Terms of Service

25/hr base rate. Each month we agree on a monthly cap; once we hit the cap, we pause and confirm with you before continuing. Time is tracked to the minute and invoiced at the end of each calendar month, unless your engagement letter says otherwise.

6.2 Project work

Discrete projects (a network upgrade, a one-time AI rollout, a Tier 1/2/3 App Review) are scoped and quoted in writing before we start. The quote includes the scope of work, assumed timeline, deliverables, and either a fixed price or a not-to-exceed estimate. You accept the quote in writing (email confirmation is fine) before work begins.

For fixed-price project work, including AI-Built App Reviews, the engagement price is payable up front to schedule and begin the work; your engagement letter states the exact amount. Work starts once your payment is received. If you cancel before work begins, any payment you have made is refunded in full. Once work is underway you may still pause or cancel, in which case you are billed the engagement price shown plus only any additional work you authorized in writing.

6.3 Tier 3 (Enterprise) Reviews

Tier 3 / Enterprise App Reviews are custom-quoted because scope, dependencies, and stakes vary widely. The Discovery Call is the entry point; the formal Tier 3 quote (and engagement letter) come after.

6.4 Cancellation of ongoing engagements

Either party may cancel an ongoing retainer or month-to-month engagement on thirty (30) days' written notice, unless your engagement letter says otherwise. Work in progress at the time of cancellation is billed through the effective end date. We'll provide a clean handoff (documentation, credentials transfer, file export) during the notice period.

6.5 Vendor agnostic

We don't favor or push any particular software or vendor. If you already have tools in place, we work with them.

6.6 Ad-hoc one-off engagements

For one-off hourly support on an ad-hoc basis, we confirm the rate, scope, and a not-to-exceed hour ceiling in writing by email before work starts. A separate engagement letter is not required; the email confirmation plus these Terms govern. Ad-hoc engagements are billed at the agreed rate at the end of the calendar month, with no minimum commitment from either side. Each ad-hoc request is a self-contained transaction; no renewal is required for future requests.

7. Your responsibilities as a Customer

You agree to:

• Give us accurate information about your business, systems, and needs.
• Provide reasonable, timely access to the systems, tools, and people we need (credentials, software, decision-makers) to do the work agreed on.
• Respond to our requests for input within a reasonable window.
• Pay on time per the terms in your engagement letter (default: net 15 days from invoice for ongoing work; fixed-price project work, including App Reviews, is payable up front to begin, see Section 6.2).
• Use the Site and Public Tools only for lawful purposes and in good faith (see Section 9 on Acceptable Use).

8. User Content

You retain ownership of any User Content you submit through the Site or Public Tools. By submitting it, you grant KeyChange Technologies a non-exclusive, worldwide, royalty-free license to receive, store, process, and use the User Content for the purposes of:

• Generating your Assessment report (which involves sending sanitized form data to Anthropic's Claude AI).
• Responding to your inquiry, preparing for the Discovery Call, or delivering the engagement we've agreed on.
• Operating, securing, and improving the Site and Public Tools.

You're responsible for ensuring you have the right to share any User Content you submit (including any third-party information, like names of vendors or partners). Don't include other people's confidential information in form answers unless you have permission to do so.

We don't claim ownership of your data. We don't use it to train AI models. We don't sell it.

9. Acceptable Use

You agree not to:

• use the Site or Public Tools for any unlawful purpose, or to harass, threaten, or impersonate any person;
• attempt to interfere with the Site's normal operation (DoS attacks, attempts to circumvent rate limits or geo restrictions, scraping at volume that disrupts service);
• probe, scan, or test the security of the Site or our infrastructure without our written permission;
• upload viruses or malicious code, or otherwise try to damage the Site or other users' use of it;
• attempt to manipulate the AI Readiness Assessment to produce specific outputs through prompt-injection or similar techniques;
• re-sell or sublicense access to the Public Tools or discovery call outputs without our written permission.

