Terms of Service

1. Acceptance of Terms

Welcome to Alpha Search LLC (“Company,” “we,” “our,” or “us”). These Terms of Service (“Terms”) govern your use of our website located at alphasearch.com and our software development services (collectively, the “Service”).

By accessing or using our Service, you agree to be bound by these Terms. If you disagree with any part of these terms, then you may not access the Service.

2. Description of Service

Alpha Search LLC provides custom software development services, including but not limited to:

• Custom software application development
• AI integration and automation solutions
• Web application development
• Technical consulting and architecture services
• System integration and API development
• Ongoing maintenance and support services

3. User Accounts and Registration

While general browsing of our website does not require registration, certain services may require you to create an account or provide personal information. When you create an account with us, you must provide information that is accurate, complete, and current at all times.

You are responsible for safeguarding any passwords or credentials associated with your account and for all activities that occur under your account.

4. Service Agreements and Contracts

4.1 Project Proposals

All software development projects begin with a detailed proposal that outlines scope, timeline, deliverables, and pricing. These proposals become binding contracts upon acceptance by both parties.

4.2 Statement of Work

Each project will be governed by a Statement of Work (SOW) that includes:

• Detailed project specifications and requirements
• Timeline and milestones
• Payment terms and schedule
• Intellectual property ownership
• Change management procedures

4.3 Payment Terms

Unless otherwise specified in the SOW:

• Payment terms are typically 50% upfront, 50% upon completion
• Invoices are due within 30 days of issuance
• Late payments may incur a 1.5% monthly service charge
• Work may be suspended for accounts more than 30 days past due

5. Intellectual Property Rights

5.1 Client-Owned Intellectual Property

Upon full payment, clients retain ownership of custom software developed specifically for their business, including:

• Source code written specifically for the client's project
• Custom business logic and algorithms
• Client-specific data and content
• Project documentation and specifications

5.2 Company-Retained Rights

Alpha Search LLC retains ownership of:

• Pre-existing intellectual property and frameworks
• General methodologies and development practices
• Reusable code libraries and components
• Technical knowledge and expertise gained

5.3 Third-Party Components

Projects may incorporate third-party libraries, frameworks, or services. Clients are responsible for compliance with third-party licensing terms.

6. Confidentiality and Non-Disclosure

We understand the sensitive nature of business information shared during our engagements. We agree to:

• Maintain strict confidentiality of all client information
• Use client information solely for project delivery
• Implement appropriate security measures to protect sensitive data
• Sign additional NDAs when requested by clients
• Return or destroy confidential information upon project completion

7. Service Warranties and Disclaimers

7.1 Limited Warranty

We warrant that our services will be performed in a professional and workmanlike manner in accordance with industry standards. We provide a 90-day warranty on deliverables for defects in materials and workmanship.

7.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

8. Limitation of Liability

IN NO EVENT SHALL ALPHA SEARCH LLC, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• ANY LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES
• ANY DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS
• ANY DAMAGES RESULTING FROM ANY INTERRUPTION OR CESSATION OF TRANSMISSION

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM.

9. Indemnification

You agree to defend, indemnify, and hold harmless Alpha Search LLC from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from:

• Your use of and access to the Service
• Your violation of any term of these Terms
• Your violation of any third-party right, including any copyright, property, or privacy right
• Any claim that your content caused damage to a third party

10. Project Management and Communication

10.1 Client Responsibilities

Successful project delivery requires client cooperation, including:

• Providing timely feedback and approvals
• Supplying necessary information and access
• Designating authorized decision-makers
• Participating in scheduled meetings and reviews

10.2 Change Management

Changes to project scope, timeline, or requirements must be documented and approved in writing. Additional work may result in adjusted timelines and costs.

11. Termination

11.1 Termination by Client

Clients may terminate projects with 30 days written notice. Upon termination:

• Client is responsible for payment of all work completed to date
• We will deliver all completed work and documentation
• Any prepaid amounts for uncompleted work will be refunded

11.2 Termination by Company

We may terminate services immediately if:

• Client breaches these Terms or the SOW
• Payment is more than 30 days overdue
• Client requests illegal or unethical work
• Continuation of the project becomes impractical

12. Data Protection and Privacy

Our collection and use of personal information is governed by our Privacy Policy. By using our Service, you consent to the collection and use of information in accordance with our Privacy Policy.

For projects involving personal data, we implement appropriate technical and organizational measures to ensure data protection compliance, including GDPR, CCPA, and other applicable regulations.

13. Acceptable Use Policy

You may not use our Service:

• For any unlawful purpose or to solicit unlawful acts
• To violate any international, federal, provincial, or state regulations or laws
• To infringe upon or violate our intellectual property rights or the intellectual property rights of others
• To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate
• To submit false or misleading information
• To upload or transmit viruses or any other type of malicious code
• To spam, phish, pharm, pretext, spider, crawl, or scrape

14. Force Majeure

We shall not be liable for any failure or delay in performance under these Terms which is due to fire, flood, earthquake, elements of nature, acts of God, acts of war, terrorism, riots, civil disorders, rebellions, or other similar causes beyond our reasonable control.

15. Dispute Resolution

15.1 Governing Law

These Terms shall be interpreted and governed by the laws of [Your State/Country], without regard to its conflict of law provisions.

15.2 Arbitration

Any dispute arising out of or relating to these Terms or our services shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association.

15.3 Class Action Waiver

You agree that any arbitration or legal proceeding shall be limited to the dispute between us and you individually. You waive any right to participate in a class action lawsuit or class-wide arbitration.

16. Severability

If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions will remain in effect. The invalid or unenforceable provision will be replaced with a valid provision that most closely matches the intent of the original provision.

17. Entire Agreement

These Terms, together with our Privacy Policy and any applicable SOW, constitute the entire agreement between you and Alpha Search LLC regarding the use of our Service.

18. Modifications to Terms

We reserve the right to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days notice prior to any new terms taking effect.

Your continued use of our Service after any such changes constitutes your acceptance of the new Terms.

19. Contact Information

If you have any questions about these Terms, please contact us: