Terms & Conditions

By accessing or using any services offered by 386 LLC ("Company," "we," "us," or "our"), including but not limited to visiting our website, submitting an inquiry, engaging in preliminary discussions, or executing any agreement with us, you ("Client," "Disclosing Party," "Receiving Party," or "you") agree to be bound by these Terms and Conditions in their entirety.

These Terms constitute a legally binding agreement governed by the laws of the State of Oregon. If you do not agree to these Terms, you must cease all use of our services immediately.

386 LLC provides AI-powered website creation, management, strategic consulting, and related technology services. Any engagement of services is subject to a separate written agreement, Statement of Work (SOW), or Service Agreement. These Terms govern the general relationship and any pre-engagement communications, including the exchange of confidential information.

Any information exchanged between you and 386 LLC during preliminary discussions, consultations, negotiations, or in the course of evaluating a potential business relationship is governed by the following mutual confidentiality obligations, and more specifically by our Mutual NDA agreement:

• Definition of Confidential Information: Includes, without limitation, business plans, product ideas, trade secrets, proprietary technology, financial data, client lists, marketing strategies, and any other information designated as confidential or that a reasonable person would understand to be confidential given the nature of the disclosure.
• Mutual Obligation: Both parties agree not to disclose the other party's Confidential Information to any third party without prior written consent and to use such information solely for the purpose of evaluating or conducting the potential or actual business relationship.
• Protection Standard: Each party shall protect the other's Confidential Information using at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care.
• Duration: Confidentiality obligations survive termination of any agreement or business relationship for a period of five (5) years, or indefinitely for trade secrets as defined under ORS 646.461.
• Exclusions: Confidential Information does not include information that: (a) is or becomes publicly available without breach of this Agreement; (b) was rightfully known before disclosure; (c) is independently developed without use of Confidential Information; or (d) is required to be disclosed by law or court order, provided prompt notice is given to the disclosing party.

During the term of any engagement and for a period of twelve (12) months following its termination, both parties agree as follows, to the extent enforceable under Oregon law:

• Client Non-Compete: The Client agrees not to directly replicate, reproduce, or commercially exploit the specific AI systems, frameworks, code architectures, or proprietary methodologies developed by 386 LLC under any engagement, without separate written authorization.
• Company Non-Compete: 386 LLC agrees not to use the Client's disclosed business concept, unique idea, or proprietary methodology to independently develop a competing product targeting the same identified market segment as the Client's disclosed concept, without the Client's prior written consent.
• Oregon Non-Compete Law: The parties acknowledge that Oregon law (ORS 653.295) imposes specific requirements on employee non-compete agreements. These non-compete provisions apply to the business relationship between the parties as independent commercial entities and are designed to protect legitimate business interests — not to restrain ordinary trade. The parties agree these terms are reasonable in scope, duration, and geographic reach.
• Remedies: Breach of this non-compete provision may entitle the non-breaching party to seek injunctive relief, damages, and attorney's fees in a court of competent jurisdiction in Oregon.

All content, designs, code, branding, and materials produced by 386 LLC remain the intellectual property of 386 LLC until full payment is received and a written IP transfer agreement is executed. Client-provided concepts, data, and materials remain the intellectual property of the Client. Neither party acquires any ownership right in the other's pre-existing intellectual property through these Terms alone.

The parties acknowledge and agree that electronic signatures executed through our NDA eSign portal constitute legally binding signatures under:

• Oregon Revised Statutes ORS 84.001 – 84.061 (Oregon Uniform Electronic Transactions Act / UETA)
• 15 U.S.C. §§ 7001 – 7006 (Federal Electronic Signatures in Global and National Commerce Act / E-SIGN Act)

By signing electronically, you affirm your identity, your authority to enter into the agreement, and your intent to be legally bound.

To the maximum extent permitted by Oregon law, 386 LLC's total liability for any claim arising from or related to these Terms or our services shall not exceed the total fees paid by you in the three (3) months preceding the claim. In no event shall either party be liable for indirect, incidental, consequential, or punitive damages.

The parties agree to attempt in good faith to resolve any dispute informally within thirty (30) days of written notice. If unresolved, disputes shall be subject to binding arbitration under the American Arbitration Association (AAA) Commercial Rules, conducted in Portland, Oregon. Notwithstanding the foregoing, either party may seek emergency injunctive relief from a court of competent jurisdiction in Oregon to protect confidential information or intellectual property rights without first resorting to arbitration.

These Terms shall be governed by and construed in accordance with the laws of the State of Oregon, without regard to its conflict of law principles. Any legal proceedings not subject to arbitration shall be brought exclusively in the state or federal courts located in Multnomah County, Oregon.

If any provision of these Terms is found to be unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. The unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.

We reserve the right to modify these Terms at any time. Updated Terms will be posted on this page with a revised effective date. Continued use of our services after posting constitutes acceptance. For active engagements, material changes will be communicated via email to the address on record.

386 LLC
Email: support@386llc.com
State of Formation: Oregon, United States