10. Intellectual property

The Site, the Public Tools, the AI Readiness Assessment framework, our written reports, our methodology, our App Readiness Review checklists, our brand assets, and the content on the Site are owned by KeyChange Technologies or our licensors and are protected by U.S. and international copyright, trademark, and other intellectual-property laws. Nothing in these Terms transfers ownership of KeyChange Technologies's intellectual property to you.

We grant you a limited, non-exclusive, non-transferable license to use the Site and Public Tools as intended, and to use the Assessment report we deliver to you internally within your business. You may share the report internally, cite it in your own decisions, and reference it with advisors and stakeholders. You may not republish it publicly, claim it as your own work, or sell it.

Anything you create as a Customer (your data, your business processes, your code, your content) remains yours. To the extent we deliver written work product (reports, documentation, configurations) as part of an engagement, ownership and license terms are spelled out in the engagement letter for that work.

11. Third-party services

The Site links to and integrates with third-party services (Google Calendar, Anthropic, and others, see our Privacy Policy for the full list). Those services have their own terms and policies. KeyChange Technologies isn't responsible for the third party's behavior, content, or terms. By using the Site to interact with those services (e.g., booking through Google Calendar), you also agree to those third parties' applicable terms.

12. Disclaimers

The Site, the Public Tools, and the AI Readiness Assessment are provided "as is" and "as available," without warranties of any kind, express or implied. To the maximum extent permitted by law, KeyChange Technologies disclaims all warranties, including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade.

We don't warrant that the Site will be uninterrupted, error-free, or secure. We don't warrant that the AI Readiness Assessment report is accurate, complete, or fit for any particular decision you might want to make based on it. We don't warrant the timeliness, performance, or results of any third-party service the Site integrates with.

Paid services delivered under a separate engagement letter (managed IT, project work, AI App Reviews) come with the specific service-level commitments stated in that engagement letter, and only those commitments.

AI App Reviews specifically. Our AI App Reviews (Tier 1, Tier 2, and Tier 3) are performed to the best of the abilities of experienced, professionally-vetted contractors and staff who hold relevant industry certifications, applying industry-standard tools and methodologies in good faith. However, no review can identify every possible vulnerability, defect, or risk in software. We do not guarantee any particular ultimate outcome, including, but not limited to, that your application will be free of security vulnerabilities, free of bugs, immune to unauthorized access or data loss, compliant with any specific regulation, or unaffected by any future change to the third-party platforms, dependencies, or threat landscape on which it relies. Our findings and recommendations reflect the state of the application and our best professional judgment as of the date of the review. Customer remains solely responsible for operating, maintaining, securing, and backing up the application, including implementing the recommendations we provide.

Independent verification recommended for high-stakes applications. For applications with elevated stakes , those handling regulated data (HIPAA, PCI, FERPA, GDPR- scoped personal data, etc.), processing significant financial transactions, exposed to a large user base, or where downtime, incorrect output, or a security incident could cause material harm to your business, your customers, or third parties, we recommend obtaining additional, independent verification from another qualified provider (a separate code audit firm, security testing firm, compliance auditor, or in-house team). Our review is one input into your risk decisions, not a substitute for layered, independent diligence on high-stakes systems.

The discovery call specifically. The Discovery Call described in Section 5 is a conversational discovery and strategy session, not a formal audit, not a professional opinion, and not a substitute for the deeper engagement (Tier 1/2/3 review, ongoing IT or AI services, etc.) that may follow. Recommendations made during the Discovery Call reflect our judgment based on what you share on the call and may shift once we have a chance to look more deeply at your systems.

13. Limitation of liability

To the maximum extent permitted by law, KeyChange Technologies, its members, employees, contractors, and agents will not be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, lost revenue, lost data, or business interruption) arising out of or related to your use of the Site, the Public Tools, the AI Readiness Assessment, or any discovery call or engagement, even if KeyChange Technologies has been advised of the possibility of such damages.

Our total cumulative liability for any claim arising out of or related to these Terms or the services they govern is capped at the greater of (a) the amount you paid KeyChange Technologies in the twelve (12) months immediately before the event giving rise to the claim, or (b) one hundred U.S. dollars (