Terms & Conditions

1. About these terms

These Terms & Conditions (the "Terms") apply to services provided by Advanced Intelligence Technical Systems L.L.C., trading as ADVITECS, of Amman, Jordan ("ADVITECS", "we", "us") to a client ("you"). They apply together with the written proposal, statement of work or agreement for each engagement (the "Agreement"). If the Agreement and these Terms conflict, the Agreement prevails.

Use of our website is governed separately by the Terms of Use, and the personal data of website visitors by the Privacy Policy.

2. Our services

ADVITECS provides the following services, each as described in the relevant Agreement:

• ADVITECS Insights: AI powered analytics and reporting that connects to ERP systems, databases, spreadsheets and other data sources.
• AI and Automation Solutions: custom applications and automation built for your business processes.
• Consultancy Services: digital transformation advice, management of outsourced IT projects on your side, and the design of business processes.
• Website Development, SEO and AEO: design and build of websites and work to improve their visibility in search and answer engines.

The scope, deliverables, timeline, assumptions and fees for an engagement are those written in the Agreement. Work outside that scope is agreed in writing before it starts and may carry additional fees.

3. Proposals and the start of an engagement

A proposal from ADVITECS is valid for the period stated in it, or 30 days if none is stated. An engagement begins when you accept the proposal in writing (including by email), sign the Agreement, or ask us in writing to start the work, whichever happens first. Estimates of time and cost are given in good faith on the information available at the time and are refined as the work clarifies the requirements.

4. Your responsibilities

Our work depends on your cooperation. You agree to:

• give us timely access to the people, systems, data, documents and premises reasonably needed for the engagement;
• make sure you have the right to give us access to any data or system you provide, including the necessary licences and consents;
• appoint a contact person with authority to make decisions, and give feedback and approvals within the periods agreed;
• review deliverables and tell us promptly if something does not match the Agreement;
• keep your own backups of your data and systems, unless the Agreement makes backups part of our scope.

Where a delay is caused by information, access or decisions that were not provided on time, timelines move accordingly and any additional cost caused by the delay may be charged.

5. Fees and payment

• Fees are as stated in the Agreement, whether fixed price, time based, subscription or a combination.
• Unless the Agreement says otherwise, invoices are payable within 30 days of the invoice date, in the currency stated on the invoice, without set off or deduction.
• Fees exclude taxes; any applicable sales tax, value added tax or withholding is added or handled as the law requires.
• Expenses agreed in advance, such as travel outside Amman or third party licences bought on your behalf, are charged at cost.
• If an invoice is overdue we may, after notice, suspend work or access to a subscription service until payment is received, and we may charge reasonable costs of recovery.

6. Intellectual property

Your material. You keep ownership of your data, content, brand and any systems and material you provide to us. You grant us a licence to use them only as needed to perform the engagement.

Deliverables. On payment in full of the fees for an engagement, you own the deliverables that were created specifically for you and identified as such in the Agreement, for example the design and custom code of your website or the custom application built for your process.

ADVITECS material. We keep ownership of everything that existed before the engagement or that we develop for general use, including the ADVITECS Insights platform, our tools, frameworks, templates, methods, know how and reusable components. Where a deliverable includes ADVITECS material, you receive a non exclusive, perpetual licence to use that material as part of the deliverable for your business. Subscription services such as ADVITECS Insights are licensed for the term of the subscription and are not sold.

Third party components. Deliverables may include open source or third party software that is licensed under its own terms, which you agree to respect.

7. Confidentiality

Each party will keep the other's confidential information confidential, use it only for the engagement and share it only with people who need to know it and are bound by equivalent obligations. This does not apply to information that is public, already known to the receiving party, independently developed, or that must be disclosed by law. These obligations continue for five years after the engagement ends, and indefinitely for trade secrets. We may name you as a client and describe the engagement in general terms only with your prior written consent.

8. Data protection and security

Where we process personal data on your behalf, we do so only on your documented instructions and for the purposes of the engagement. We apply technical and organisational measures appropriate to the sensitivity of the data, limit access to the people working on the engagement, and return or delete the data at the end of the engagement unless the law requires us to keep it. Where the law or the nature of the data requires it, the parties will sign a separate data processing agreement.

