Terms & Conditions

1. Acceptance of Terms

By visiting, browsing, or using this Website in any manner, you agree to be bound by these Terms and Conditions, our Privacy Policy, and any additional terms referenced herein. These terms apply to all visitors, users, and any person or entity who accesses this Website.

By entering into a contract or scope of work agreement with Business Edge Analytics LLC, you further affirm your acceptance of these Terms and Conditions, which are incorporated by reference into any such agreement.

2. Company Description

Business Edge Analytics LLC is a limited liability company organized under the laws of the Commonwealth of Kentucky, with its principal place of business in Louisville, Kentucky. The Company provides AI consulting, automation, data analytics, business intelligence, custom AI solutions, and related technology services ("Services").

3. No Guarantee of Results or Outcomes

You understand and acknowledge the following:

• No promises of outcomes are made. While the Company will apply its professional expertise in good faith, the success of any AI implementation, automation, analytics project, or consulting engagement depends on numerous factors outside the Company's control, including but not limited to market conditions, client cooperation, data quality, industry trends, competitive landscape, regulatory changes, and third-party platform availability.
• Past performance is not indicative of future results. Any results, case studies, metrics, statistics, or testimonials referenced on this Website or in Company marketing materials reflect the experiences of specific clients under specific conditions and are not a guarantee that you will achieve similar or any results.
• Technology and AI are inherently unpredictable. AI models, machine learning algorithms, automation tools, and data analytics platforms may produce unexpected, inaccurate, or suboptimal outputs. The Company is not liable for decisions made based on such outputs.

4. Limitation of Liability

To the fullest extent permitted by applicable law, Business Edge Analytics LLC, its members, managers, officers, employees, contractors, agents, and affiliates shall not be liable for:

• Any direct, indirect, incidental, special, consequential, or punitive damages arising from or related to the use of our Services, including but not limited to loss of revenue, loss of profits, loss of business, loss of data, business interruption, or any other commercial damages or losses.
• Any negative impacts to your business, operations, reputation, customer relationships, revenue, or financial standing that may result from the implementation, use, or failure of any solution, system, automation, or recommendation provided by the Company.
• Any damages arising from reliance on information, data, analytics, reports, or recommendations provided by the Company.
• Any damages caused by third-party tools, platforms, APIs, software, or services integrated or recommended as part of any engagement.

In no event shall the total aggregate liability of Business Edge Analytics LLC exceed the total fees actually paid by the Client to the Company under the applicable scope of work agreement during the twelve (12) months preceding the claim.

5. Understanding of "No Upfront Cost" Pricing

5.1 What "No Upfront Cost" Includes

"No upfront cost" applies exclusively to:

• Initial consultations for prospective new clients evaluating whether to engage the Company's services.
• Initial implementations of new projects for new clients under a specific, mutually agreed-upon scope of work that is documented in a signed contract.

Under the no-upfront-cost model, total charges will be determined based on one of the following payment structures, as outlined in the signed scope of work agreement:

1. Flat Rate Fee: A predetermined fee that becomes payable after measurable results are delivered, as defined in the scope of work contract.
2. Revenue Share / Performance Percentage: A percentage of revenue generated from increased performance attributable to the Company's work, as defined in the scope of work contract.

Both Business Edge Analytics LLC and the Client will document on the scope of work contract the specific success metric(s) to be used to measure the desirable outcome that is tied to the determination of success and the triggering of payment.

5.2 What "No Upfront Cost" Does NOT Include

"No upfront cost" does not apply to, and costs will be associated with, the following:

• Ongoing maintenance and support of previously delivered solutions, systems, or automations.
• New scope of work that extends beyond the original agreed-upon project scope.
• Revision implementations requested by the Client that fall outside the original scope of work.
• Pre-built products and services that are offered as existing solutions with a subscription service or licensing model.
• Third-party costs including but not limited to software licenses, API usage fees, cloud hosting, domain registration, or any tools required for the project that are billed by external vendors.

Pricing and payment terms for any services not covered under the no-upfront-cost model will be discussed and agreed upon in writing before work begins.

6. Scope of Work Agreements

All engagements with Business Edge Analytics LLC will be governed by a separate, signed Scope of Work ("SOW") agreement. The SOW will define:

• The specific services to be performed.
• Project timelines and milestones.
• Success metrics and measurable outcomes.
• Payment structure (flat rate, performance percentage, or other).
• Responsibilities of both the Company and the Client.
• Terms for additional work, revisions, and ongoing maintenance.

In the event of a conflict between these Terms and Conditions and a signed SOW, the terms of the signed SOW shall take precedence with respect to the specific engagement covered by that SOW.

