1. Acceptance of Terms

These Terms of Service set forth the legally binding agreement between you, whether as an individual or on behalf of an entity, and Goucher Holdings LLC, a limited liability company organized under the laws of the United States with its registered office at 3824 Nebo Ave, Ogden, Utah, 84414-4720, United States, operating under the trade name Goucher Capital. By accessing or using our website at https://www.gouchercapital.lat, contacting us through the website or by electronic mail, engaging our professional services, or otherwise interacting with Goucher Capital, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and by our Privacy Policy, incorporated herein by reference. If you do not agree to these terms in their entirety, you are not authorized to use our website or services and must discontinue access immediately. We reserve the right to modify these Terms at any time at our sole discretion. Any modifications will be effective immediately upon posting. Your continued use constitutes acceptance of changes.

2. Description of Services

Goucher Capital provides professional services within the computer systems design and related services industry, including but not limited to: computer systems architecture and design, integrated systems engineering, cloud infrastructure planning deployment and management, cybersecurity architecture and security engineering, technical consulting and advisory services, managed systems operations and ongoing support, technology due diligence and technical audit services, and technology training and enablement programs. All services are provided pursuant to a separate written agreement, statement of work, or engagement letter executed by both parties. The description of services on our website is for informational purposes only and does not constitute a binding offer to provide services. Goucher Capital reserves the right to decline any engagement or inquiry at its sole discretion and without obligation to state a reason. Each engagement is scoped individually based on the client's specific requirements, existing infrastructure, operational constraints, and business objectives. A formal proposal including scope of work, deliverables, timeline, and fee structure is prepared for every project before any commitment is made by either party.

3. Website Use and Conduct

Our website is made available for lawful, professional purposes consistent with our business operations. By accessing our website, you agree that you will not: use the website in any manner that violates any applicable federal, state, local, or international law; attempt to gain unauthorized access to any part of the website, its server infrastructure, or any connected server or database; introduce any viruses, Trojan horses, worms, malware, or other technologically harmful material; use any automated means including robots, spiders, crawlers, or scrapers to access or monitor the website without our prior express written consent; transmit unlawful, defamatory, obscene, harassing, or threatening material; impersonate any person or entity or falsely misrepresent your affiliation; or use the website in any manner that could disable, overburden, damage, or impair it. We reserve the right to terminate or restrict access at any time, without notice and at our sole discretion.

4. Intellectual Property Rights

4.1 Website Content

All content published on our website including text, graphics, logos, icons, images, page layout, design elements, source code, and the selection and arrangement thereof is the exclusive property of Goucher Capital or its content suppliers, protected by United States and international copyright, trademark, and other intellectual property laws. The Goucher Capital name, the Goucher Holdings LLC name, and related names, logos, and slogans are trademarks owned by Goucher Holdings LLC. You may not copy, reproduce, distribute, modify, create derivative works from, or commercially exploit any content without our prior express written consent.

4.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and view content for your personal, non-commercial informational purposes only. This license does not include any right to sell or commercially use content, collect service listings, create derivative works, or use data mining or extraction tools.

4.3 Client Deliverables

Subject to engagement agreements, Goucher Capital generally assigns to clients ownership of deliverables created specifically for them, including system design documents, architecture diagrams, and configuration specifications. Goucher Capital retains ownership of pre-existing tools, methodologies, frameworks, and know-how, granting a perpetual, irrevocable, royalty-free license for use in connection with deliverables.

5. Confidentiality

In the course of exploring or engaging our services, you may disclose to us confidential or proprietary information including business plans, financial data, technical specifications, system configurations, source code, infrastructure details, security information, customer data, and trade secrets. Goucher Capital agrees to hold all such information in strict confidence, to use it solely for evaluating or delivering the services, and to protect it using measures no less stringent than those applied to our own confidential information. Exceptions apply to publicly available information, previously possessed information, independently developed information, and legally required disclosures. For client engagements, detailed confidentiality provisions will be set forth in the applicable engagement agreement or a separate non-disclosure agreement, which shall control in the event of any conflict with these general terms.

6. Disclaimer of Warranties

THE WEBSITE AND ALL CONTENT, INFORMATION, AND SERVICES DESCRIBED THEREIN ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS WITHOUT ANY WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GOUCHER CAPITAL AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, GOUCHER CAPITAL DOES NOT WARRANT THAT THE WEBSITE WILL BE AVAILABLE AT ALL TIMES, UNINTERRUPTED, ERROR-FREE, OR SECURE; THAT DEFECTS WILL BE CORRECTED; THAT THE WEBSITE OR SERVERS ARE FREE OF VIRUSES; OR THAT INFORMATION IS ACCURATE, COMPLETE, OR RELIABLE. THE INFORMATION ON OUR WEBSITE IS FOR GENERAL INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE PROFESSIONAL, TECHNICAL, LEGAL, OR FINANCIAL ADVICE.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, GOUCHER CAPITAL AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, ARISING FROM YOUR USE OF THE WEBSITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY. THE AGGREGATE LIABILITY OF GOUCHER CAPITAL FOR ALL CLAIMS SHALL NOT EXCEED THE GREATER OF THE AMOUNT PAID BY YOU FOR SERVICES DURING THE TWELVE MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED UNITED STATES DOLLARS (USD $100). THESE LIMITATIONS SHALL SURVIVE ANY TERMINATION OF THESE TERMS.

8. Indemnification

You agree to defend, indemnify, and hold harmless Goucher Capital and its officers, directors, employees, agents, affiliates, successors, and assigns from any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from your breach of these Terms, your use of the website, your violation of applicable law, or content you transmit to us. We reserve the right to assume exclusive defense and control of any matter subject to indemnification.

9. Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the State of Utah, without regard to conflict-of-law principles. Any dispute shall first be resolved through good-faith negotiation. If unresolved after thirty calendar days, either party may refer the dispute to binding arbitration under the Utah Uniform Arbitration Act, conducted in Utah in English before a single arbitrator. The arbitral award shall be final and binding. Either party may seek injunctive relief from Utah courts for intellectual property violations or to prevent imminent harm.

10. General Provisions

10.1 Entire Agreement

These Terms of Service, together with our Privacy Policy and any separate written agreement executed between you and Goucher Capital for the provision of professional services, constitute the entire agreement between you and Goucher Capital with respect to your use of our website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral.

10.2 Severability

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be eliminated or limited to the minimum extent necessary so that the remaining provisions will continue in full force and effect. The invalidity of any provision shall not affect the validity or enforceability of any other provision.

10.3 No Waiver

No failure or delay by Goucher Capital in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. A waiver of any breach shall not be construed as a waiver of any continuing or succeeding breach.

10.4 Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without our prior written consent. Goucher Capital may assign, transfer, or delegate its rights or obligations at its discretion without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

10.5 Relationship of the Parties

Nothing in these Terms shall be construed to create a partnership, joint venture, agency, employment, or franchise relationship between you and Goucher Capital. Neither party has the authority to bind the other or to incur any obligation on the other's behalf without prior written consent.

10.6 Force Majeure

Goucher Capital shall not be liable for any delay or failure to perform its obligations if such delay or failure results from circumstances beyond our reasonable control, including acts of God, natural disasters, fire, flood, earthquake, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, governmental orders, failure of utility or telecommunications services, Internet service provider failures, or denial-of-service attacks.

10.7 Notices

All notices relating to these Terms shall be in writing and deemed delivered upon receipt when sent by electronic mail to mail@gouchercapital.lat or by registered or certified mail, return receipt requested, to: Goucher Holdings LLC, 3824 Nebo Ave, Ogden, Utah, 84414-4720, United States.

11. Contact Information