Terms of Service

1. Agreement to these terms

These Terms of Service govern your access to and use of logicloop.agency (the "Site") and, where they apply, services provided by LogicLoop LLC ("LogicLoop," "we," "us"). By using the Site you agree to these terms. If you don't agree, please don't use the Site.

If you're accepting on behalf of a company, you represent that you have authority to bind it, and "you" means that company.

2. How these terms fit with other agreements

These terms cover the Site and general dealings. Paid work is governed by a separate written proposal, statement of work, or master services agreement ("Services Agreement"). If a signed Services Agreement conflicts with these terms, the Services Agreement controls for that engagement. Our Privacy Policy, Acceptable Use Policy, AI Usage Policy, and Refund Policy are incorporated into these terms.

3. The Site itself

The Site is provided for general information about our services. Nothing on the Site is an offer, a quote, a guarantee, or professional advice — see our Disclaimer. Descriptions of services, timelines, and outcomes are illustrative. We may change or remove any part of the Site at any time.

We grant you a limited, revocable, non-exclusive licence to view the Site for your own business purposes. The Site's text, design, code, and marks are owned by LogicLoop LLC or its licensors and are protected by intellectual property law. Don't copy, republish, or create derivative works from it without our written permission.

4. Acceptable use

You agree not to misuse the Site or our services. Prohibited conduct is set out in our Acceptable Use Policy, which forms part of these terms.

5. Client engagements

Scope and changes

Work is quoted against a defined scope. Anything outside that scope — new systems, new requirements, changes of direction — is a change request, priced and agreed before we do it. We'll never do unscoped work and invoice you for it as a surprise.

Fees and payment

Fees, deposits, and the payment schedule are set out in the applicable proposal or Services Agreement. Invoices are due as stated on the invoice. Late amounts may accrue interest at the lower of 1.5% per month or the maximum permitted by Texas law, and we may pause work on overdue accounts. Fees are exclusive of taxes, which you're responsible for where applicable.

Your responsibilities

To deliver, we need timely access to your systems, accurate information, and reasonably prompt decisions and feedback. Delays caused by access or approvals move timelines accordingly. You're responsible for having the rights and authority to grant us access to the systems and data involved, and for your own compliance obligations regarding that data.

Timelines

Timelines are good-faith estimates based on the agreed scope, not fixed deadlines, unless a Services Agreement expressly says otherwise.

6. Ownership of what we build

On full payment, you own the workflows, automations, configurations, scripts, and documentation we create specifically for you, and they live in your own accounts.

We retain ownership of everything we bring to the engagement: our general know-how, methodologies, templates, internal libraries, and reusable components developed before or independently of your project. Where those are embedded in your deliverables, we grant you a perpetual, worldwide, non-exclusive, royalty-free licence to use, modify, and maintain them as part of those deliverables. Nothing stops us from doing similar work for other clients or from reusing skills and generic techniques.

7. Third-party platforms

Our work typically connects platforms you already use and pay for. Those platforms are controlled by their vendors, not by us. You are responsible for your subscriptions, their fees, and compliance with their terms. We are not responsible for a vendor's outages, pricing changes, API changes, feature removals, or account decisions, or for work that stops functioning because a vendor changed something. We'll tell you what a build depends on so you can weigh that risk.

8. Confidentiality

Each of us may receive confidential information from the other. Both of us agree to use it only for the engagement, to protect it with at least reasonable care, and not to disclose it to third parties except to people who need it and are bound by similar obligations. This doesn't cover information that is public through no fault of the receiver, was already known, is independently developed, or must be disclosed by law.

9. Warranties and disclaimers

We warrant that we'll perform services in a professional and workmanlike manner. Defects in our work reported during the acceptance period described in the Refund Policy will be corrected at no charge.

Except for that express warranty, the Site and services are provided "as is" and "as available," without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Site or any automation will be uninterrupted, error-free, or that it will produce any particular business result.

10. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility.

Our total aggregate liability arising out of or relating to these terms or an engagement will not exceed the total fees you paid us in the twelve (12) months before the event giving rise to the claim — or, if you have not paid us anything, one hundred US dollars ($100).

These limits don't apply to a party's liability for fraud, willful misconduct, or anything that can't be limited under applicable law. Some jurisdictions don't allow certain exclusions, so parts of this section may not apply to you.

11. Indemnification

You agree to indemnify and hold harmless LogicLoop LLC and its owner from third-party claims arising out of your breach of these terms, your misuse of the Site or services, your violation of the Acceptable Use Policy, or your data and your instructions to us — except to the extent caused by our own negligence or misconduct.

12. Termination

You may stop using the Site at any time. We may suspend or terminate access if you breach these terms. Termination of an engagement is handled under the applicable Services Agreement and the Refund Policy. Sections that by their nature should survive — ownership, confidentiality, disclaimers, liability limits, indemnity, and governing law — survive termination.

13. Governing law and disputes

These terms are governed by the laws of the State of Texas, without regard to its conflict of laws rules. The exclusive venue for any dispute is the state or federal courts located in Tarrant County, Texas, and both parties consent to personal jurisdiction there.

Before filing anything, please email us and give us thirty (30) days to try to resolve it directly. Most problems are faster to fix that way.

14. General

These terms are the entire agreement between us regarding the Site, and supersede prior discussions on that subject. If a provision is held unenforceable, the rest stays in effect. Our failure to enforce a provision isn't a waiver. You may not assign these terms without our consent; we may assign them in connection with a merger or sale of the business. Nothing here creates a partnership, joint venture, or employment relationship.

15. Changes to these terms

We may update these terms from time to time. The "Last updated" date above shows when. Your continued use of the Site after changes means you accept them.

Contact

Questions about this policy:

LogicLoop LLC
1805 Robin Ave
Fort Worth, TX 76164
contact@logicloop.agency