platforms
• Content on third-party websites
• Third-party privacy or security practices

Your use of third-party services is governed by their respective terms and policies.

10. Payment Terms

For paid services:

• Fees are specified in applicable agreements, proposals, or invoices.
• Payments are due according to agreed payment terms.
• Late payments may result in service suspension.
• Fees are generally non-refundable unless otherwise stated in writing.

Taxes, duties, and government charges are the responsibility of the customer unless otherwise specified.

11. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."

CODING PANDA DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, RELIABILITY, AND SECURITY.

WE DO NOT GUARANTEE THAT THE WEBSITE WILL BE UNINTERRUPTED; THE SERVICES WILL BE ERROR-FREE; DEFECTS WILL BE CORRECTED; OR RESULTS WILL MEET YOUR EXPECTATIONS.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CODING PANDA SHALL NOT BE LIABLE FOR INDIRECT DAMAGES, INCIDENTAL DAMAGES, SPECIAL DAMAGES, CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF DATA, OR BUSINESS INTERRUPTION ARISING OUT OF OR RELATED TO THE USE OF THE WEBSITE OR SERVICES.

IN NO EVENT SHALL CODING PANDA'S TOTAL LIABILITY EXCEED THE AMOUNT PAID BY THE CUSTOMER TO CODING PANDA FOR THE APPLICABLE SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Indemnification

You agree to defend, indemnify, and hold harmless Coding Panda, its officers, employees, contractors, affiliates, and partners from claims, liabilities, damages, losses, costs, and expenses arising from:

• Your use of the Services
• Violation of these Terms
• Violation of applicable laws
• Infringement of third-party rights
• Customer Content provided by you

14. Termination

We may suspend or terminate access to the website or Services at any time if:

• You violate these Terms;
• Required by law;
• Necessary to protect our systems, customers, or business interests.

Termination does not affect accrued rights or obligations.

15. Export Compliance

You agree not to use, export, re-export, transfer, or access our Services in violation of applicable export control, sanctions, or trade laws.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, United States, without regard to conflict of law principles.

17. Dispute Resolution

Before initiating legal proceedings, the parties agree to attempt good-faith negotiations to resolve disputes.

If a dispute cannot be resolved through negotiation, the parties agree that disputes shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in Virginia, unless otherwise required by applicable law.

Each party shall bear its own legal fees unless otherwise awarded by the arbitrator.

18. Force Majeure

Coding Panda shall not be liable for delays or failures resulting from causes beyond its reasonable control, including:

• Natural disasters
• Power outages
• Internet disruptions
• Cyberattacks
• Government actions
• Labor disputes
• Pandemic events
• Failures of third-party providers

19. Changes to These Terms

We may modify these Terms from time to time.

Updated versions will be posted on this website with a revised Effective Date.

Continued use of the Services after updates constitutes acceptance of the revised Terms.

20. Contact Information

Coding Panda LLC

Founder & Managing Director: Brian Zhong