These terms and conditions govern your use of the AI-driven multi-channel commerce data platform services and related solutions provided by VoltageITLabs
("the Company") through its website and custom-built systems. By accessing or using our services, you agree to be bound by these terms
and conditions. If you do not agree to these terms, please refrain from using our services.
Services
The Company offers custom-built AI-driven multi-channel commerce data platform services, including but not limited to: unified data hub development, multi-channel e-commerce integration (Shopify, Amazon, TikTok Shop, etc.), AI inventory and demand forecasting systems, unified profit and attribution analytics, data pipeline architecture, machine learning model development, warehouse and 3PL system integration, marketing channel data unification, ongoing platform optimization, and related services as agreed upon in writing between the Company and the client.
The Company reserves the right to refuse service to any individual or organization at its sole discretion.
The Company will make reasonable efforts to meet project deadlines and deliver services as agreed upon. However, we cannot guarantee uninterrupted availability or flawless performance due to factors beyond our control, such as technical issues, third-party platform API changes, service outages, data integration complexities, or force majeure events.
Project timelines are estimates based on the scope defined during discovery. Changes to scope, delays in client-provided data or access to platforms, or unforeseen technical challenges may impact delivery timelines.
Client Responsibilities
The client agrees to provide timely access to all necessary platforms, APIs, data sources, and credentials required for integration and development.
The client is responsible for ensuring they have proper authorization and permissions to share data from all connected platforms with the Company.
The client agrees to participate in scheduled discovery calls, validation sessions, and training as outlined in the project plan.
The client is responsible for maintaining valid subscriptions and access to all third-party platforms integrated into their custom system.
Third-Party Platform Dependencies
Our services integrate with third-party platforms including but not limited to Shopify, Amazon, TikTok Shop, Google Analytics, Meta Ads, warehouse management systems, and payment processors. The Company is not responsible for changes, outages, API modifications, or policy updates made by these third-party platforms that may affect the functionality of the custom system.
The client acknowledges that third-party platform changes may require additional development work, which may be subject to additional fees as agreed upon between the parties.
The client is responsible for complying with all terms of service, data policies, and usage agreements of integrated third-party platforms.
Intellectual Property
All intellectual property rights, including copyrights, trademarks, and proprietary code, associated with the custom data platform and systems developed by the Company shall remain the property of the Company until full payment is received for the services provided.
Upon full payment, the client shall receive a license to use the custom-built platform and related code for their business operations. However, the Company retains ownership of proprietary frameworks, reusable components, machine learning models, and any pre-existing intellectual property incorporated into the solution.
The client retains ownership of their business data, customer information, and proprietary content. The Company may use anonymized, aggregated data for improving machine learning models and services, provided such use does not reveal client-specific or confidential information.
The client guarantees that any data, content, or materials provided to the Company do not infringe the intellectual property rights of any third party. The client indemnifies the Company against any claims, costs, or liabilities arising from intellectual property infringement related to client-provided data or content.
The Company may showcase completed projects in its portfolio, marketing materials, and case studies, unless otherwise agreed in writing with the client.
Confidentiality
The Company acknowledges that it will have access to confidential and proprietary information, including but not limited to business data, sales information, customer data, inventory details, financial metrics, and strategic information during the course of providing services. The Company agrees to maintain the confidentiality of such information and not disclose it to third parties without the client's consent, except as required by law or as necessary to provide the agreed-upon services.
Both parties agree to implement reasonable security measures to protect confidential information from unauthorized access or disclosure.
Data Accuracy and Forecasting
While the Company strives to provide accurate data integration and analysis, the accuracy of reports, forecasts, and analytics depends on the quality and completeness of data provided by the client and third-party platforms.
AI-powered demand forecasting and inventory predictions are estimates based on historical data and machine learning algorithms. The Company does not guarantee the accuracy of forecasts, as they are subject to market conditions, unforeseen events, and data quality variations.