7. Client Responsibilities

You agree and acknowledge that:

• You will provide accurate, complete, and timely information, data, access, and resources as reasonably required for the Company to perform its services.
• You are solely responsible for all business decisions made based on or influenced by the Company's services, recommendations, analytics, or outputs.
• You will comply with all applicable laws, regulations, and industry standards in your use of the Company's deliverables.
• Failure to cooperate, provide necessary access, or fulfill your responsibilities as outlined in the SOW may impact results and does not entitle you to a refund, reduction in fees, or any claim against the Company.

8. Third-Party Tools, Software, and Integrations

You understand and acknowledge the following regarding third-party tools and software:

• No control over third-party providers. Third-party tools, software platforms, APIs, cloud services, and other external products are owned and operated by independent companies. Business Edge Analytics LLC has no control over and bears no responsibility for these providers' decisions, actions, or omissions.
• Tools may change, break, or be discontinued. Third-party providers may, at any time and without notice, modify their features, alter their functionality, change their terms of service, introduce bugs or errors, deprecate APIs, discontinue products entirely, or otherwise make changes that may impact or render inoperable the solutions built by the Company. The Company is not liable for any disruption, loss of functionality, or negative business impact caused by such third-party changes.
• Fees may increase. Third-party providers may increase their pricing, change their billing models, introduce new fees, eliminate free tiers, or otherwise alter the cost of their services at any time. The Company is not responsible for any cost increases imposed by third-party providers, and such increases do not constitute grounds for a claim against the Company.
• No warranty of continued compatibility. The Company does not warrant or guarantee that any solution, integration, automation, or system will continue to function as intended following changes made by third-party providers. Maintaining compatibility with evolving third-party platforms may require additional work that falls outside the original scope of work and is subject to additional fees.
• Client responsibility for third-party accounts. The Client is solely responsible for maintaining active accounts, subscriptions, and licenses with all third-party providers required for the continued operation of any delivered solution. Failure to maintain such accounts is not the responsibility of the Company.
• Third-party terms of service apply. Your use of any third-party tools or platforms is governed by the respective provider's terms of service, privacy policy, and acceptable use policy. The Company is not liable for your compliance or non-compliance with such third-party terms.

9. Post-Implementation Responsibility

Upon delivery and acceptance of the work defined in a Scope of Work agreement:

• Responsibility transfers to the Client. Once a solution, system, automation, or deliverable has been implemented and delivered, the Client assumes full responsibility for its operation, maintenance, monitoring, and continued functionality.
• No obligation for ongoing support. Unless a separate maintenance or support agreement is signed and in effect, the Company has no obligation to provide ongoing support, troubleshooting, updates, bug fixes, or modifications after implementation.
• Post-delivery issues. The Company is not liable for issues that arise after delivery due to changes in the Client's business environment, infrastructure, data, personnel, third-party tool changes, or any other factor outside the Company's control.
• Maintenance is available but separate. Ongoing maintenance, updates, and support services are available as a separate engagement with separate terms and pricing, as outlined in Section 5.2.

10. Disclaimer of Warranties

To the fullest extent permitted by applicable law, Business Edge Analytics LLC expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• Any warranties arising from course of dealing, usage, or trade practice.
• Any warranty that services will be uninterrupted, error-free, secure, or free of viruses or other harmful components.
• Any warranty that deliverables will achieve any specific result, outcome, revenue target, cost reduction, or performance metric.
• Any warranty regarding the accuracy, reliability, or completeness of any analytics, data, reports, or recommendations provided.

11. Assumption of Risk

By engaging Business Edge Analytics LLC for any services, you acknowledge and voluntarily assume the following risks:

• AI, automation, and technology solutions involve inherent risks, including the possibility of errors, unexpected behavior, data inaccuracies, system failures, and unintended consequences.
• Implementing new technology in your business may cause temporary disruptions, require employee training, or necessitate changes to existing workflows.
• Market conditions, competitive factors, regulatory changes, and other external variables may impact the effectiveness of any solution, regardless of its technical quality.
• You have conducted your own due diligence and have not relied solely on the Company's representations in making your decision to engage our services.

You agree that you are entering into any engagement with full knowledge of these risks and that the Company shall not be held liable for any adverse outcomes related to these inherent risks.

