1. Parties and definitions
"IonBuilt," "we," "us," and "our" refer to IonBuilt, the business operating the Site and providing automation and AI professional services. "You" and "your" refer to the individual or entity accessing the Site or communicating with us.
Defined terms used in Client Agreements (such as "Deliverables," "Services," "SOW") apply in their defined sense when you become a client.
2. Eligibility
The Site is intended for business and professional users. You represent that you are at least 18 years old, have authority to bind your organization if you act on its behalf, and that your use complies with applicable laws and export control regulations.
3. Use of the Site
3.1 Permitted use
You may use the Site for lawful purposes to learn about IonBuilt, request information, and contact us. You must not:
- Access or scrape the Site in a manner that imposes unreasonable load, bypasses rate limits, or violates robots.txt where applicable;
- Attempt to probe, scan, or test vulnerabilities without written authorization;
- Introduce malware, interfere with operation, or impersonate IonBuilt or others;
- Use the Site to transmit unlawful, defamatory, harassing, or infringing content;
- Reverse engineer Site components except where statutory rights cannot be waived;
- Use content from the Site to build a competing service through systematic copying.
3.2 Availability
We may modify, suspend, or discontinue the Site or any feature at any time without liability. We do not guarantee uninterrupted or error-free operation.
4. Accounts and enquiries
If we provide login credentials or project portals, you are responsible for safeguarding them and for activity under your account. Notify us promptly of unauthorized use.
Submitting the contact form, booking an audit, or emailing us does not create a client relationship or obligation to perform work. We may decline engagements at our discretion. Information you submit must be accurate to the best of your knowledge.
5. Professional services
5.1 Scope
IonBuilt provides consulting, design, implementation, and managed operations related to intelligent automation, AI product engineering, and AI operations. Specific scope, timeline, fees, acceptance criteria, and support terms are defined only in a signed Client Agreement.
5.2 No guarantee of outcomes
Business results depend on your data, systems, processes, and adoption. Unless expressly stated in a Client Agreement, we do not guarantee particular cost savings, revenue, uptime, or regulatory outcomes.
5.3 Your responsibilities
You will provide timely access to personnel, systems, and information reasonably required for performance; maintain backups of your data; and obtain rights and consents needed for us to process data you supply.
5.4 Subcontractors
We may use qualified subcontractors and specialists, remaining responsible for their work as specified in the Client Agreement.
6. Fees and payment
Fees for professional services are set in a Client Agreement (statement of work, order form, or master services agreement). If the Client Agreement is silent on a point below, the following default payment terms apply and are incorporated by reference into these Terms.
6.1 Currency and quotes
Unless stated otherwise, fees are quoted and invoiced in U.S. dollars (USD). Proposals and fee estimates are valid for 30 days from the date issued unless we extend them in writing. Scope changes require a written change order and may adjust fees and schedule.
6.2 Invoicing and methods
We may invoice on a fixed milestone basis, monthly in arrears for time and materials, upfront for diagnostics or retainers, or as otherwise specified in the Client Agreement. You agree to pay via the methods we specify (for example ACH, wire transfer, or card payment through a third-party processor). You are responsible for any bank transfer fees, FX conversion costs, or processor surcharges unless the Client Agreement states otherwise.
Payment details we provide are for legitimate IonBuilt invoices only. Verify payee information before sending funds. We are not responsible for misdirected payments caused by your failure to verify instructions.
6.3 Deposits, milestones, and retainers
We may require a deposit or advance payment before scheduling kickoff or purchasing third-party services on your behalf. Milestone invoices are due upon issuance unless tied to acceptance criteria in the Client Agreement. Managed operations and care retainers are billed in advance for each billing period (for example monthly) and are non-refundable for that period once the period has begun, except where required by law or expressly stated in writing.
6.4 Expenses
Pre-approved out-of-pocket expenses (such as required software seats, infrastructure usage attributable to your project, or travel explicitly authorized in writing) will be invoiced at cost unless the Client Agreement specifies a markup. Receipts are available on request for material expenses.
6.5 Taxes
Fees are exclusive of sales, use, VAT, GST, and similar taxes. You are responsible for applicable taxes except those based on IonBuilt's net income. If we are required to collect tax, it will be stated on the invoice.
6.6 Due date and late payment
Unless the Client Agreement states otherwise, invoices are due net 30 days from the invoice date. Overdue balances accrue interest at 1.5% per month (18% per year), or the maximum rate permitted by law, whichever is lower, from the due date until paid in full.
