Terms of Service

These Terms of Service ("Terms") govern your access to the FindToni Consulting website and any consulting, advisory, design, development, implementation, training, support, or related services we provide (collectively, the "Services"). "FindToni", "we", "us", and "our" refer to FindToni Consulting. "You" refers to the person or organisation using the Services.

By using our website, accepting a proposal or statement of work, or purchasing or using the Services, you agree to these Terms. If you act for an organisation, you confirm that you have authority to bind it.

Service Agreements

The scope, deliverables, timeline, fees, and service-specific terms will be described in a proposal, statement of work, order form, or other written agreement (each, a "Service Agreement"). If a Service Agreement conflicts with these Terms, the Service Agreement controls for the Services it covers.

Changes to scope, assumptions, dependencies, or deliverables must be agreed in writing and may affect fees and timelines. Estimates and target dates depend on timely access, feedback, and approvals from you.

AI Consulting and Systems

Our Services may include AI strategy, workflow analysis, prototypes, automations, agents, integrations, custom software, and managed AI systems. A Service Agreement may provide for a managed service operated by us, a system handed over to you, or a combination of both.

AI systems can produce inaccurate, incomplete, biased, or unexpected results. Unless expressly agreed otherwise, outputs support—not replace—qualified human judgment. You are responsible for reviewing outputs before relying on them, especially for decisions affecting a person's legal rights, finances, health, safety, employment, or access to essential services.

The Services may use third-party models, platforms, APIs, hosting providers, and software. Their availability, functionality, pricing, and terms are outside our control and may change. You agree to comply with third-party terms that apply to tools you own or directly access.

Your Responsibilities

You agree to:

• provide accurate information, timely decisions, appropriate access, and reasonable cooperation;
• obtain all rights, permissions, notices, and consents needed for the data, content, systems, and accounts you make available to us;
• use the Services and deliverables lawfully and in accordance with applicable industry requirements;
• independently review and approve material outputs before deployment or use; and
• maintain appropriate security, backups, access controls, and human oversight for systems under your control.

You must not use the Services to violate law, infringe another person's rights, introduce malicious code, gain unauthorised access, evade required AI disclosures, or develop or operate harmful, discriminatory, deceptive, or abusive systems.

Fees, Expenses, and Taxes

Fees, payment schedules, currencies, and approved expenses are set out in the Service Agreement. Unless it states otherwise, invoices are due within 14 days, fees are non-refundable once the related work has been performed, and you are responsible for applicable taxes, duties, and payment-processing charges, excluding taxes on our income.

We may pause work or access to a managed service if an undisputed amount remains overdue after reasonable written notice. You remain responsible for fees incurred before suspension or termination. Invoice questions should be sent to billing@findtoni.com.

Intellectual Property

Each party retains ownership of the materials, technology, data, methods, trademarks, and intellectual property it owned or developed independently of the Services ("Background Materials"). You grant us a limited licence to use your materials only as reasonably necessary to provide the Services.

After full payment, you own final custom deliverables expressly identified for transfer in the Service Agreement. FindToni Consulting retains its Background Materials, general know-how, reusable code, frameworks, prompts, templates, tools, methods, and improvements. Where our Background Materials are embedded in a transferred deliverable, we grant you a non-exclusive, worldwide, perpetual licence to use them as part of that deliverable for your internal business purposes.

Third-party and open-source materials remain subject to their respective licences. No ownership is transferred in third-party models, software, or platforms. We may use general skills and experience retained in unaided memory, provided we do not disclose your Confidential Information.

Confidentiality

Each party may receive non-public information that a reasonable person would understand to be confidential ("Confidential Information"). The receiving party will use it only to perform or receive the Services, protect it with reasonable care, and disclose it only to people and providers who need to know it and are bound by confidentiality duties.

Confidential Information excludes information that is public through no breach, already lawfully known, independently developed, or lawfully received without restriction. A party may disclose information when legally required, where permitted giving reasonable advance notice.

Data Protection and Security

Each party will comply with data protection laws applicable to its role. Our handling of personal information is described in our Privacy Policy. If we process personal data on your behalf, the parties may enter into a data processing agreement where required.

