These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Atlas Intelligence Project, LLC ("Company," "we," "our," or "us") governing your access to and use of our website, services, and any related applications.
By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our services.
1. Services
Atlas Intelligence Project provides technology consulting and development services including, but not limited to:
- Custom application development (mobile and web)
- AI automation and intelligent workflow solutions
- AI strategy consulting and advisory services
- Technical consulting and advisory services
Specific services, deliverables, timelines, and fees will be outlined in a separate Statement of Work (SOW) or Service Agreement executed between the parties. In the event of a conflict between these Terms and a SOW or Service Agreement, the SOW or Service Agreement shall control with respect to the specific engagement.
2. Client Responsibilities
As a client, you agree to:
- Provide accurate and complete information necessary for the performance of services
- Respond to requests for information, feedback, or approvals in a timely manner
- Ensure you have the legal right to provide any materials, data, or content to us
- Make payments according to the agreed-upon schedule and terms
- Comply with all applicable laws and regulations in your use of our services
- Not use our services for any unlawful or prohibited purpose
- Validate and review all AI-generated outputs before relying on them for business or operational decisions
3. Intellectual Property
3.1 Client Materials
You retain all rights to any materials, data, content, or intellectual property you provide to us ("Client Materials"). You grant us a limited, non-exclusive license to use Client Materials solely for the purpose of providing the agreed-upon services.
3.2 Deliverables
Unless otherwise specified in a separate agreement, upon full payment for services, you will own all rights to the custom deliverables created specifically for you under the engagement. We retain the right to use general knowledge, skills, and experience gained during the engagement.
3.3 Pre-Existing Materials and Proprietary Technology
We retain all rights to our pre-existing tools, frameworks, libraries, methodologies, AI configurations, prompt engineering techniques, data processing pipelines, and analytical workflows ("Proprietary Technology"). Where such materials are incorporated into deliverables, we grant you a perpetual, non-exclusive license to use them as part of the delivered solution. This license does not include the right to reverse engineer, extract, replicate, or redistribute our Proprietary Technology independently from the delivered solution.
3.4 Company Intellectual Property
All content on our website, including text, graphics, logos, and software, is the property of Atlas Intelligence Project, LLC and is protected by intellectual property laws. You may not reproduce, distribute, or create derivative works without our express written consent.
3.5 Product Intellectual Property
Atlas Intelligence Project develops and operates proprietary software products, including but not limited to VetlyHealth. The methods, processes, algorithms, AI model configurations, orchestration architectures, and workflows used in these products constitute trade secrets of Atlas Intelligence Project, LLC. Access to or use of our consulting services does not grant any rights to our proprietary product technology.
4. Confidentiality
Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the engagement. This obligation survives the termination of these Terms and any service agreement for a period of three (3) years.
Confidential information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession prior to disclosure; (c) is independently developed without use of confidential information; or (d) is rightfully obtained from a third party without restriction.
5. Data Processing
5.1 Client Data Handling
During consulting engagements, we may receive access to client systems, data, or application environments. All client data accessed during an engagement is treated as confidential and is handled in accordance with the applicable Service Agreement. We will not use client data for any purpose other than delivering the contracted services.
5.2 Data Processing Addendum
A Data Processing Addendum (DPA) is available upon request for engagements involving the processing of personal data or regulated information. DPAs address data processing scope, security obligations, subprocessor disclosures, breach notification procedures, and data subject rights.
5.3 Data Return and Destruction
Upon completion or termination of an engagement, client data in our possession will be returned to the client or securely destroyed within 90 days, unless otherwise specified in the Service Agreement or required by law. A certificate of data destruction is available upon request.
6. Payment Terms
Payment terms, including fees, payment schedule, and accepted methods, will be specified in the applicable Statement of Work or Service Agreement. Unless otherwise agreed:
- Invoices are due within thirty (30) days of issuance
- Late payments may incur interest at the rate of 1.5% per month
- We reserve the right to suspend services for accounts more than thirty (30) days past due
- All fees are non-refundable unless otherwise specified in the applicable Service Agreement
7. Warranties and Disclaimers
7.1 Professional Services Warranty
We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. If services do not conform to this warranty, we will, at our option, re-perform the non-conforming services at no additional cost, provided you notify us within thirty (30) days of delivery.
7.2 General Disclaimer
Except as expressly set forth herein, our services and website are provided "as is" without warranty of any kind. We disclaim all other warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that our services will be uninterrupted, error-free, or completely secure. We are not responsible for any delays, failures, or damages resulting from circumstances beyond our reasonable control.
7.3 AI and Automation Disclaimer
Where our services include AI-powered automation, intelligent workflows, or machine learning solutions, you acknowledge that AI systems generate outputs based on statistical patterns and probabilities and may produce results that are inaccurate, incomplete, or contextually inappropriate. AI-generated outputs should be validated by qualified personnel before being relied upon for business, operational, or compliance decisions. We are not liable for decisions made or actions taken based on AI-generated outputs without appropriate human review. The specific AI models, configurations, orchestration methods, and processing workflows used to deliver AI-powered solutions are proprietary to Atlas Intelligence Project and are not disclosed as part of the engagement unless explicitly agreed in writing.
8. Limitation of Liability
To the maximum extent permitted by law, Atlas Intelligence Project, LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, or goodwill, arising out of or related to these Terms or our services.
Our total liability for any claims arising under these Terms shall not exceed the total amount paid by you to us for the specific services giving rise to the claim during the twelve (12) months preceding the claim.
9. Indemnification
You agree to indemnify, defend, and hold harmless Atlas Intelligence Project, LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of our services; (b) your violation of these Terms; (c) your violation of any third-party rights; (d) any content or materials you provide to us; or (e) decisions made or actions taken based on AI-generated outputs delivered as part of our services without appropriate validation.
10. Termination
Either party may terminate the service relationship upon written notice as specified in the applicable Service Agreement. Upon termination:
- You shall pay for all services performed up to the termination date
- We shall deliver all completed work product for which payment has been received
- Client data will be returned or destroyed per Section 5.3
- Provisions regarding confidentiality, intellectual property, limitation of liability, and indemnification shall survive termination
We reserve the right to terminate or suspend access to our website or services immediately, without prior notice, for conduct that we believe violates these Terms or is harmful to other users or our business interests.
11. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict of law principles. Any dispute arising out of or relating to these Terms shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue resolution through binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, or in the state or federal courts located in Maryland. You agree that any arbitration or litigation will be conducted on an individual basis and not as a class action.
12. Modifications
We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website with a new "Last Updated" date. For clients under active engagements, material changes will be communicated directly. Your continued use of our services after such changes constitutes acceptance of the modified Terms.
13. General Provisions
- Entire Agreement: These Terms, together with any applicable Service Agreements, SOWs, DPAs, and NDAs, constitute the entire agreement between the parties regarding the subject matter herein.
- Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
- Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
- Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.
- Force Majeure: Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including but not limited to natural disasters, acts of government, cyberattacks, or infrastructure failures.
- Notices: All notices required under these Terms shall be sent to the contact information provided in the applicable Service Agreement, or to the addresses listed in Section 14 below.
14. Contact Information
If you have any questions about these Terms of Service, please contact us at:
Atlas Intelligence Project, LLC
General Inquiries: inquiries@atlasintelligence.ai
Privacy Inquiries: privacy@atlasintelligence.ai