Terms of Service

GENERAL TERMS OF SERVICE

These General Terms of Service ("Terms of Service") set forth the terms under which our company provides you (the "Client") with the services (the "Services") set forth in one or more service order documents, including but not limited to subscription agreements and other service agreements.

By using the Service, you accept and agree to be bound by (1) these Terms of Service, (2) all Service Orders which are incorporated herein by reference and (3) our Privacy Policy, which is incorporated herein by reference (collectively referred to as the "Agreement").

1. Fees, Expenses, and Payment

In consideration for the Services, Client shall pay to Company the professional fees and expenses set forth in the applicable Service Orders. Payment of each invoice from Company is due within 30 days of the date set forth on the invoice. Other than net income and gross receipt taxes imposed on Company, Client will bear all taxes, duties, and other governmental charges resulting from the Agreement.

Client shall reimburse Company for all reasonable travel and other out-of-pocket expenses incurred by Company in connection with the performance of the Services. Such expenses will be invoiced on a monthly basis in arrears.

All late payments shall bear interest at the lesser of the rate of 2% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. In addition to all other remedies available under the Agreement or at law, Company shall be entitled to suspend the provision of any Services if Client fails to pay any undisputed amounts/fees when due.

2. Confidentiality

From time to time during the term of the Agreement, either Party (as the "Disclosing Party") may disclose or make available to the other Party (as the "Receiving Party"), non-public, proprietary, and confidential information of Disclosing Party ("Confidential Information"). The Receiving Party shall:

• Protect and safeguard the Disclosing Party's Confidential Information with at least the same degree of care as the Receiving Party would protect its own Confidential Information.
• Not use the Disclosing Party's Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under the Agreement.
• Disclose any such Confidential Information only to the employees, agents and representatives of Receiving Party with a need to know in connection with the performance or use of the Services.

3. Intellectual Property

Company retains all intellectual property rights in project materials developed by Company in the course of providing the Services, its intellectual capital, including, without limitation, its methodologies, ideas, know how, techniques, models, tools, skills, generic industry information, knowledge and experience.

Company grants to Client during the term in the applicable Service Order(s), a limited, non-exclusive, non-transferable, irrevocable and royalty-free license to use Company IP contained and/or embedded in any reports, findings, and/or other deliverables resulting from the Services, solely for Client's internal use.

4. Representations & Warranties

Company represents and warrants that the Services will be provided in a workmanlike and professional manner per standards generally accepted in Company's industry.

EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT, APPLICABLE SCHEDULE(S) AND SOW(S) OR ESTABLISHED BY APPLICABLE LAW AS RIGHTS THAT CANNOT BE WAIVED OR LIMITED BY CONTRACT, COMPANY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.

5. Limit of Liability

IN NO EVENT SHALL COMPANY BE LIABLE TO CLIENT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Data Security and Privacy

We implement appropriate security measures to protect your personal information and sensitive data. Credit card information and personal documents are stored securely and encrypted. We follow industry best practices to safeguard your data against unauthorized access.

For complete details on how we handle your data, please refer to our Privacy Policy.

7. Termination

Either Party may terminate the Agreement or applicable Service Order(s), if the other Party does not cure its material breach of the Agreement, or applicable Service Order within thirty (30) days of receiving written notice of the material breach and termination from the non-breaching Party.

8. Governing Law

The Agreement, and all matters arising out of or relating to the Agreement and/or performance of Services described therein, shall be governed by and construed in accordance with the laws of the District of Columbia of the United States of America.

9. Contact Information

If you have any questions about these Terms of Service, please contact us at:

Email: support@kaiconcierge.com
Phone: (555) 123-4567