We use reasonable administrative, technical, and organisational safeguards, but no system is completely secure. Do not provide sensitive, regulated, or high-risk data unless its use is expressly included in the Service Agreement and safeguards have been agreed.

Warranties and Disclaimers

We warrant that we will perform the Services with reasonable skill and care. If you notify us of a material failure within 30 days after the relevant Service is delivered, we will use reasonable efforts to correct or re-perform it. This is your exclusive remedy for breach of this warranty.

Except as expressly stated in these Terms or a Service Agreement, the Services and website are provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that AI outputs will be accurate, unique, uninterrupted, or suitable for a particular decision or regulatory requirement.

Limitation of Liability

To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for loss of profits, revenue, business opportunity, goodwill, anticipated savings, or data, arising from the Services, even if advised that such loss was possible.

To the fullest extent permitted by law, each party's total aggregate liability arising from a Service Agreement or these Terms will not exceed fees paid or payable to FindToni Consulting under the affected Service Agreement during the six months before the event giving rise to the claim.

Nothing excludes liability that cannot lawfully be excluded or limited. These limits do not apply to your payment obligations, either party's fraud or wilful misconduct, or your infringement or misuse of our intellectual property.

Indemnification

You will defend, indemnify, and hold harmless FindToni and its personnel from third-party claims, damages, and reasonable costs arising from your materials, unlawful or unauthorised use of the Services or deliverables, failure to obtain required rights or consents, or decisions taken based on AI outputs without appropriate review. We will promptly notify you of a covered claim and provide reasonable cooperation at your expense.

Term and Termination

These Terms apply while you use our website or receive Services. Either party may terminate a Service Agreement as provided in that agreement. If it specifies no termination rights, either party may terminate for a material breach not cured within 14 days after written notice, or immediately if the other party becomes insolvent or continued performance would violate law or create a material security risk.

On termination, you must pay fees and approved expenses accrued for work performed through the termination date, including committed non-cancellable third-party costs. Each party will return or delete the other's Confidential Information on reasonable request, subject to legal, archival, and backup requirements. Terms concerning payment, intellectual property, confidentiality, disclaimers, liability, indemnification, disputes, and provisions that should by their nature survive will remain in effect.

Publicity

We will not use your name, logo, or project details in public marketing materials without your prior permission. Either party may disclose the relationship where required by law.

Events Beyond Reasonable Control

Neither party is liable for delay or failure caused by events beyond its reasonable control, including internet or cloud outages, third-party platform changes, labour disputes, natural disasters, government action, conflict, or widespread cybersecurity incidents. The affected party will take reasonable steps to reduce the impact and resume performance.

Governing Law and Disputes

The governing law and dispute forum in the applicable Service Agreement will apply. If none is specified, these Terms and related disputes will be governed by the laws of the jurisdiction in which the FindToni Consulting entity providing the Services is established, without regard to conflict-of-law rules, and the courts of that jurisdiction will have exclusive authority to resolve the dispute.

Before formal proceedings, each party agrees to give written notice of the dispute and attempt in good faith to resolve it for at least 30 days. Either party may seek urgent injunctive or protective relief at any time. Mandatory consumer protections in your place of residence are not affected.

General

The parties are independent contractors. These Terms do not create a partnership, employment, agency, fiduciary, or joint-venture relationship. Neither party may assign a Service Agreement without the other's consent, except in connection with a merger, reorganisation, or sale of substantially all relevant assets, provided the assignee assumes the assigning party's obligations.

Notices must be in writing and sent to the contacts in the Service Agreement or, for FindToni Consulting, to legal@findtoni.com. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remaining provisions will continue. Failure to enforce a provision is not a waiver. These Terms and the applicable Service Agreement are the entire agreement concerning the Services.

Changes to These Terms

We may update these Terms from time to time. Changes will be posted here with a revised "Last updated" date and apply prospectively. They will not materially reduce rights under an active Service Agreement unless agreed in writing. Continued use of the website after an update means you accept the revised website terms.

Contact

If you have any questions about these terms of service, please contact us at:

FindToni Consulting
Email: legal@findtoni.com