Terms of Service

1. Agreement to Terms

By accessing or using the services provided by Apex Flow LLC ("Company," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you disagree with any part of these terms, you do not have permission to access or use our services.

These Terms apply to all visitors, users, and others who access or use our AI automation consulting services, whether through our website, virtual consultations, or direct engagements.

2. Description of Services

Apex Flow LLC provides AI automation consulting services to businesses, including but not limited to:

• AI-powered chatbot development and implementation
• Workflow automation design and deployment
• Business process optimization consulting
• Custom AI solution development
• Staff training and support
• Ongoing maintenance and optimization services

Services are delivered through virtual consultations, remote implementation, and when applicable, on-site visits. All services are provided on a project basis as outlined in individual service agreements.

3. Use of Services

3.1 Eligibility

You must be at least 18 years old and have the legal authority to enter into contracts on behalf of the business entity you represent. By using our services, you represent and warrant that you meet these eligibility requirements.

3.2 Account Responsibilities

When you create an account or engage our services, you must provide accurate, complete, and current information. You are responsible for:

• Maintaining the confidentiality of any login credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized use
• Ensuring your use complies with all applicable laws and regulations

3.3 Prohibited Uses

You agree not to use our services:

• For any unlawful purpose or to solicit others to perform unlawful acts
• To violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances
• To infringe upon or violate our intellectual property rights or the intellectual property rights of others
• To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate
• To submit false or misleading information
• For any purpose that could damage, disable, overburden, or impair our services

4. Payment Terms

4.1 Service Packages and Pricing

Our services are offered in three primary packages:

• Starter Pack: $7,500 - Basic AI automation implementation
• Growth Pack: $15,000 - Comprehensive automation solution
• Transformation Pack: $25,000 - Enterprise-level transformation

Custom solutions may be priced separately based on scope and requirements. All prices are in US dollars and subject to applicable taxes.

4.2 Payment Schedule

Unless otherwise agreed in writing:

• 50% deposit required upon contract signing
• Remaining 50% due upon project completion
• Payment terms: Net 30 days from invoice date
• Late payments subject to 1.5% monthly interest or maximum allowed by law

4.3 Refund Policy

Due to the custom nature of our consulting services, refunds are evaluated on a case-by-case basis. If you are dissatisfied with our services, please contact us within 30 days of project completion to discuss resolution options.

5. Intellectual Property Rights

5.1 Client Data and Content

You retain all rights to your data, content, and pre-existing intellectual property. By engaging our services, you grant us a limited license to use your materials solely for the purpose of providing the agreed-upon services.

5.2 Apex Flow Intellectual Property

We retain ownership of our pre-existing intellectual property, including but not limited to:

• Proprietary methodologies and frameworks
• Generic code libraries and templates
• Training materials and documentation templates
• Best practices and process improvements

5.3 Deliverables

Upon full payment, you receive a perpetual, non-exclusive license to use all custom deliverables created specifically for your project. This includes custom code, configurations, and documentation created exclusively for your business.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the engagement. This obligation survives the termination of these Terms and any service agreements.

Confidential information does not include information that:

• Is or becomes publicly available through no breach by the receiving party
• Was rightfully known by the receiving party before disclosure
• Is independently developed without use of confidential information
• Is required to be disclosed by law or court order

7. Data Security and Privacy

We implement enterprise-grade security measures to protect your data, including:

• End-to-end encryption for all data transmissions
• Secure cloud infrastructure with regular security audits
• Access controls and authentication measures
• Regular security updates and patches
• Incident response procedures

Our data handling practices comply with CCPA/CPRA requirements. For detailed information about how we collect, use, and protect your data, please refer to our Privacy Policy.

8. Warranties and Disclaimers

8.1 Service Standards

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. We will use reasonable commercial efforts to ensure the quality and reliability of our deliverables.

8.2 Disclaimers

EXCEPT AS EXPRESSLY PROVIDED HEREIN, OUR SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

• Our services will meet all of your requirements or expectations
• The results will be uninterrupted, timely, secure, or error-free
• Any specific business outcomes or ROI will be achieved
• All errors or defects will be corrected

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL APEX FLOW LLC BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES.

Our total liability to you for any damages arising out of or related to these Terms or the services provided shall not exceed the total amount paid by you to Apex Flow LLC in the twelve (12) months preceding the claim.

These limitations shall not apply to liability arising from gross negligence, willful misconduct, or any liability that cannot be excluded or limited under applicable law.

10. Indemnification

You agree to defend, indemnify, and hold harmless Apex Flow LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of our services.

11. Termination

11.1 Termination Rights

Either party may terminate the service agreement:

• For convenience with 30 days written notice
• Immediately for material breach after 10 days notice and opportunity to cure
• Immediately if the other party becomes insolvent or bankrupt

11.2 Effects of Termination

Upon termination:

• All licenses granted to you shall immediately terminate
• You must pay all outstanding fees for services rendered
• We will provide you with your data in a standard format
• Confidentiality obligations and limitations of liability survive

12. Dispute Resolution

12.1 Informal Resolution

Before filing any formal proceedings, both parties agree to attempt to resolve any dispute informally by contacting the other party and engaging in good faith negotiations for at least 30 days.

12.2 Binding Arbitration

If informal resolution fails, any dispute shall be resolved through binding arbitration conducted by JAMS under its Streamlined Arbitration Rules. The arbitration shall be conducted in English, and judgment on the award may be entered in any court of competent jurisdiction.

12.3 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

13. General Provisions

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

13.2 Entire Agreement

These Terms, together with any service agreements and our Privacy Policy, constitute the entire agreement between you and Apex Flow LLC regarding our services and supersede all prior agreements and understandings.

13.3 Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

13.4 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

13.5 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

13.6 Modifications

We reserve the right to modify these Terms at any time. We will notify you of any material changes by posting the new Terms on our website and updating the "Last Updated" date. Your continued use of our services after such modifications constitutes acceptance of the updated Terms.

14. Contact Information

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