You remain responsible for the lawfulness of the data you give us access to and for the instructions you give us about it.

9. Third party systems and services

Our solutions often connect to systems you own or license from others, such as ERP platforms, databases, cloud services, spreadsheets and hosting. You are responsible for those systems, for holding the licences and access rights they require and for their fees. We are not responsible for changes, outages, data quality or limitations in third party systems, but we will tell you promptly if they affect the engagement and propose a way forward.

10. AI features and outputs

Some of our solutions, including ADVITECS Insights, use artificial intelligence to analyse data and generate answers, summaries, forecasts or recommendations. You acknowledge that:

• AI outputs are generated from the data available to the system and can be incomplete or inaccurate; they are an aid to decision making, not a replacement for it;
• business, financial and legal decisions based on AI outputs remain your responsibility and should be reviewed by a qualified person;
• the quality of outputs depends on the quality, completeness and structure of the data you connect;
• where a solution uses AI models provided by third parties, the terms of those providers also apply and we will tell you which providers are used.

11. Delivery and acceptance

Deliverables are considered accepted when you confirm acceptance in writing, when you put them into productive use, or when the acceptance period stated in the Agreement (or 10 business days if none is stated) passes without a written notice describing how the deliverable fails to meet the Agreement. Where a valid defect is reported, we correct it at no additional cost within a reasonable time.

12. Warranties

We will perform the services with reasonable skill and care, using suitably qualified people, and in line with the Agreement. Deliverables will materially conform to their agreed specification for 30 days after acceptance, unless the Agreement provides a different warranty or support period.

Except as stated in these Terms or the Agreement, we give no other warranty, express or implied. In particular, we do not guarantee any specific business result, revenue, saving, search ranking, traffic level or outcome from the services, because those depend on many factors outside our control.

13. Limitation of liability

To the fullest extent permitted by law, the total liability of ADVITECS arising out of or in connection with an engagement, whether in contract, tort or otherwise, is limited to the fees paid by you under the Agreement for that engagement in the 12 months before the event giving rise to the claim.

ADVITECS is not liable for indirect or consequential loss, loss of profit, revenue, business, goodwill or data, or for loss caused by inaccurate or incomplete data you provided, by third party systems, or by decisions you take on the basis of the deliverables.

Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for anything that cannot be limited under applicable law.

14. Term, suspension and termination

• An engagement runs for the period or until the completion stated in the Agreement. Subscriptions renew for successive periods unless either party gives notice before the renewal date as stated in the Agreement.
• Either party may terminate an engagement by written notice if the other materially breaches the Agreement and does not remedy the breach within 30 days of being asked to.
• You may end a time based engagement with 30 days written notice; fees for work performed and expenses committed up to the end date remain payable.
• On termination you pay for the work done to date, we hand over the deliverables you have paid for, and each party returns or deletes the other's confidential information. Sections on intellectual property, confidentiality, liability and governing law survive termination.

15. General

• Independent contractor. ADVITECS is an independent contractor. Nothing in an engagement creates a partnership, joint venture, agency or employment relationship.
• Subcontractors. We may use subcontractors for parts of the work and remain responsible for their work as if it were our own.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, provided it tells the other party promptly and works to minimise the effect.
• Notices. Notices are given in writing, including by email to the addresses stated in the Agreement.
• Assignment. Neither party may assign an Agreement without the other's written consent, which will not be unreasonably withheld.
• Entire agreement. The Agreement and these Terms are the entire agreement for the engagement and replace prior discussions. Changes must be in writing and agreed by both parties.
• Severability. If any part of these Terms is found unenforceable, the rest continues to apply.
• Changes to these Terms. We may update these Terms from time to time. The version in force when an engagement begins applies to that engagement unless both parties agree otherwise.

16. Governing law and disputes

These Terms and every Agreement are governed by the laws of the Hashemite Kingdom of Jordan. The parties will first try to resolve any dispute in good faith through discussion between senior representatives. If that fails within 30 days, the dispute will be subject to the exclusive jurisdiction of the courts of Amman, Jordan, unless the Agreement specifies a different law or forum.

17. Contact

Questions about these Terms: Advanced Intelligence Technical Systems L.L.C., Amman, Jordan, [email protected], or use the contact page.