Terms & Conditions

Effective Date: 07-17-2025

These Terms and Conditions ("Agreement") govern your relationship with Spiralloops Technologies ("Company", "we", "us", or "our"), a Michigan-based IT consulting firm providing a range of digital technology services. By engaging our services, you ("Client", "you") agree to these terms.

1. Services Provided

Spiralloops Technologies offers UX/UI Design, Web Development, Custom Software Development, AI Agent Development & Integration, and Product & Project Management Consulting. All services will be delivered as mutually agreed upon in the Service Agreement or Statement of Work (SOW).

2. Engagement & Scope

• The scope, deliverables, milestones, timelines, and pricing will be outlined in a written proposal or SOW.
• Any changes to the scope must be agreed to in writing and may be subject to additional charges.

3. Fees and Payment Terms

• Fees are payable as outlined in the SOW.
• Invoices are due within 30 days of receipt unless otherwise agreed.
• Late payments may incur a 1.5% monthly late fee or the maximum allowed by law.

4. Intellectual Property

• All intellectual property created specifically for the Client under a paid agreement will be the sole property of the Client upon full payment.
• Pre-existing tools, frameworks, and proprietary methods used by the Company remain our property.

5. Confidentiality

• Both parties agree to keep all confidential and proprietary information private and not disclose it to any third party without written consent.
• Confidentiality survives the termination of this Agreement.

6. Client Responsibilities

• Provide timely access to required information, resources, and decision-makers.
• Ensure prompt feedback and approvals to avoid project delays.

7. Termination

• Either party may terminate the Agreement with 30 days written notice.
• Upon termination, the Client will pay for all work completed up to the termination date.
• We may suspend or terminate services for non-payment or breach of contract.

8. Warranty and Liability

• We provide services using reasonable skill and care but make no guarantees regarding outcomes or performance unless explicitly stated.
• The Company shall not be liable for indirect, incidental, or consequential damages.
• Our liability is limited to the total amount paid by the Client in the previous 3 months.

9. Data Protection & Privacy

• We comply with applicable data protection laws.
• We will implement reasonable measures to protect client data but cannot guarantee 100% security.

10. Third-Party Services

• If services require third-party tools, APIs, or platforms, their use will be governed by those providers' terms.
• We are not responsible for the performance or availability of third-party services.

11. Non-Solicitation

• During the term and for 12 months thereafter, the Client agrees not to directly hire or solicit any of our employees or contractors without written consent.

12. Force Majeure

• We are not liable for failure or delay caused by circumstances beyond our control including natural disasters, internet outages, war, or government actions.

13. Governing Law and Jurisdiction

• This Agreement is governed by the laws of the State of Michigan, USA.
• Any disputes will be resolved in the state or federal courts located in Michigan.

14. Remote Work & International Clients

• Spiralloops Technologies may provide services remotely, including to clients outside the United States.
• International clients are responsible for complying with their local laws and tax regulations.

15. Entire Agreement

• These Terms, along with any SOWs or service agreements, constitute the full agreement and supersede all prior discussions or understandings.

Contact Information

Spiralloops Technologies
Email: contact@spiralloopstechnologies.com
Phone: +1 (734) 329-4804