These Terms of Service govern use of this website and the general conditions under which Korvexa Systems offers remote business software consulting. A signed proposal, statement of work, order confirmation, or other written engagement document may add to or modify these terms for a particular project. If there is a direct conflict, the signed engagement document controls for that project.
1. Acceptance and eligibility
By using this website, requesting services, accepting a proposal, or authorizing work, the user confirms that the user has read and agrees to these terms. A person acting for a business represents that the person has authority to bind that business to the applicable agreement.
The website and services are intended for persons at least 18 years old and for organizations acting through authorized representatives. If these terms are not accepted, the website and services should not be used.
Viewing the website, completing the local request form, asking a preliminary question, or receiving general pricing information does not create a client relationship, reserve availability, or require Korvexa Systems to accept an engagement.
2. Nature and scope of services
Korvexa Systems provides remote consulting relating to business software needs, selection, workflow improvement, CRM structure, integration planning, implementation support, configuration guidance, testing, and online training. The precise scope, deliverables, schedule, fees, assumptions, client inputs, and acceptance criteria should be stated in a written proposal or statement of work.
Unless expressly included in a signed scope, services do not include custom software development, legal advice, accounting or tax advice, cybersecurity certification, penetration testing, regulated compliance audits, managed IT administration, uninterrupted help-desk coverage, data brokerage, payment processing, or operation of the client’s business systems.
Korvexa Systems may decline a request that is outside its competence, creates an unreasonable security or legal risk, requires unauthorized access, depends on unavailable resources, or conflicts with professional obligations.
3. Engagement process and changes
Preliminary discussions are for scoping and do not guarantee a final recommendation, price, or delivery date. Work begins only after the required engagement document is accepted and any required advance payment or access condition is satisfied.
Services may be delivered through email, online meetings, shared documents, screen sharing, secure collaboration systems, or access to client-approved software. Dates are estimates unless a written document expressly identifies a fixed deadline. Delays caused by missing information, unavailable client personnel, vendor outages, changed requirements, or late approvals may change the schedule and fee.
A request that materially changes the agreed assumptions, number of systems, data volume, deliverables, user groups, integrations, training audience, testing work, or timing may require a written change order, revised estimate, or separate engagement. Korvexa Systems is not required to perform out-of-scope work without written agreement.
4. Client responsibilities
The client is responsible for timely cooperation and for the accuracy, completeness, legality, and suitability of information and instructions it provides. The client agrees to:
- designate an authorized point of contact with decision-making authority;
- provide reasonably complete requirements, current process information, vendor documentation, and requested access;
- obtain all permissions and notices required before providing personal, confidential, licensed, or third-party information;
- maintain backups and recovery procedures before configuration, migration, integration, testing, or other changes;
- use temporary, least-privilege credentials where access is necessary, monitor that access, and revoke credentials promptly;
- review deliverables, test configurations, and provide approvals or issue reports within the agreed review period;
- make final business, procurement, security, legal, compliance, employment, accounting, and operational decisions;
- pay valid invoices when due and maintain required third-party subscriptions and licenses.
The client must not request access to a system or data without authorization, submit malicious code, conceal a prohibited purpose, use deliverables to violate law or third-party rights, or represent a consulting recommendation as a warranty from a software vendor.
5. Fees, invoices, taxes, and expenses
Website prices describe standard service units and may not reflect a materially expanded scope. A binding fee is established in an accepted proposal, statement of work, invoice, or other written confirmation. Fixed-fee work covers only the stated assumptions and deliverables. Hourly work is billed for time reasonably spent, subject to any agreed cap. Training-session fees apply to the stated duration and audience.
Invoices are due on the date stated on the invoice. If no due date is stated, payment is due within 15 calendar days. The client is responsible for applicable sales, use, value-added, withholding, or similar taxes, excluding taxes based on Korvexa Systems’ net income. Pre-approved, reasonable third-party expenses may be billed separately.
Overdue balances may result in paused work, delayed delivery, suspension of access, or termination. Any late fee will apply only if stated in the engagement document and permitted by law. Payment, cancellation, rescheduling, and refund rules are described more fully in the Payment, Cancellation & Refund Policy and any project-specific document.
6. Third-party software and services
Software products, cloud platforms, APIs, connectors, app marketplaces, payment services, and vendor documentation are controlled by third parties. The client’s purchase and use of them is governed by the vendor’s current terms, privacy practices, security controls, pricing, licensing, availability, and support conditions.
Korvexa Systems does not control and is not responsible for a vendor’s outage, data loss, breach, product change, API limitation, discontinued feature, price increase, account suspension, licensing decision, or inaccurate documentation. A comparison or recommendation reflects information reasonably available during the engagement and does not guarantee future vendor performance.
The client must review and accept vendor terms, maintain subscriptions, configure users and permissions, and decide whether a product satisfies legal, privacy, security, data residency, records-management, and sector-specific requirements.
7. Intellectual property and permitted use
Each party retains ownership of materials, technology, trademarks, data, methods, templates, know-how, and intellectual property it owned or developed independently of the engagement. The client retains ownership of client data and client-specific source materials.
