Terms & Conditions

1. Scope of Services:

Services provided by Simulaire LLC will be defined in a mutually agreed-upon Scope of Work (SOW) document. The SOW will detail project deliverables, timelines, and any other relevant project specifications.
Any changes to the SOW must be agreed upon in writing by both parties. Additional work outside the agreed scope will be subject to a separate agreement and may incur additional charges.

2. Project Plans and Deliverables:

Project plans and timelines outlined in the SOW are estimates and may be subject to change based on client feedback, unforeseen circumstances, or scope adjustments.
Deliverables will be provided in the format agreed upon in the SOW.
Client feedback and approvals are crucial for project progress. Delays caused by client inaction or delayed approvals may affect project timelines.

3. Invoicing and Payment:

Invoices will be issued at the agreed upon frequency - e.g., monthly, upon completion of milestones, etc. and sent via the agreed upon method - e.g., PayPal, your platform's invoicing system, etc.
Payment terms are Net 30 days from the invoice date, unless otherwise agreed upon in writing.
Late payments may be subject to a 1.5% late fee per month on the outstanding balance.
For hourly projects, the initial hour booked online indicates intent to discuss a project within the selected tier’s scope. This initial hour will be billed at the tier rate, with remaining hours invoiced upon agreement of a fully defined scope of work document and project timeline. Actual project duration and final cost are subject to a mutually agreed upon scope of work.
All fees are exclusive of any applicable taxes, which will be added to the invoice.

4. Confidentiality:

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the engagement. This obligation of confidentiality will survive the termination of the agreement.

5. Intellectual Property:

Unless otherwise specified in a separate written agreement, all intellectual property developed during the project will reside with the client upon full payment.

6. Limitation of Liability:

Simulaire LLC's liability for any claim arising from this agreement will be limited to the fees paid by the client for the services in question.
Simulaire LLC will not be liable for any indirect, incidental, or consequential damages.

7. Termination:

Either party may terminate the agreement with 10 days' formal written notice.
Upon termination, the client will be responsible for payment for all services rendered up to the termination date.

8. Governing Law:

This agreement will be governed by the laws of the State of Indiana, unless otherwise agreed upon by both parties.

9. Dispute Resolution:

Any disputes arising from this agreement will be resolved through mediation and/or arbitration.

10. Entire Agreement:

This agreement, together with the SOW, constitutes the entire agreement between the parties and supersedes all prior agreements and understandings.

11. Modifications:

These terms and conditions may be updated periodically. Clients will be notified of any significant changes.

12. Client Responsibilities:

Client will provide timely access to information, resources and personnel as needed to complete the project.
Client will provide timely feedback and approvals.

13. Independent Contractor:

Simulaire LLC is an independent contractor, and nothing in this agreement will be construed as creating an employer-employee relationship.