Terms of Service

1. Introduction

Welcome to Everyday Workflows. These Terms of Service ("Terms") govern your use of the Site and Services. By using our Services, you agree to these Terms, our Privacy Policy, and any applicable SOW, invoice, or Agreement.

2. Services Provided

• Workflow automation
• System integrations
• Custom software development
• Website design and hosting
• Process optimization
• Ongoing technical support

The specific scope, features, and deliverables for each Client are defined in the applicable SOW, invoice, or Agreement.

Modifications: We reserve the right to update, change, or discontinue any Service or feature, or adjust pricing or plan details, with at least 30 days' written notice (email or website notice suffices). Continued use after such notice constitutes acceptance.

3. Payment Terms

Pricing: Fees are as specified in your SOW, invoice, or subscription plan. Everyday Workflows may adjust recurring support/hosting fees with 30 days' written notice.

Billing: Invoices are due upon receipt, unless otherwise specified in your SOW. Payment obligations are non-cancellable; all paid amounts are non-refundable except as expressly stated in these Terms.

Late/Failed Payments: If any fees are overdue by more than 14 days, Everyday Workflows may suspend or terminate Services and deactivate any digital solutions until all outstanding amounts are paid in full. Interest may be charged at 1.5% per month (18% APR).

Taxes: All fees are exclusive of taxes; Client is responsible for any applicable taxes.

4. Scope, Changes, and Limitations

Scope: Services are limited exclusively to those itemized in the SOW or Agreement. Any additional work, integrations, or change requests require a written amendment and may incur additional costs at the standard hourly rate.

Change Management: Requests for changes to scope, deliverables, or timeline must be submitted in writing and agreed upon by both parties. Changes affecting cost, timeline, or resources require a written amendment to the SOW.

Limitations: Everyday Workflows may refuse, suspend, or terminate any Service at its discretion for breach or misuse by Client. Recommendations, scripts, or solutions provided are not legal, financial, or professional advice.

5. Client Responsibilities

• Provide accurate, complete information and timely access to relevant systems and third-party services.
• Respond to requests for feedback, approvals, or data promptly.
• Maintain third-party accounts in good standing and ensure compliance with all applicable laws (including but not limited to HIPAA, PCI-DSS, GDPR, and CCPA).
• Test and review any digital solution, workflow automation, or integration prior to full deployment and assume all operational risk.
• Ensure all content provided (text, images, videos, etc.) does not infringe on any third-party rights.

6. Intellectual Property & Data Rights

Provider IP: All standard operating procedures (SOPs), training materials, proprietary methods, code, tools, frameworks, and trade secrets remain the sole property of Everyday Workflows, except where specifically transferred in writing.

Client Data: Client retains ownership of all data provided by Client. Everyday Workflows may use anonymized or aggregated data solely to improve or enhance its Services.

Deliverables License: Upon full payment, Client receives a non-exclusive, non-transferable license to use deliverables for internal business operations only. Transfer, resale, or sublicense is prohibited without Everyday Workflows' written permission.

7. Data Security & Privacy

Everyday Workflows will implement commercially reasonable measures to protect Client data and ensure secure hosting of all automations and digital solutions. Both parties agree to comply with all applicable privacy and data protection laws. Data handling is governed by our Privacy Policy.

8. Confidentiality

Both parties agree to treat all non-public business, technical, and customer information as confidential, and not to disclose such information to any third party without prior written consent, except as required by law. Confidentiality obligations survive termination.

9. Refund Policy

First Payment: Refundable within 14 days of project start.

Second Payment: Refundable within 30 days of solution implementation.

Refund Process: Submit written requests to [email protected] with a detailed explanation. Approved refunds are issued to the original payment method. No legal guarantees are offered; we operate on a results-focused partnership with clear success metrics documented in your SOW.

10. Acceptance Criteria

Deliverables will be deemed accepted unless Client provides written notice of material defects within ten (10) business days of delivery. Everyday Workflows will use reasonable efforts to address any defects reported within this period.

11. Disclaimers

THE SERVICES AND ALL RELATED CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. EVERYDAY WORKFLOWS DOES NOT GUARANTEE ANY BUSINESS RESULTS, REVENUE, SALES, LEADS, OR OPERATIONAL IMPROVEMENTS.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:
Everyday Workflows' liability for any claims arising from Services shall not exceed the actual fees paid by Client for the Service giving rise to the claim in the three (3) months prior to the event giving rise to liability.
Everyday Workflows is not liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to lost profits, data loss, or business interruption.

Client assumes all risks associated with the use or implementation of any solution provided, including data loss, compliance violations, or operational failures. Everyday Workflows is not responsible for damages caused by Client actions, Client systems, or failure of third-party systems/services.

Client agrees to defend, indemnify, and hold harmless Everyday Workflows from any claim, loss, liability, or expense (including attorneys' fees) arising from Client's use or misuse of the Services.

13. Termination

Either party may terminate any monthly service or support agreement—with or without cause—by providing 30 days' written notice. For one-time builds, either party may terminate for cause if the other fails to cure a material breach within 14 days' written notice.

Everyday Workflows may suspend or terminate any Service immediately for non-payment, breach, or misuse.

Upon termination, all unpaid fees become due and Client's right to use ongoing Services is revoked. Everyday Workflows is not obligated to retain or hand over data after termination unless required by law.

Provisions relating to IP, confidentiality, indemnification, warranty disclaimers, and limitation of liability survive termination.

14. Governing Law & Venue

These Terms are governed by and construed in accordance with the laws of the State of Florida. Any action related to these Terms will be brought exclusively in the state or federal courts located in Florida. The prevailing party in any dispute is entitled to recover its legal fees and costs.

15. Force Majeure

Neither party is liable for delays or failures in performance due to causes beyond their reasonable control, including, but not limited to, natural disasters, cyberattacks, or governmental actions.

16. Dispute Resolution

Parties agree to attempt to resolve any dispute arising under these Terms in good faith. If unresolved after thirty (30) days, the dispute shall be submitted to mediation or binding arbitration in Florida prior to litigation. The prevailing party is entitled to attorneys' fees and costs.

17. Entire Agreement & Precedence

These Terms, along with any signed SOW, invoice, or Agreement, constitute the entire agreement between you and Everyday Workflows regarding the subject matter herein and supersede all prior agreements, whether written or oral. In the event of a conflict, the SOW's project-specific terms control, but these Terms control all support, legal, and risk matters.

18. Severability & Waiver

If any provision is found unenforceable, the remainder remain in effect. A waiver of any provision is not a waiver of any other or future right.

19. Assignment

Client may not assign this Agreement or rights without written consent from Everyday Workflows. Everyday Workflows may assign rights or delegate obligations at its discretion.

20. Subcontractors

Everyday Workflows may delegate any obligation to qualified subcontractors but remains responsible for their performance.

21. Data Usage & Privacy

Data handling is governed by our Privacy Policy. Everyday Workflows may utilize subcontractors or cloud tools as needed and will maintain appropriate confidentiality and security. Client is responsible for ensuring that content and use complies with all applicable data/privacy laws.

22. Notices

Official notices under these Terms must be sent to:
Email: [email protected]

23. Electronic Acceptance

All SOWs, amendments, and communications sent electronically have the same legal effect as originals. By clicking "I agree," submitting payment, or continuing use after notice of updated Terms, you consent to these Terms.

24. Contact

For any questions or concerns related to these Terms, please contact:

Everyday Workflows (De Gracia Enterprises LLC)
Email: [email protected]