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Terms & Conditions — Saintclair Intelligence LLC

Terms & Conditions

Last updated: Saintclair Intelligence LLC Professional Services

These Terms & Conditions ("Terms") govern your use of the services provided by Saintclair Intelligence LLC ("we," "us," or "our"). By accessing our website, using our services, or engaging with us in any capacity, you agree to be bound by these Terms.

1. Acceptance of Terms

By accessing our websites, forms, chat, or services (the "Services"), you agree to these Terms & Conditions ("Terms"). If you do not agree to all terms and conditions of this agreement, you may not access the website or use any services. These Terms apply to all visitors, users, and others who access or use the Service.

2. Services

Saintclair Intelligence LLC provides professional services including but not limited to:

  • Web design and development: custom websites, applications, and digital solutions
  • Branding and design: logo design, brand identity, and marketing materials
  • Business consulting: strategic planning, process optimization, and business intelligence
  • AI automation solutions: workflow automation, chatbots, and intelligent systems
  • Digital marketing: SEO, content strategy, and online presence optimization

Specific deliverables, timelines, and pricing may be defined in a separate written proposal, statement of work, or invoice (collectively, "Order Documents"). In the event of a conflict between these Terms and Order Documents, the Order Documents control for that specific project.

3. Proposals, Quotes & Payments

Quotes and Estimates

  • All quotes and proposals are valid for the period stated therein, or 30 days if no period is specified
  • Quotes are estimates based on information provided at the time of quotation and may be subject to revision based on scope changes or additional requirements discovered during project execution
  • Rush projects (less than standard turnaround time) may incur additional fees

Payment Terms

  • Payment terms are as specified in the Order Documents, typically net 15-30 days from invoice date
  • Deposits, milestone payments, and subscription fees are due as stated in the Order Documents
  • Late payments may incur interest charges of 1.5% per month or the maximum allowed by law, whichever is less
  • Failed or late payments may result in suspension or termination of Services until payment is received
  • Except where required by law, fees paid are non-refundable once work has begun or assets have been provisioned

Scope Changes

Any changes to the agreed scope of work must be documented in writing and may result in additional charges and timeline adjustments.

4. Communications

SMS and Email Consent: By contacting us through any means (phone, email, forms, chat) or submitting your contact information, you expressly consent to receive communications from us via SMS, email, and phone regarding your inquiry and ongoing Services.

Communication Methods

  • Email communications: project updates, invoices, and general correspondence
  • SMS messages: appointment reminders, urgent project notifications, and quick updates
  • Phone calls: consultations, project discussions, and support
  • Video conferencing: meetings, presentations, and collaborative sessions

Message Frequency and Rates

  • Message frequency varies based on project needs and communication preferences
  • Standard SMS and data rates may apply depending on your mobile plan
  • You can opt out of SMS messages by replying STOP to any text message
  • You can opt out of email communications via the unsubscribe link in any email

For detailed information about our communication practices, please see our Privacy Policy.

5. User Responsibilities

Information and Access

  • Provide accurate, complete, and timely information necessary for us to deliver the Services
  • Grant reasonable access to systems, accounts, and resources required for project completion
  • Respond to requests for feedback, approvals, and decisions within agreed timeframes
  • Maintain current contact information and communication preferences

Lawful Use

  • Use the Services only for lawful purposes and in accordance with these Terms
  • Not use Services for any prohibited purpose including but not limited to:
    • Transmitting malicious code, viruses, or harmful software
    • Sending spam or unsolicited communications
    • Infringing on intellectual property rights of others
    • Engaging in fraudulent, deceptive, or illegal activities
    • Violating any applicable laws or regulations

Content Responsibility

You are solely responsible for all content, materials, and information you provide to us, including ensuring you have the necessary rights, permissions, and licenses to use such content in connection with the Services.

