These Terms of Service govern the use of the website published at www.jaseip.lat and the professional services offered by JASE INTELLECTUAL PROPERTIES, LLC. By visiting this website, sending an enquiry, or engaging our practice, you agree to be bound by these terms. If you do not agree with any part of these terms, you should not use this website and you should not engage our services. The developer identified with this practice is JaseIP, and the service provider is the registered organization JASE INTELLECTUAL PROPERTIES, LLC at 13648 S 200 W, Draper - 84020-2407, Utah, United States (US).
These terms apply in addition to any written engagement agreement that you and our practice sign. Where a signed engagement agreement conflicts with these terms, the signed agreement controls for that engagement, and these terms continue to govern general use of the website.
In these terms, the words below carry the meanings given here. The singular includes the plural and the plural includes the singular. A reference to writing includes email and any other durable electronic form.
This website and our services are intended for business and professional use. By using this website or engaging our practice, you confirm that you are at least eighteen years of age and that you have the legal authority to enter into a binding agreement. If you act on behalf of an organization, you confirm that you are authorized to bind that organization to these terms.
We may decline to provide services to any person or organization, and we may discontinue access to this website at any time. We will not decline on an unlawful basis, and where we decline an engagement we will normally explain the reason in a short written reply.
We grant you a limited, revocable, non exclusive license to view and use this website for lawful professional or informational purposes. You may print or save individual pages for your own reference, provided that you keep all notices of ownership intact.
Any use that exceeds this license requires our written permission, which we may grant or refuse at our discretion. Unauthorized use may result in the termination of access and may give rise to a legal claim.
Our practice delivers computer integrated systems design and related technical consulting. The specific services described on this website include systems architecture design, platform integration engineering, technical due diligence, data pipeline integration, infrastructure modernization, and advisory and liaison services. Each engagement is defined by a written scope that records the objectives, the deliverables, the assumptions, the timeline, and the responsibilities of each party.
Information published on this website is general in nature. It does not constitute a professional opinion about your systems, and it should not be relied upon as a substitute for an engagement. Any estimate of duration, effort, or cost presented during a preliminary discussion is indicative only until it is confirmed in a written agreement.
We perform our services with the skill and care expected of a competent professional consultancy. We do not guarantee a particular commercial outcome, a particular level of performance, or the achievement of any business result, because many factors lie outside our control.
Before we begin substantive work, we and the Client sign a written engagement agreement. That agreement describes the scope, the schedule, the fees, the governance model, and the acceptance procedure for deliverables. An engagement begins only when both parties have signed, or when we have confirmed the start date in writing at the Client request.
A change to the scope of an engagement is handled through a written change order. A change order records the new work, the effect on schedule, and the effect on fees. Neither party is obliged to accept a change order, and work continues under the existing scope until a change order is signed.
We may use qualified subcontractors where an engagement benefits from specialist skills. We remain responsible for the work performed by a subcontractor and we bind each subcontractor to confidentiality terms no weaker than those in the engagement agreement.
Fees for professional services are stated in the engagement agreement and may be expressed as a fixed amount, a time and materials rate, a retainer, or a combination of these models. Fees are exclusive of taxes unless the agreement says otherwise.
If an invoice is disputed, the Client should notify us in writing within fourteen days of receipt, describing the disputed element. The undisputed portion of the invoice remains due, and both parties will work promptly and in good faith to resolve the dispute.
A successful engagement depends on cooperation from the Client. The Client agrees to provide timely access to the people, systems, documentation, and environments that the work requires, and to appoint a responsible contact who can make decisions on the Client behalf.
If a delay is caused by the Client, we may adjust the schedule and may charge additional fees for the idle capacity that the delay creates. We will always discuss the effect of a delay with the Client before applying an additional charge.
Unless the engagement agreement says otherwise, the Client owns the deliverables that we create specifically for the engagement once the associated fees have been paid. We retain ownership of our pre existing methods, templates, tools, and know how, and we grant the Client a perpetual license to use the components that are embedded in a deliverable.
We may retain a copy of engagement materials for archival, professional, and legal purposes, subject to the confidentiality obligations described in these terms. We may describe the general nature of an engagement in a confidential client list, but we will not identify a Client publicly without written permission.
Nothing in these terms transfers ownership of the website, its design, or its content to you. The website and its content remain the property of JASE INTELLECTUAL PROPERTIES, LLC and its licensors.
Each party may receive Confidential Information from the other. Each party agrees to use Confidential Information only for the purpose of the engagement, to protect it with reasonable care, and to disclose it only to personnel and advisers who need it and who are bound by confidentiality obligations.
Confidential Information does not include information that is already public, that becomes public through no fault of the receiving party, that was lawfully known before disclosure, that is received from a third party without restriction, or that is independently developed without reference to the disclosed information.
If a party is required by law to disclose Confidential Information, it will, where lawful, give the other party prompt notice and will limit the disclosure to what is required. These obligations survive the end of the engagement for the period stated in the engagement agreement and, where no period is stated, for five years.
An engagement may involve third party software, cloud services, libraries, or data. Those materials are governed by the terms of the third party that supplies them, and the Client is responsible for complying with those terms. We do not grant any license to third party materials and we do not warrant that a third party will continue to offer a service or maintain compatibility.
Where we recommend a third party product, the recommendation reflects our professional judgment at the time it is made. It is not a guarantee of the product, and it does not create any partnership or agency relationship between our practice and the third party supplier.
You agree not to misuse this website or our services. The following conduct is prohibited, and we may suspend access or terminate an engagement if it occurs.
We may report unlawful conduct to the relevant authority and may cooperate fully with any investigation. We may also pursue any civil remedy that is available.
This website and its content are provided on an as available basis. To the fullest extent permitted by law, we disclaim all warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non infringement. We do not warrant that the website will be uninterrupted, error free, or free of harmful components.
Professional findings that we publish are based on the information available at the time of the work. Facts and systems change, and a finding that was accurate on the date of a report may no longer describe the current state. It is the responsibility of the Client to consider whether a report remains current before acting on it.
Some jurisdictions do not permit the exclusion of certain warranties. In those jurisdictions, the exclusions in this section apply only to the extent that the law allows, and nothing in these terms limits a right that cannot lawfully be limited.
To the fullest extent permitted by law, JASE INTELLECTUAL PROPERTIES, LLC will not be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profit, revenue, data, or business opportunity, arising out of or relating to the use of this website or the performance of our services, even if we have been advised of the possibility of such damages.
Our total aggregate liability for all claims arising from an engagement will not exceed the total fees paid by the Client to our practice under the engagement agreement in the twelve months before the event that gave rise to the claim. Where an engagement agreement states a different cap, that cap governs.
Nothing in this section limits liability that cannot lawfully be limited, including liability for fraud, for willful misconduct, or for any other matter that applicable law does not permit a party to exclude.
You agree to indemnify and hold harmless JASE INTELLECTUAL PROPERTIES, LLC, its members, employees, and subcontractors from any claim, loss, liability, or expense, including reasonable legal fees, that arises from your misuse of this website, your breach of these terms, or your infringement of the rights of a third party.
We agree to indemnify and hold harmless the Client from any claim that a deliverable, as supplied by us and used in accordance with the engagement agreement, infringes the intellectual property rights of a third party, provided that the Client promptly notifies us of the claim and allows us to control the defense.
The indemnified party will provide reasonable cooperation in the defense of a claim and will not settle a claim in a way that admits fault on the part of the indemnifying party without written consent.
These terms apply for as long as you use this website. An engagement runs for the period stated in the engagement agreement unless it is terminated earlier in accordance with these terms.
On termination we will return or delete Confidential Information belonging to the Client in accordance with the engagement agreement and applicable law. Provisions that by their nature should survive termination, including confidentiality, intellectual property, and liability, will continue to apply.
If a dispute arises, both parties agree to attempt to resolve it through good faith discussion. The party raising the dispute will send a written notice that describes the issue and the outcome it seeks. The parties will then meet, in person or by remote conference, within fourteen days of the notice.
If the dispute is not resolved through discussion, the parties may agree to mediation before a neutral mediator. If mediation does not resolve the dispute, either party may pursue the matter through the courts or through binding arbitration as the engagement agreement provides. Nothing in this section prevents a party from seeking urgent relief to protect its rights while a dispute is pending.
These terms are governed by the laws of the State of Utah, United States, without regard to its conflict of law rules. Where an engagement agreement specifies a different governing law or a different forum, the engagement agreement controls for that engagement.
Subject to the dispute resolution section, the parties submit to the exclusive jurisdiction of the state and federal courts located in Utah for any matter that is not resolved through discussion or mediation.
Neither party is liable for a failure or delay in performance that is caused by an event beyond its reasonable control. Such events include natural disasters, severe weather, epidemic or pandemic conditions, war, civil unrest, government action, widespread network failure, and sustained failure of a critical utility or cloud provider.
The affected party will notify the other party promptly, will use reasonable efforts to mitigate the effect of the event, and will resume performance as soon as it is reasonably able. If the event continues for more than sixty days, either party may terminate the affected engagement by written notice without further liability, apart from payment for work already performed.
These terms, together with any engagement agreement and the Privacy Policy, form the entire agreement between the parties on the subjects they cover. They replace any earlier understanding on those subjects.
If a provision of these terms is found to be invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision is modified to the smallest extent needed to make it enforceable.
You may not assign your rights under these terms without our written consent. We may assign our rights to an affiliate or to a successor in connection with a reorganization, provided that the assignment does not reduce the protections available to you.
A failure to enforce a provision on one occasion does not waive the right to enforce it on a later occasion. A waiver is effective only when it is given in writing by the party granting it.
Formal notices under these terms may be sent by email to the addresses used by the parties during the engagement, or by a recognized courier to the addresses recorded in the engagement agreement.
Headings are used for convenience only and do not affect the interpretation of these terms.
Questions about these Terms of Service may be directed to our team using the details below. We will respond in writing, and where a question concerns an active engagement we will also involve the engagement lead.
JASE INTELLECTUAL PROPERTIES, LLC // 13648 S 200 W, Draper - 84020-2407, Utah, United States (US) // Email general@jaseip.lat // Telephone +19179142787
Please include the name of your organization and a short description of the matter so that we can route your message to the right person without delay.