BurnsideProject

Terms of Service

Effective Date: August 18, 2025
Entity: Burnside Project LLC ("Burnside Project," "we," "us," or "our")

1. Acceptance of Terms

By accessing or using Burnside Project LLC’s managed data services, consulting, or related offerings (the Services), you agree to be bound by these Terms of Service (the Terms). If you do not agree, you may not use the Services.

These Terms form a legally binding agreement between you (the Client, "you") and Burnside Project LLC.

2. Scope of Services

Burnside Project LLC provides:

  • Managed Data Services: deployment, monitoring, and optimization of cloud-native and on‑premises data infrastructure (e.g., AWS, GCP, Azure)
  • Consulting Services: architecture design, data engineering, analytics enablement, and AI/ML integration
  • Support Services: training, troubleshooting, and ongoing operational support

Services are provided according to individual Statements of Work (SOWs) or proposals agreed upon with the Client.

3. Engagement & Deliverables

  • Engagement begins when both parties sign an SOW, order form, or contract.
  • Deliverables, milestones, and timelines are defined in the applicable SOW.
  • Unless otherwise specified, Services are delivered on a best‑effort and professional‑standards basis, not guaranteed outcomes.

4. Client Responsibilities

The Client agrees to:

  • Provide timely access to relevant systems, environments, and personnel
  • Ensure that provided information is accurate and complete
  • Maintain necessary software licenses and third‑party subscriptions
  • Use Services in compliance with applicable laws and regulations

Burnside Project LLC is not responsible for delays or failures resulting from incomplete Client cooperation.

5. Fees & Payment

  • Fees are specified in the applicable SOW or proposal.
  • Invoices are payable within thirty (30) days of receipt unless otherwise agreed.
  • Late payments may incur interest at 1.5% per month (or the maximum allowed by law).
  • Client is responsible for taxes (excluding Burnside Project LLC’s income tax).

6. Confidentiality

  • Both parties agree to protect each other’s confidential information using reasonable safeguards.
  • Confidential information does not include information that is public, independently developed, or lawfully obtained from third parties.
  • Confidentiality obligations survive termination of the engagement.

7. Intellectual Property

  • Pre‑existing intellectual property (IP) remains the property of the original party.
  • Deliverables developed under an SOW are assigned to the Client upon full payment, unless otherwise agreed.
  • Burnside Project LLC may reuse general knowledge, skills, and non‑confidential templates developed during an engagement.

8. Data Handling & Privacy

  • Burnside Project LLC will access and process Client data only as necessary to perform the Services.
  • Client retains ownership of all Client data.
  • Data will be handled according to our Privacy Policy.
  • Additional data protection terms may apply in a Data Processing Addendum (DPA).

9. Warranties & Disclaimers

  • Burnside Project LLC will perform Services with reasonable skill and care.
  • Except as expressly stated, the Services are provided “as is” without warranties of any kind.
  • We do not warrant that Services will be error‑free, uninterrupted, or achieve specific results.

10. Limitation of Liability

To the maximum extent permitted by law:

  • Burnside Project LLC’s total liability for any claim under these Terms is limited to the fees paid by the Client for the Services giving rise to the claim in the twelve (12) months preceding the incident.
  • Neither party will be liable for indirect, consequential, or special damages (including lost profits or data).

11. Term & Termination

  • These Terms apply for the duration of any active engagement.
  • Either party may terminate an engagement with thirty (30) days’ written notice if the other party materially breaches and fails to cure within that period.
  • Upon termination, Client must pay for Services performed and expenses incurred through the effective termination date.

12. Governing Law & Dispute Resolution

  • These Terms are governed by the laws of the State of [Insert Governing State], without regard to conflict‑of‑laws rules.
  • Disputes will be resolved first through good‑faith negotiation, then mediation if necessary, and finally in the courts of [Insert Jurisdiction].

13. Independent Contractor

Burnside Project LLC acts as an independent contractor. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

14. Changes to Terms

We may update these Terms periodically. Material changes will be notified to Clients. Continued use of Services after changes constitutes acceptance.

15. Contact

Burnside Project LLC
Email: legal@burnsideproject.ai

Important Note (not legal advice)

This document is a business‑friendly template based on common managed services and consulting arrangements. Please have legal counsel review and customize it for your jurisdiction and specific engagements.