Client Policies, Terms, Conditions and Information
Applicability: These terms apply to services, solutions, advisory engagements, hosted platforms, and related deliverables provided by Fail Safe Technologies LLC (“Fail Safe Tech”) unless superseded by a written agreement executed by authorized representatives of both parties.
Service-Specific Agreements: Engagement-specific terms, including proposals, statements of work, service level agreements, licensing documents, or formal quotations, govern the applicable services. In the event of any inconsistency, the executed written agreement controls.
Scope and Performance: Services are delivered in accordance with the agreed scope. Performance timelines and outcomes may be affected by third-party systems, regulatory requirements, client-provided environments, or conditions beyond Fail Safe Tech’s reasonable control.
Client Responsibilities: Clients are responsible for providing accurate information, timely access to systems, and cooperation necessary to perform services. Work resulting from incomplete, inaccurate, or materially changed requirements may require written scope modification.
Payment Terms: Payment terms are defined per engagement. Unless otherwise agreed in writing, standard terms are Net 21 days. Fail Safe Tech accepts U.S. currency, checks, direct deposit, and major credit cards.
Alternate Payment Option: Payment via Plastiq is available for clients preferring credit/debit card or ACH processing. Applicable third-party processing fees are the responsibility of the payer.
Checks shall be made payable to: Fail Safe Technologies LLC
Late Payments and Suspension: Past due balances may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law. Fail Safe Tech reserves the right to suspend services for materially delinquent accounts following reasonable notice.
Service Availability: Subscription-based platforms, hosted services, and licensed offerings require an active account in good standing and may be suspended, restricted, or discontinued in accordance with applicable written agreements.
Intellectual Property: Ownership and licensing of deliverables, software, documentation, and related materials are governed by the applicable written agreement. Pre-existing intellectual property, methodologies, frameworks, and proprietary materials of Fail Safe Tech remain its property unless expressly assigned in writing.
Confidentiality: Client information is handled in accordance with applicable agreements and used solely for purposes of performing authorized services, except as required by law.
Warranties: Hardware or equipment provided in connection with services is subject solely to the manufacturer’s warranty. Except as expressly stated in an executed written agreement, services are provided without additional warranties, express or implied.
Limitation of Liability: To the maximum extent permitted by law, Fail Safe Tech shall not be liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of data, business interruption, or third-party claims, arising from services provided. Aggregate liability for direct damages, if any, shall not exceed the fees paid for the specific services giving rise to the claim, unless otherwise agreed in writing.
Force Majeure: Fail Safe Tech shall not be liable for delays or failures in performance resulting from events beyond its reasonable control, including acts of government, natural disasters, infrastructure failures, or third-party service disruptions.
Severability: If any provision of these terms is determined to be unenforceable, the remaining provisions remain in full force and effect.
No Waiver: Failure to enforce any provision shall not constitute a waiver of that provision or any other rights.
Governing Law: These terms are governed by and construed in accordance with the laws of the State of New York.