Terms of Service

Effective Date: September 20, 2025
Last Updated: 10/29/2025

1. Acceptance and Modification of Terms

1.1 Acceptance

By accessing our website, engaging our services, or executing a service agreement with Jorvek, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not use our services.

1.2 Modifications

We reserve the right to modify these Terms at any time. Material changes will be communicated via email or website notification. Continued use of our services after such modifications constitutes acceptance of the revised Terms.

2. Service Description and Scope

2.1 Services Offered

Jorvek provides professional AI automation and workflow engineering services, including but not limited to:

• Consultation Services: Business process analysis, automation opportunity assessment
• Custom Development: AI-powered workflow design, automation implementation
• Integration Services: Third-party system integration, API development
• Training & Support: User training, documentation, ongoing technical support
• Managed Services: Ongoing monitoring, maintenance, and optimization

2.2 Service Delivery

Services are delivered according to mutually agreed project scopes, timelines, and specifications as outlined in individual service agreements or statements of work ("SOW"). All deliverables, milestones, and acceptance criteria will be clearly defined in writing.

2.3 Service Modifications

Changes to agreed service scope require written approval from both parties and may result in adjusted timelines and costs. We reserve the right to discontinue or modify services with reasonable notice.

2.1.6 Consultation and Meeting Services

Scheduling and Meetings:

• Meetings scheduled via Google Calendar with Google Meet links
• Video conferencing via Google Meet (default) or client-requested platform
• Alternative platforms (Zoom, Teams, etc.) available upon client request
• Calendar invitations via Google Calendar or client's preferred system
• Rescheduling/cancellation subject to reasonable notice requirements

Meeting Recording and Transcription:

• Meetings may be recorded with explicit participant consent
• AI transcription services may be used for documentation
• Recordings used for quality assurance, training, internal records
• Participants notified before recording begins
• Any participant may object to recording at any time

3. Client Responsibilities and Obligations

3.1 Information and Access

Clients must provide:

• Accurate, complete, and timely information regarding business requirements
• Necessary access credentials, permissions, and system access
• Designated point of contact for project communication
• Timely feedback and approvals as outlined in project timelines

3.2 Compliance and Legal Obligations

Clients are responsible for:

• Compliance with all applicable laws, regulations, and industry standards
• Obtaining necessary permissions for data processing and system modifications
• Ensuring automated workflows comply with their internal policies
• Maintaining appropriate data backup and security measures
• Testing and validating automated solutions before production deployment

3.3 Prohibited Uses

Clients may not use our services for:

• Illegal, fraudulent, or harmful activities
• Violating third-party intellectual property rights
• Creating spam, malware, or other malicious content
• Circumventing security measures or accessing unauthorized systems
• Activities that could damage our reputation or business relationships

3.4 Meeting Recording Consent

By Scheduling Meetings with Jorvek:

Consent Acknowledgment:

• You acknowledge that meetings may be recorded/transcribed with consent
• You agree to provide explicit consent before each recorded meeting
• You understand recordings may be processed by third-party AI services

Your Rights:

• Decline recording without affecting service delivery
• Request recording stop at any time during meeting
• Receive copy of your recordings/transcripts upon request
• Request deletion of recordings/transcripts (subject to legal retention)

Legal Compliance:

• Client ensures all meeting participants provide required consent
• Client responsible for compliance with local recording laws
• Jorvek reserves right to discontinue recording if consent withdrawn

4. Payment Terms and Conditions

4.1 Pricing and Invoicing

Service fees are outlined in individual proposals or service agreements. Invoices are issued according to agreed payment schedules. All fees are exclusive of applicable taxes, which are the client's responsibility.

4.2 Payment Terms

• Payment Due: Net 30 days from invoice date unless otherwise specified
• Late Payments: 1.5% monthly service charge on overdue amounts
• Disputed Invoices: Must be reported within 10 days of receipt
• Collection Costs: Client responsible for reasonable collection costs

4.3 Refund Policy

Refunds are considered on a case-by-case basis. Work completed in good faith according to agreed specifications is generally non-refundable. Specific refund terms may be outlined in individual service agreements.

5. Intellectual Property Rights

5.1 Client Intellectual Property

Clients retain ownership of their pre-existing intellectual property, data, and business processes. Clients grant us necessary licenses to perform services, including the right to access, use, and modify client systems as required for service delivery.

