Terms and Conditions

1. Legal Agreement & Acceptance

These Terms constitute a legally binding agreement between IBC LLC and any user accessing our website, responding to our promotional campaigns, or utilizing our project distribution channels. Continued use of the service constitutes unconditional acceptance of these Terms.

2. Nature of Service & B2B Introductions

• a) Independent Referral Platform: Hillow Direct operates strictly as a commercial lead generation, marketing, and business introduction platform connecting independent design and construction professionals (including Luxury Builders, Prime Architects, Interior Designers, Design-Build Firms, and Turnkey Contractors) with prospective project inquiries and private briefs.
• b) No General Contractor or Fiduciary Capacity: IBC LLC is neither a licensed contractor, architect, engineering firm, broker, nor an employer of any user. We do not design, construct, oversee, or warrant any physical building, fit-out, or design project.
• c) Independent Parties: Any subsequent commercial agreement, quote, contract, or performance of work arising from an introduction made via Hillow Direct is solely and exclusively between the end-client and the independent contractor/firm. IBC LLC is not a party to, nor an enforcer of, any contractual relationship between matched parties.

3. Representations and Warranties of the User

By using the Service or requesting project briefs, you warrant and represent that:

• a) You are an authorized corporate officer, principal, or representative of a registered business entity possessing the legal capacity to enter into binding agreements.
• b) You hold all necessary professional licenses, insurances (including Public Liability and Professional Indemnity insurance appropriate to your jurisdiction), registrations, and certifications required to execute works in your territory (whether in the US, UK, Switzerland, India, or elsewhere).
• c) All information provided regarding your trade, capabilities, portfolio, and contract thresholds is accurate, true, and not misleading.

4. Disclaimer of Guarantees & Warranties

• a) "AS-IS" AND "AS-AVAILABLE": THE SERVICE, WEBSITE, AND ALL INTRODUCTIONS OR BRIEFS ARE PROVIDED STRICTLY ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN ALL RELEVANT JURISDICTIONS, IBC LLC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
• b) No Revenue or Closing Guarantee: IBC LLC makes no representations, warranties, or guarantees regarding the conversion rate, financial viability, creditworthiness, or ultimate profitability of any lead, brief, or client inquiry introduced through Hillow Direct. You assume full commercial risk for closing, quoting, and executing your own contracts.
• c) Project Information: Project values (£25k–£250k+ or regional equivalents) and client descriptions are based on unverified information supplied by prospective project owners. You maintain sole responsibility for conducting your own independent due diligence, surveys, credit checks, and contract execution before commencing work or accepting funds.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY THE LAWS OF WYOMING AND APPLICABLE INTERNATIONAL JURISDICTIONS:

• a) Exclusion of Consequential Damages: IN NO EVENT SHALL IBC LLC, ITS DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE, LOST PROFITS, LOSS OF BUSINESS OPPORTUNITY, SITE ACCIDENTS, DELAYS, REGULATORY PENALTIES, OR WORKMANSHIP DEFECTS, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OUR SERVICE OR RELIANCE UPON ANY BRIEF PROVIDED.
• b) Absolute Aggregate Liability Cap: IN ALL CIRCUMSTANCES, THE TOTAL CUMULATIVE AGGREGATE LIABILITY OF IBC LLC FOR ANY AND ALL CLAIMS, DISPUTES, OR CAUSES OF ACTION ARISING FROM OR RELATING TO THESE TERMS OR THE USE OF HILLOW DIRECT SHALL BE STRICTLY LIMITED TO AND SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU DIRECTLY TO IBC LLC FOR SERVICES IN THE PRECEDING THREE (3) MONTHS, OR ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD), WHICHEVER IS LESS.

6. Indemnification

You agree to defend, indemnify, and hold harmless IBC LLC, its officers, members, employees, managers, agents, and successors from and against any and all claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or resulting from:

• Your breach of these Terms or applicable local laws, building codes, or regulations;
• Your negligent acts, willful misconduct, errors, or omissions in carrying out design, architectural, contracting, or construction services;
• Any dispute, payment conflict, contract breach, or property damage occurring between you and any third party or client introduced via Hillow Direct.

7. Communications & WhatsApp Consent

By supplying your contact details via our landing pages or responding to our social media ads, you grant IBC LLC explicit express consent to contact you via WhatsApp, SMS, email, and telephone to communicate operational updates, lead allocations, and commercial briefs. You may revoke WhatsApp communication consent at any time by texting "STOP".

8. Intellectual Property

All logos, brand assets, proprietary copy, graphic layouts, software code, and marketing mechanisms associated with "Hillow Direct" and IBC LLC are the exclusive intellectual property of IBC LLC. You are granted no license, ownership right, or permission to duplicate, scrape, copy, or redistribute any of our materials without express written authorization.

9. Governing Law and Dispute Resolution

• a) Governing Law: These Terms, and any dispute, controversy, or claim arising out of or relating to this Agreement or the breach, termination, or invalidity thereof, shall be governed by and construed in accordance with the internal laws of the State of Wyoming, United States of America, without giving effect to any choice or conflict of law provision or rule.
• b) Mandatory Binding Arbitration: Any dispute arising out of or related to these Terms or the Hillow Direct service that cannot be settled amicably shall be resolved exclusively through final and binding arbitration administered in the State of Wyoming, USA, under the Commercial Arbitration Rules of the American Arbitration Association (AAA). The arbitration will be conducted in English by a single neutral arbitrator. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
• c) Class Action and Jury Waiver: YOU EXPRESSLY WAIVE ANY RIGHT TO COMMENCE, JOIN, OR PARTICIPATE IN ANY CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING AGAINST IBC LLC. YOU AND IBC LLC AGREE TO RESOLVE ALL DISPUTES SOLELY ON AN INDIVIDUAL BASIS.

10. Severability & Entire Agreement

If any provision or clause of these Terms is deemed unlawful, invalid, or unenforceable by an arbitrator or court of competent jurisdiction, that specific provision shall be modified to the minimum extent necessary to make it valid and enforceable, and all remaining provisions of these Terms shall remain in full force and effect. These Terms constitute the entire agreement between the parties regarding the subject matter herein.