6. Intellectual Property

Our Intellectual Property

  • All pre-existing intellectual property, proprietary frameworks, templates, methodologies, and tools used to deliver the Services remain our exclusive property
  • Our company name, logos, trademarks, and branding materials may not be used without prior written consent
  • General knowledge, techniques, skills, and experience gained during the performance of Services remain our property

Client Rights

  • Upon full payment of all fees, you receive a non-exclusive, non-transferable license to use the specific deliverables identified in your Order Documents for your internal business purposes
  • This license does not include the right to modify, distribute, sublicense, or create derivative works unless explicitly stated in the Order Documents
  • You retain ownership of your pre-existing intellectual property and content provided to us

Third-Party Assets

Any third-party assets (fonts, stock photos, plugins, etc.) incorporated into deliverables are subject to their respective license terms. You are responsible for obtaining any necessary licenses for continued use.

7. Third-Party Services

We may integrate, recommend, or utilize third-party platforms and services including but not limited to:

  • Hosting and infrastructure: web hosting, cloud services, and content delivery networks
  • Payment processing: payment gateways and merchant services
  • Analytics and tracking: website analytics and performance monitoring tools
  • Communication tools: email services, chat platforms, and messaging systems
  • Marketing platforms: social media, advertising, and automation tools

Your use of third-party platforms is governed by the respective third party's terms of service and privacy policies. We are not responsible for the acts, omissions, policies, or service outages of third-party providers.

8. Disclaimers

To the maximum extent permitted by applicable law:

  • The Services are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind
  • We disclaim all warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, and title
  • We do not warrant that Services will be uninterrupted, error-free, or completely secure
  • We do not guarantee specific results, rankings, traffic levels, conversion rates, or business outcomes
  • No oral or written information or advice given by us shall create a warranty not expressly stated in these Terms

9. Limitation of Liability

To the maximum extent permitted by applicable law:

  • In no event shall Saintclair Intelligence LLC, its owners, employees, contractors, or affiliates be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages
  • This includes but is not limited to damages for loss of profits, revenue, data, use, goodwill, or other intangible losses
  • Our total aggregate liability for any and all claims arising out of or relating to these Terms or the Services shall not exceed the total amounts paid by you to us for the Services giving rise to the claim in the three (3) months immediately preceding the event giving rise to such claim
  • Some jurisdictions do not allow the exclusion of certain warranties or the limitation of liability for incidental or consequential damages, so the above limitations may not apply to you

10. Indemnification

You agree to defend, indemnify, and hold harmless Saintclair Intelligence LLC and its owners, employees, contractors, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

  • Your use of the Services
  • Your violation of these Terms or any applicable law or regulation
  • Your content, materials, or information provided to us
  • Your infringement of any intellectual property or other right of any person or entity
  • Any negligent acts, omissions, or willful misconduct on your part

11. Termination

Termination by Us

We may suspend or terminate your access to Services immediately, without prior notice or liability, for any reason, including but not limited to:

  • Breach of these Terms
  • Non-payment of fees
  • Fraudulent, illegal, or harmful activity
  • Failure to provide necessary cooperation or information

Termination by You

You may terminate ongoing Services as specified in your Order Documents. Termination does not relieve you of the obligation to pay all fees incurred prior to termination.

Effect of Termination

Upon termination, your right to use the Services ceases immediately. Sections of these Terms that by their nature should survive termination (including but not limited to Intellectual Property, Disclaimers, Limitation of Liability, Indemnification, and Governing Law) shall survive termination.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in New Jersey, and you hereby irrevocably consent to the personal jurisdiction and venue therein.

13. Changes to Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will try to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, please stop using the Services.

14. Miscellaneous

  • Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect
  • No Waiver: Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights
  • Entire Agreement: These Terms, together with any Order Documents, constitute the entire agreement between us regarding the Services and supersede all prior agreements and understandings
  • Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction
  • Force Majeure: We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control
  • Independent Contractors: Nothing in these Terms creates a partnership, joint venture, or employment relationship between the parties

15. Contact Information

If you have any questions about these Terms & Conditions, please contact us:

  • Email: saintclair@drewrusso.com
  • Subject line: "Terms & Conditions Inquiry"
  • Response time: We aim to respond within 48 hours during business days

This Terms & Conditions document was last automatically updated on to ensure current date accuracy.

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