Terms of Service

Effective Date: October 31, 2025

These Terms govern your access to and use of the Worlds-Energy website and consulting services (“Services”). By using the Services, you agree to these Terms.

1. Engagements & Proposals

Consulting work is provided under mutually agreed statements of work, proposals, or order forms (“SOWs”). In case of conflict, the SOW prevails over these Terms.

2. Your Responsibilities

Provide accurate information and timely feedback.
Ensure you have rights to any materials you supply.
Use the Services only for lawful purposes and in good faith.

3. Fees, Billing & Taxes

Fees, billing schedules, and expenses are defined in the SOW. Unless stated otherwise, fees are exclusive of applicable taxes, which you are responsible for remitting where required.

4. Intellectual Property

Pre-existing IP: Each party retains ownership of its pre-existing IP.
Deliverables: Ownership/licensing terms for deliverables are set in the SOW (e.g., work-for-hire, assignment, or license). Absent SOW terms, we grant you a non-exclusive, royalty-free license to use deliverables internally.
Feedback: If you provide feedback, we may use it without obligation.

5. Confidentiality

Each party will protect the other’s confidential information and use it only as necessary to perform under the SOW/Terms, except as required by law.

6. Warranties & Disclaimers

We warrant we will perform Services with reasonable skill and care.
EXCEPT AS EXPRESSLY STATED, THE SERVICES AND SITE ARE PROVIDED “AS IS” WITHOUT OTHER WARRANTIES (EXPRESS OR IMPLIED), INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOST PROFITS/REVENUE. EXCEPT FOR FEES OWED OR BREACHES OF CONFIDENTIALITY/ IP RIGHTS, EACH PARTY’S TOTAL LIABILITY IN CONNECTION WITH THE SERVICES WILL NOT EXCEED THE FEES PAID OR PAYABLE UNDER THE APPLICABLE SOW IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

8. Indemnity

You will indemnify and hold us harmless from third-party claims arising from content or materials you provide, your misuse of the Services, or your violation of law or these Terms.

9. Termination

Either party may terminate for material breach not cured within thirty (30) days’ written notice, or as otherwise set out in the SOW. Upon termination, you will pay for Services performed and reasonable non-cancelable expenses.

10. Publicity

We may identify you as a customer (name and logo) unless you object in writing. Any case studies or press releases require mutual consent.

11. Compliance

Both parties will comply with applicable laws, including export controls and anti-corruption laws. You are responsible for your own regulatory obligations.

12. Governing Law & Disputes

These Terms and any SOW are governed by the laws of the Province of Manitoba and the federal laws of Canada applicable therein, without regard to conflicts of law. The courts of Manitoba will have exclusive jurisdiction.

13. Changes

We may update these Terms for the website from time to time. SOWs may only be changed by written agreement between the parties.

14. Contact

Questions about these Terms: [email protected].