The client acknowledges that all business decisions based on platform analytics, forecasts, and reports are made at their own discretion and risk.
Payment and Fees
The client agrees to pay the Company the agreed-upon fees for the services provided. Payment terms, including project fees, milestone payments, ongoing support fees, and payment schedules, will be specified in a separate service agreement or statement of work.
Project fees are typically structured with milestone payments corresponding to project phases (discovery, architecture, build, deployment, training).
Ongoing support and optimization services are subject to separate monthly or annual fees as outlined in the service agreement.
In the event of project cancellation or termination by the client, the client shall be responsible for paying the Company for any work completed up to the cancellation date, as well as any outstanding costs or expenses incurred. Refunds for advance payments will be prorated based on work completed.
Late payments may be subject to interest charges or suspension of services as outlined in the service agreement.
Warranties and Disclaimers
The Company warrants that services will be performed with reasonable care and skill in accordance with industry standards.
Except as expressly provided, the Company makes no warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement regarding the services, platforms, or forecasting accuracy.
The Company does not warrant that the custom platform will be error-free, uninterrupted, or free from security vulnerabilities, though the Company will make reasonable efforts to address any issues promptly.
Limitation of Liability
The Company shall not be liable for any direct, indirect, incidental, consequential, or special damages arising out of or in connection with the use of its services, including but not limited to:
Lost profits or revenue
Business interruption or operational disruptions
Data loss or corruption
Inaccurate forecasts or analytics leading to business decisions
Inventory management decisions based on platform recommendations
Third-party platform outages or API changes
Security breaches in third-party integrated systems
The Company's total liability for any claims, damages, or losses arising from or related to the services shall be limited to the total amount paid by the client to the Company for services rendered in the twelve (12) months preceding the claim.
Indemnification
The client agrees to indemnify, defend, and hold harmless the Company, its officers, directors, employees, and contractors from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) the client's use of the platform and services; (b) the client's violation of these terms; (c) the client's violation of any third-party rights, including intellectual property rights; (d) any content or data provided by the client; or (e) business decisions made based on platform analytics or forecasts.
Term and Termination
The initial project term shall be as specified in the service agreement, typically 8-12 weeks for initial build and deployment.
Ongoing support and optimization services may be terminated by either party with thirty (30) days written notice.
Either party may terminate the agreement immediately for cause, including material breach of terms, non-payment, or violation of confidentiality obligations.
Upon termination, the client remains responsible for all outstanding payments for work completed and services rendered through the termination date.
The Company will provide reasonable assistance with data export and system transition upon termination, subject to agreed-upon terms and any applicable fees.
Governing Law and Dispute Resolution
These terms and conditions shall be governed by and construed in accordance with the laws of the jurisdiction where the Company is registered, without regard to conflict of law principles.
Any disputes arising from or related to these terms shall be resolved through good faith negotiations between the parties. If negotiations fail, disputes shall be resolved through binding arbitration or in the courts of competent jurisdiction as specified in the service agreement.
Amendments
The Company reserves the right to update or modify these terms and conditions at any time. Material changes will be communicated to active clients via email or through the platform. Any changes will be effective thirty (30) days after posting on the website or notification to the client. Your continued use of our services after such modifications constitutes your acceptance of the revised terms.
Severability
If any provision of these terms and conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.
Entire Agreement
These terms and conditions, together with any service agreement, statement of work, or proposal accepted by the client, constitute the entire agreement between the parties concerning the subject matter hereof and supersede all prior or contemporaneous agreements, understandings, and communications, whether written or oral.
Contact Us
If you have any questions, concerns, or requests regarding these Terms and Conditions, please contact us at [email protected].
By using our AI-driven multi-channel commerce data platform services, you acknowledge that you have read, understood, and agreed to these terms and conditions. If you have any questions or concerns, please contact us at [email protected].
+254112009936
[email protected] or [email protected]