If any amount is more than 15 days overdue, we may, without limiting other remedies: (a) suspend Services and withhold Deliverables, credentials, or access; (b) stop work on active projects; (c) accelerate payment of unpaid milestones; and (d) terminate the Client Agreement for material breach after written notice where required.
6.7 Invoice disputes
You must notify us in writing of any good-faith invoice dispute within 15 days of the invoice date, with reasonable detail. Undisputed portions remain due on schedule. We will work in good faith to resolve disputes promptly. Failure to timely dispute constitutes acceptance of the invoice.
6.8 No setoff; collection costs
You may not withhold or set off payment against amounts you believe we owe unless agreed in writing. You will reimburse reasonable collection costs, including attorneys' fees and court costs, incurred to recover overdue amounts, to the extent permitted by law.
7. Refunds, cancellations, and chargebacks
IonBuilt sells custom professional services, not off-the-shelf goods. Except where required by applicable law or expressly stated in a signed Client Agreement, all fees are earned and non-refundable. This section explains how cancellations and refund requests are handled when no specific Client Agreement term applies.
7.1 General no-refund policy
- Work performed: Fees for time spent, milestones completed, or Deliverables accepted (or deemed accepted under the Client Agreement) are not refundable.
- Diagnostics and audits: Fees for workflow diagnostics, opportunity assessments, discovery sessions, and similar scoping work are non-refundable once the session is scheduled, preparation has begun, or deliverables (such as a written assessment) have been shared.
- Deposits and kickoff fees: Deposits are non-refundable after the project kickoff date or after we allocate personnel or procure non-cancelable third-party resources for your engagement, whichever occurs first.
- Third-party costs: Amounts paid or committed to vendors, cloud providers, model API accounts, or licenses on your behalf are non-refundable by IonBuilt if those parties do not refund us.
- Prepaid retainers: Unused prepaid periods for managed services are not refunded; we may, at our sole discretion, apply a credit toward future Services of equal or greater scope within six (6) months.
7.2 Cancellation by you
You may cancel an engagement only as permitted in the Client Agreement or with our written consent. If you cancel without a contractual right to do so, or you materially breach (including failure to provide access, approvals, or payment), you agree to pay:
- All fees and expenses for Services performed through the effective cancellation date;
- Non-cancelable third-party commitments made for your project; and
- Where the Client Agreement is fixed-fee, a cancellation fee equal to the greater of (a) 25% of the remaining unpaid fixed fee or (b) USD $2,500, unless a different amount is specified in the Client Agreement.
Upon receipt of amounts due, we will deliver work-in-progress in the state it exists at cancellation unless restricted by law or third-party terms; we do not grant license to unfinished Deliverables beyond what the Client Agreement specifies.
7.3 Cancellation by IonBuilt
We may cancel for your uncured material breach (including non-payment) or if continuing would violate law or create unacceptable risk. In such cases, fees for work performed and committed costs remain due. If we cancel without cause and you have prepaid for unperformed fixed-scope Services, we will refund the prepaid portion attributable to unperformed work, minus any non-recoverable third-party costs, within a reasonable period.
7.4 Refund requests
Refund requests must be emailed to hello@ionbuilt.com with subject line Refund request, including invoice numbers, dates, and a detailed explanation. We will confirm receipt and respond within a reasonable time, typically within 15 business days. Granting a refund or credit is at IonBuilt's discretion except where law requires otherwise.
7.5 Chargebacks and payment reversals
If you pay by card or other reversible method, you agree to contact us first to resolve billing concerns before initiating a chargeback or payment reversal with your bank or card issuer. Unauthorized or bad-faith chargebacks for Services properly delivered or properly invoiced constitute a material breach. You agree to pay the charged amount, chargeback fees, processor penalties, and reasonable collection costs, and we may suspend all Services pending resolution.
7.6 Consumer rights
If you are a consumer in a jurisdiction that grants mandatory withdrawal or refund rights for distance contracts, those statutory rights apply only where they cannot be validly waived for B2B services and only to the extent required by law. Business purchasers represent they act for commercial purposes.
8. Intellectual property — Site
The Site, including text, graphics, logos, icons, layout, and software (excluding open-source components under their licenses), is owned by IonBuilt or licensors and protected by copyright, trademark, and other laws. We grant you a limited, non-exclusive, non-transferable license to view and download Site content for personal or internal business evaluation. You may not reproduce, distribute, or create derivative works except with prior written consent or as permitted by law.
"IonBuilt" and associated marks are trademarks of IonBuilt. Other names may be trademarks of their respective owners.