5.2 Jorvek Intellectual Property

We retain ownership of our proprietary methodologies, frameworks, tools, and pre-existing intellectual property. Custom solutions developed for clients become client property upon full payment, unless otherwise specified.

5.3 Third-Party Intellectual Property

Use of third-party software, APIs, or services requires compliance with respective license terms. Clients are responsible for obtaining necessary licenses for third-party tools integrated into their solutions.

6. Confidentiality and Data Protection

6.1 Confidential Information

Both parties agree to maintain confidentiality of proprietary information, business processes, data, and other sensitive information disclosed during the engagement. This obligation survives termination of services for a period of five (5) years.

6.2 Data Security

We implement reasonable security measures to protect client data during service delivery. However, clients remain responsible for their overall data security posture and compliance with applicable data protection regulations.

7. Warranties and Disclaimers

7.1 Service Warranties

We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards. Custom solutions will substantially conform to agreed specifications for ninety (90) days following delivery.

7.2 Disclaimers

EXCEPT AS EXPRESSLY STATED HEREIN, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that automated solutions will be error-free, uninterrupted, or meet all client requirements. Third-party integrations are subject to their respective service terms and availability.

Meeting Services Disclaimers:

Third-Party Services: Google Meet, Google Calendar, AI transcription services, and any client-requested meeting platforms (Zoom, Teams, etc.) are third-party services subject to their respective terms and availability. WE ARE NOT LIABLE FOR THIRD-PARTY SERVICE INTERRUPTIONS, DATA BREACHES, OR FAILURES.

AI Transcription Accuracy: AI-generated transcripts may contain errors, omissions, or inaccuracies. Transcripts are provided for convenience only and should not be considered legally binding records without verification.

Recording Laws: You are responsible for ensuring compliance with applicable recording consent laws in your jurisdiction and those of all meeting participants.

Client Platform Responsibility: When clients request use of alternative meeting platforms, they are responsible for ensuring those platforms meet their security, privacy, and compliance requirements.

8. Limitation of Liability and Indemnification

8.1 Liability Limitations

TO THE MAXIMUM EXTENT PERMITTED BY LAW, JORVEK'S TOTAL LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT FOR SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Meeting and Recording Services: Our liability for issues related to meeting scheduling, Google Meet access, calendar synchronization, or AI transcription services is limited to the fees paid specifically for those services in the preceding twelve (12) months.

Third-Party Service Failures: WE SHALL NOT BE LIABLE FOR DAMAGES ARISING FROM GOOGLE WORKSPACE OUTAGES, AI SERVICE ERRORS, CLIENT-REQUESTED PLATFORM FAILURES, OR OTHER THIRD-PARTY SERVICE INTERRUPTIONS.

8.2 Consequential Damages

IN NO EVENT SHALL JORVEK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR BUSINESS INTERRUPTION, REGARDLESS OF THE THEORY OF LIABILITY.

8.3 Client Indemnification

Client agrees to indemnify and hold harmless Jorvek from claims arising from: (a) client's use of services in violation of these Terms, (b) client's violation of applicable laws or regulations, (c) unauthorized modifications to delivered solutions, or (d) third-party claims related to client's business operations or data.

9. Termination and Suspension

9.1 Termination Rights

Either party may terminate services with thirty (30) days written notice. We may terminate immediately for: (a) material breach of these Terms, (b) non-payment of fees, (c) illegal or harmful use of services, or (d) client insolvency or bankruptcy.

9.2 Effect of Termination

Upon termination: (a) client remains liable for all accrued fees, (b) we will provide reasonable transition assistance, (c) confidentiality obligations survive, and (d) each party will return or destroy confidential information as requested.

10. Dispute Resolution and Governing Law

10.1 Dispute Resolution Process

Disputes will be resolved through the following escalating process:

• Direct Negotiation: Good faith discussions between designated representatives
• Mediation: Binding mediation through a mutually agreed mediator
• Arbitration: Final binding arbitration under rules of the American Arbitration Association

10.2 Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Ohio without regard to conflict of law principles. Any legal proceedings shall be conducted in the appropriate courts of Ohio.

11. Force Majeure

Neither party shall be liable for delays or failures in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, terrorism, government actions, internet outages, or third-party service failures.

12. General Provisions

12.1 Entire Agreement

These Terms, together with individual service agreements and our Privacy Policy, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements relating to the subject matter.

12.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

12.3 Assignment

These Terms may not be assigned by client without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all assets.

13. Contact Information

For questions regarding these Terms of Service or to report violations, please contact us: