Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and VybeX ("Company," "we," "us," or "our") regarding your use of our website, services, and any related applications or platforms (collectively, the "Services").

By accessing, browsing, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree with any part of these Terms, you must not use our Services.

2. Description of Services

VybeX provides artificial intelligence automation and integration services for small and medium enterprises (SMEs), including but not limited to:

• Process automation and workflow optimization
• AI integration and implementation
• Data analysis and AI-generated insights
• AI voice agent setup and management
• E-commerce automation solutions
• Custom AI solutions tailored to business needs
• Consulting and support services related to AI implementation

3. Eligibility

To use our Services, you must:

• Be at least 18 years old and have the legal capacity to enter into contracts
• Represent and warrant that you have the authority to bind your organization to these Terms
• Provide accurate, current, and complete information during the registration process
• Maintain the confidentiality of your account credentials

4. Service Agreement and Scope

4.1 Service Proposals

All services will be provided according to a separate service agreement or statement of work ("SOW") that outlines specific deliverables, timelines, and pricing. The SOW will be considered part of these Terms.

4.2 Custom Solutions

Our services are customized based on your specific business requirements. We will work with you to understand your needs and develop appropriate AI automation solutions.

4.3 Implementation Timeline

Service timelines will be specified in the applicable SOW. We will make reasonable efforts to meet agreed-upon deadlines, but timelines may be adjusted based on project complexity, client responsiveness, and external factors.

5. Client Obligations

You agree to:

• Provide accurate and complete information necessary for service delivery
• Grant reasonable access to systems, data, and personnel as required
• Respond promptly to requests for information or feedback
• Maintain appropriate backups of your data and systems
• Comply with all applicable laws and regulations
• Use our Services only for lawful business purposes
• Not interfere with or disrupt the integrity or performance of our Services

6. Payment Terms

6.1 Fees and Payment

Service fees will be specified in the applicable SOW or service agreement. Payment terms are typically:

• Payment due within 30 days of invoice date
• Late payments may incur interest charges of 1.5% per month
• All fees are non-refundable unless otherwise specified

6.2 Expenses

You agree to reimburse reasonable expenses incurred in providing Services, including third-party software licenses, cloud services, and other necessary tools.

6.3 Taxes

All fees are exclusive of applicable taxes, which will be added to invoices as required by law.

7. Intellectual Property Rights

7.1 Company IP

VybeX retains all rights, title, and interest in our proprietary methodologies, software, tools, templates, and any improvements or derivatives thereof developed during the provision of Services.

7.2 Client IP

You retain ownership of your pre-existing intellectual property and data. You grant us a limited license to use your data and materials solely for the purpose of providing Services.

7.3 Developed Solutions

Custom solutions developed specifically for your business will be owned by you, subject to our underlying intellectual property rights in our tools and methodologies.

8. Confidentiality

Both parties acknowledge that they may have access to confidential information. We agree to:

• Maintain strict confidentiality of all client information
• Use confidential information solely for providing Services
• Implement appropriate security measures to protect confidential data
• Return or destroy confidential information upon request or termination

9. Data Protection and Security

9.1 Data Processing

We will process personal data in accordance with our Privacy Policy and applicable data protection laws, including GDPR where applicable.

9.2 Security Measures

We implement appropriate technical and organizational measures to protect your data, including:

• Encryption of data in transit and at rest
• Access controls and authentication
• Regular security assessments
• Staff training on data protection

9.3 Data Backup

While we maintain backup procedures, you remain responsible for maintaining independent backups of your critical data.

10. Warranties and Disclaimers

10.1 Service Warranty

We warrant that our Services will be performed in a professional and workmanlike manner in accordance with industry standards. If Services do not conform to this warranty, we will re-perform the non-conforming Services at no additional cost.

10.2 Disclaimers

EXCEPT AS EXPRESSLY SET FORTH HEREIN, OUR SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE
• WARRANTIES OF NON-INFRINGEMENT
• WARRANTIES THAT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE
• WARRANTIES REGARDING SPECIFIC RESULTS OR PERFORMANCE METRICS

11. Limitation of Liability

11.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VYBEX BE LIABLE FOR:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• LOSS OF PROFITS, DATA, USE, OR OTHER ECONOMIC ADVANTAGE
• DAMAGES RESULTING FROM INTERRUPTION OF BUSINESS OR LOSS OF BUSINESS OPPORTUNITIES

11.2 Cap on Liability

Our total liability for any claims arising from or related to these Terms or the Services shall not exceed the total amount paid by you for Services in the 12 months preceding the claim.

11.3 Exceptions

The limitations in this section do not apply to:

• Our breach of confidentiality obligations
• Our gross negligence or willful misconduct
• Claims for indemnification
• Violations of intellectual property rights

12. Indemnification

12.1 Client Indemnification

You agree to indemnify and hold VybeX harmless from claims arising from:

• Your breach of these Terms
• Your violation of applicable laws or regulations
• Your misuse of our Services
• Claims that your data or materials infringe third-party rights

12.2 Company Indemnification

We agree to indemnify you against claims that our Services infringe third-party intellectual property rights, provided you notify us promptly and allow us to control the defense.

13. Term and Termination

13.1 Term

These Terms remain in effect until terminated by either party in accordance with this section.

13.2 Termination for Convenience

Either party may terminate ongoing Services with 30 days' written notice. You will be responsible for payment of all Services performed up to the termination date.

13.3 Termination for Cause

Either party may terminate immediately upon written notice if the other party:

• Materially breaches these Terms and fails to cure within 30 days of notice
• Becomes insolvent or files for bankruptcy
• Engages in conduct that damages the other party's reputation

13.4 Effect of Termination

Upon termination:

• All rights and licenses granted will immediately cease
• Each party will return or destroy confidential information
• Outstanding invoices become immediately due and payable
• Provisions regarding confidentiality, IP rights, and limitation of liability will survive

14. Contact Information