9. Intellectual property — client work
Ownership of Deliverables, pre-existing IP, background tools, and license grants are defined in the Client Agreement. In the absence of a Client Agreement:
- We retain all rights in our methodologies, templates, libraries, and know-how;
- Any materials we provide in sales discussions remain our property unless expressly assigned in writing;
- You retain ownership of data and materials you provide to us.
10. Confidentiality
Each party may receive non-public information from the other. The receiving party will use reasonable care to protect it and use it only for evaluating or performing services. Confidentiality obligations do not apply to information that is public without breach, independently developed, rightfully received from a third party, or required to be disclosed by law (with notice where legally permitted).
Mutual NDAs in a Client Agreement supersede this section for covered information.
11. AI and automation
11.1 Nature of AI systems
AI and large language models can produce inaccurate, incomplete, or biased outputs. Automations depend on upstream systems, credentials, and data quality. You are responsible for human review where judgment, compliance, or safety requires it unless otherwise agreed in writing.
11.2 Third-party model providers
Implementations may rely on third-party APIs and cloud services subject to their terms and acceptable use policies. You authorize use of such providers as specified in project documentation.
11.3 Demos and marketing examples
Case studies, screenshots, and demos on the Site illustrate capabilities and may use synthetic or anonymized data. They are not warranties of performance in your environment.
12. Third-party services and links
The Site may link to third-party websites or tools. We do not control and are not responsible for their content, privacy practices, or availability. Your use of third-party services is at your own risk and subject to their terms.
13. Disclaimers
THE SITE AND ANY PRE-SALES MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
IonBuilt is not a law firm, accounting firm, or licensed regulated advisor. Site content and audit discussions are general business and technical information, not legal, tax, financial, or compliance advice. Consult qualified professionals for those matters.
Nothing on the Site constitutes an offer where prohibited or an commitment to deliver specific functionality until documented in a Client Agreement.
14. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
- IonBuilt will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, data, goodwill, or business interruption, arising from or related to the Site or these Terms, even if advised of the possibility.
- Our total aggregate liability arising from the Site and pre-contract interactions shall not exceed the greater of (a) USD $500 or (b) amounts you paid to IonBuilt in the twelve (12) months before the claim.
For paid services, liability caps and exclusions in the Client Agreement govern performance-related claims and supersede this section to the extent of conflict.
Some jurisdictions do not allow certain limitations; in those cases, our liability is limited to the fullest extent permitted by law.
15. Indemnification
You will defend, indemnify, and hold harmless IonBuilt and its personnel from claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from your misuse of the Site, violation of these Terms, infringement arising from materials you provide, unlawful use of Deliverables after delivery where caused by your modifications or use contrary to documentation, or improper chargebacks and payment reversals related to valid invoices.
Client Agreements may contain reciprocal indemnities for IP and data that prevail for covered projects.
16. Suspension and termination
We may suspend or restrict access to the Site if we reasonably believe you violated these Terms or pose a security risk. We may update or discontinue the Site at any time. Termination of Services for any reason does not relieve you of payment obligations for work performed, committed costs, or cancellation fees under Sections 6 and 7. Sections that by nature should survive (including fees, refunds, intellectual property, disclaimers, limitation of liability, indemnity, and governing law) survive termination.
17. Governing law and disputes
17.1 Governing law
These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law rules, except that mandatory consumer protections in your jurisdiction may apply where you qualify as a consumer and cannot be waived.
17.2 Informal resolution
Before filing a claim, you agree to contact us at hello@ionbuilt.com and attempt good-faith resolution for at least 30 days.
17.3 Venue
Except where prohibited, exclusive jurisdiction for disputes relating to these Terms or the Site shall be in the state or federal courts located in Delaware, and you consent to personal jurisdiction there.
17.4 Client Agreement
Dispute resolution provisions in a Client Agreement (including arbitration, if any) govern paid service disputes.
18. General provisions
- Entire agreement (Site): These Terms, together with the Privacy Policy and Legal notice, constitute the entire agreement regarding Site use.
- Changes: We may update these Terms by posting a revised version with a new effective date. Continued use after changes constitutes acceptance. Material changes may be highlighted on the Site.
- Severability: If a provision is unenforceable, the remainder stays in effect.
- No waiver: Failure to enforce a provision is not a waiver.
- Assignment: You may not assign these Terms without our consent. We may assign them in connection with a merger or sale.
- Force majeure: We are not liable for delays or failures due to events beyond reasonable control (including outages, acts of God, war, labor disputes, or supplier failures).
- Export: You will comply with U.S. export control and sanctions laws and will not use the Site or services for prohibited end uses.
19. Contact
Questions about these Terms:
Email: hello@ionbuilt.com
Subject line: Terms