Unless a signed engagement document states otherwise, upon full payment the client receives a non-exclusive, perpetual, internal-business license to use final client-specific deliverables created for the engagement. The license does not transfer ownership of pre-existing methods, reusable templates, generalized know-how, concepts, checklists, code utilities, or third-party materials incorporated into a deliverable.
The client may not resell, publish, sublicense, or distribute a deliverable as a standalone commercial product without written permission. Korvexa Systems may use general knowledge, skills, experience, and non-confidential techniques retained in unaided memory, provided client confidential information is not disclosed.
Feedback may be used to improve services without restriction, provided it does not reveal confidential information. Client names, trademarks, screenshots, results, or testimonials will not be used publicly without authorization.
8. Confidentiality and data handling
Each party should protect non-public information received from the other with reasonable care and use it only for the engagement. Confidential information does not include information that is public without breach, already lawfully known without restriction, independently developed without use of the other party’s information, or lawfully received from a third party without a confidentiality duty.
Disclosure may be made to personnel, contractors, and service providers who need the information for the engagement and are subject to appropriate obligations. A party may disclose information when legally required, and where permitted should provide reasonable notice so the other party can seek protection.
Clients should minimize personal and sensitive data and use approved secure channels. Additional privacy practices are described in the Privacy Policy. A project requiring regulated, highly sensitive, or unusually large datasets may require a separate data-processing or security agreement before work begins.
9. No guarantees and general disclaimers
Services and website content are provided on an “as available” and professional-consulting basis. Korvexa Systems will use reasonable care consistent with the agreed scope, but does not warrant that a recommendation, configuration, workflow, integration, implementation, or training session will be error-free, uninterrupted, compatible with every system, legally compliant for every client, or produce a particular financial or operational result.
Recommendations depend on information supplied by the client and vendor information available at the time. Software features, prices, interfaces, APIs, and terms change. The client must independently evaluate and test all decisions in its own environment before production use.
To the maximum extent permitted by law, implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage are disclaimed. Rights that cannot lawfully be excluded remain unaffected.
10. Limitation of liability and indemnity
To the maximum extent permitted by law, Korvexa Systems will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, lost revenue, business interruption, loss of goodwill, loss or corruption of data, vendor charges, or replacement-system costs, even if the possibility was disclosed.
Except for liability that cannot legally be limited, total aggregate liability arising from a specific engagement will not exceed the fees actually paid to Korvexa Systems for the service giving rise to the claim during the six months before the event. For a claim based only on website use and unrelated to a paid engagement, aggregate liability will not exceed one hundred U.S. dollars.
The client agrees to defend and indemnify Korvexa Systems against third-party claims arising from client-provided materials, unauthorized access directed by the client, unlawful use of deliverables, violation of third-party rights, or the client’s breach of these terms, except to the extent caused by Korvexa Systems’ gross negligence or willful misconduct.
11. Suspension and termination
Either party may terminate an engagement as permitted by the applicable proposal or policy. Korvexa Systems may suspend or terminate work for nonpayment, material breach, abusive or unlawful conduct, security risk, lack of required cooperation, unauthorized access, or a request outside the agreed professional scope. Where practical, reasonable notice and an opportunity to cure will be provided.
Upon termination, the client must pay for completed work, work in progress, authorized commitments, and non-cancellable expenses through the termination date. Each party should return or delete the other party’s confidential information when required, subject to legal retention, backup, and recordkeeping needs. Provisions concerning payment, confidentiality, intellectual property, disclaimers, liability, disputes, and any terms intended by their nature to survive will continue.
12. Events outside reasonable control
Neither party is responsible for delay or failure caused by events outside its reasonable control, including severe weather, natural disaster, war, civil disturbance, labor disruption, epidemic, government action, utility failure, internet or cloud outage, vendor platform failure, cyberattack despite reasonable safeguards, or interruption of critical communications. The affected party should provide notice and take reasonable steps to reduce the effect.
13. Governing law and disputes
These terms and any dispute not governed by a separate signed agreement are governed by the laws of the Commonwealth of Kentucky, without regard to conflict-of-law principles. Before filing a formal claim, the parties agree to provide written notice describing the issue and to attempt in good faith to resolve it through direct discussion for at least 30 days.
Unless the parties agree to another procedure in writing, exclusive jurisdiction and venue will lie in the state or federal courts serving Campbell County, Kentucky. Nothing prevents either party from seeking temporary injunctive relief for misuse of confidential information, unauthorized access, or infringement of intellectual property.
14. General provisions
These terms, together with an applicable accepted proposal and referenced policies, form the agreement concerning their subject matter. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remaining provisions will continue. Failure to enforce a provision is not a waiver. The client may not assign an engagement without written consent, except as part of a bona fide sale of substantially all relevant business assets. Electronic approvals and signatures may be treated as originals where permitted by law.
Korvexa Systems may revise these website terms prospectively by posting an updated version and date. Changes do not retroactively alter a signed project agreement unless the parties agree in writing.
Contact
Questions about these terms may be directed to:
Email: consulting@korvexasystems.com
Address: 4135 Alexandria Pike, Cold Spring, KY 41076, USA
Phone: +1 478 209 9192