12. Force Majeure

Business Edge Analytics LLC shall not be liable for any failure or delay in performing its obligations under these Terms and Conditions or any Scope of Work agreement to the extent that such failure or delay is caused by circumstances beyond the Company's reasonable control, including but not limited to:

• Acts of God, natural disasters, epidemics, or pandemics.
• Government actions, regulations, embargoes, or sanctions.
• Cyberattacks, data breaches, internet outages, or infrastructure failures.
• Third-party service provider outages, API failures, or platform shutdowns.
• Supply chain disruptions, labor disputes, or utility failures.
• War, terrorism, civil unrest, or other acts of violence.

In the event of a force majeure occurrence, the Company's obligations shall be suspended for the duration of the event, and any deadlines shall be extended by a period equal to the duration of the delay.

13. Intellectual Property

Unless otherwise specified in a signed SOW:

• All intellectual property, proprietary tools, methodologies, frameworks, models, and pre-existing work product of Business Edge Analytics LLC remain the exclusive property of the Company.
• Provisional license. For engagements under the no-upfront-cost model, the Client is granted a provisional, non-exclusive, non-transferable license to use the deliverables upon implementation. This provisional license allows the Client to operate the delivered solution so that measurable results can be generated and evaluated against the agreed-upon success metrics in the Scope of Work.
• Permanent license. Upon full payment of all applicable fees (whether flat rate or performance-based), the provisional license converts to a permanent, non-exclusive, non-transferable license for the Client to continue using the deliverables created specifically for their engagement.
• Revocation. If the Client fails to remit payment as required under the terms of the Scope of Work agreement after measurable results have been delivered, the Company reserves the right to revoke the provisional license and reclaim, disable, or remove access to any deliverables, systems, automations, or solutions provided.
• The Company reserves the right to use general knowledge, techniques, and experience gained during an engagement for other clients and projects.

14. Confidentiality

Both parties agree to maintain the confidentiality of proprietary or sensitive information shared during an engagement. Confidential information does not include information that is publicly available, independently developed, or lawfully obtained from a third party without restriction.

15. Indemnification

You agree to indemnify, defend, and hold harmless Business Edge Analytics LLC, its members, managers, officers, employees, contractors, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of the Website or Services.
• Your violation of these Terms and Conditions.
• Your violation of any applicable law or regulation.
• Any claim that your data, content, or information infringes on the rights of a third party.
• Any claim arising from the failure, malfunction, or discontinuation of third-party tools, software, or platforms integrated as part of an engagement.
• Any claim arising from issues that occur after the delivery and acceptance of work product.

16. Termination

Either party may terminate an engagement in accordance with the terms outlined in the applicable SOW. The Company reserves the right to terminate or suspend access to Services immediately, without prior notice, for conduct that the Company determines, in its sole discretion, violates these Terms and Conditions or is harmful to other users, third parties, or the Company's business interests.

17. Dispute Resolution

Any disputes arising from or related to these Terms and Conditions or any engagement with Business Edge Analytics LLC shall be resolved as follows:

1. Negotiation: The parties will first attempt to resolve the dispute through good-faith negotiation for a period of thirty (30) days.
2. Mediation: If negotiation is unsuccessful, the parties agree to participate in non-binding mediation in Louisville, Kentucky.
3. Governing Law: These Terms and Conditions shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky, without regard to its conflict of law provisions.
4. Jurisdiction: Any legal action or proceeding arising from these terms shall be brought exclusively in the courts located in Jefferson County, Kentucky.

18. Website Disclaimer

The information provided on this Website is for general informational purposes only. While Business Edge Analytics LLC strives to keep the content accurate and up to date, the Company makes no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability, or availability of the Website or the information, products, services, or related graphics contained on the Website for any purpose.

19. Third-Party Links

This Website may contain links to third-party websites or services. Business Edge Analytics LLC has no control over and assumes no responsibility for the content, privacy policies, or practices of any third-party sites or services. You acknowledge and agree that the Company shall not be responsible or liable for any damage or loss caused by or in connection with the use of any such third-party content, goods, or services.

20. Modifications to Terms

Business Edge Analytics LLC reserves the right to modify, update, or replace these Terms and Conditions at any time without prior notice. It is your responsibility to review these terms periodically. Your continued use of the Website or Services after any changes constitute your acceptance of the updated terms.

21. Severability

If any provision of these Terms and Conditions is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

22. Entire Agreement

These Terms and Conditions, together with any signed Scope of Work agreements, constitute the entire agreement between you and Business Edge Analytics LLC regarding the subject matter herein, superseding any prior agreements, communications, or understandings, whether written or oral.

23. Contact Information

If you have any questions or concerns regarding these Terms and Conditions, please contact us:

Business Edge Analytics LLC
Louisville, Kentucky, United States
Email: support@businessedgeanalytics.com
Website: www.businessedgeanalytics.com