Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and JDY AUTO INC, doing business as Journey Auto ("Company," "we," "us," or "our"), concerning your access to and use of our website www.journeyauto.hair and our professional services.

By accessing our website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access our website or use our services.

2. Company Information

JDY AUTO INC is a professional services company specializing in computer systems design and related technical services.

3. Services Description

Journey Auto provides professional services in the following areas:

• Computer systems design and architecture
• Computer integrated systems design and implementation
• Technical consulting and advisory services
• Scientific and technical professional services
• Management and technical consulting
• Systems integration and optimization
• Digital transformation consulting
• Custom software and systems development

Specific service details, deliverables, timelines, and pricing will be outlined in separate service agreements or statements of work.

4. Eligibility and Account Registration

To use our services, you must:

• Be at least 18 years of age or the age of majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Provide accurate, current, and complete information
• Maintain and update your information as necessary
• Not be prohibited from receiving services under applicable laws

If you are accessing our services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

5. Service Agreements and Contracts

5.1 Engagement Process

Professional services are provided pursuant to written agreements that may include:

• Master Service Agreements (MSA)
• Statements of Work (SOW)
• Project proposals and quotes
• Service level agreements (SLA)
• Non-disclosure agreements (NDA)

5.2 Scope of Work

Each engagement will clearly define:

• Project objectives and deliverables
• Timeline and milestones
• Pricing and payment terms
• Responsibilities of both parties
• Acceptance criteria and procedures
• Change management processes

5.3 Modifications

Any changes to the scope, timeline, or pricing must be agreed upon in writing through a formal change order process.

6. Fees and Payment

6.1 Pricing

Service fees will be specified in the applicable service agreement. Pricing may be based on:

• Fixed project fees
• Time and materials (hourly or daily rates)
• Retainer arrangements
• Subscription or recurring fees
• Milestone-based payments

6.2 Payment Terms

Unless otherwise specified in writing:

• Invoices are due within 30 days of the invoice date
• Payment must be made in US Dollars (USD)
• Late payments may incur interest charges at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower
• We reserve the right to suspend services for accounts with overdue balances

6.3 Expenses

Client will reimburse reasonable, pre-approved expenses incurred in connection with services, including travel, accommodation, and third-party costs.

6.4 Taxes

Fees are exclusive of all applicable taxes, duties, and levies. Client is responsible for all taxes except those based on our net income.

7. Client Responsibilities

To enable successful service delivery, Client agrees to:

• Provide timely access to necessary information, systems, and personnel
• Designate authorized representatives for decision-making
• Review and approve deliverables within agreed timeframes
• Provide accurate and complete information
• Comply with all applicable laws and regulations
• Maintain appropriate backups of data and systems
• Provide a safe and suitable work environment when on-site services are required

8. Intellectual Property Rights

8.1 Pre-Existing IP

Each party retains all rights to intellectual property owned prior to the engagement. We retain ownership of our methodologies, tools, frameworks, and general knowledge.

8.2 Work Product

Unless otherwise specified in a service agreement:

• Custom deliverables created specifically for Client will be owned by Client upon full payment
• We retain the right to use general knowledge, skills, and experience gained during the engagement
• We may use anonymized project information for case studies and marketing with Client approval

8.3 Third-Party IP

Any third-party software, tools, or materials used in service delivery remain the property of their respective owners and are subject to separate licensing terms.

9. Confidentiality

Both parties agree to:

• Maintain the confidentiality of proprietary and sensitive information
• Use confidential information only for the purposes of the engagement
• Implement reasonable security measures to protect confidential information
• Return or destroy confidential information upon request or termination
• Not disclose confidential information to third parties without prior written consent

Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

10. Warranties and Disclaimers

10.1 Our Warranties

We warrant that:

• Services will be performed in a professional and workmanlike manner
• We have the necessary skills, experience, and resources to provide the services
• Services will comply with specifications outlined in the service agreement
• We will comply with applicable laws and regulations

10.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN A SERVICE AGREEMENT, OUR SERVICES AND WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

We do not warrant that:

• Services will be uninterrupted, timely, secure, or error-free
• Results obtained from services will be accurate or reliable
• The quality of services will meet your expectations
• Any errors will be corrected

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO SERVICES SHALL NOT EXCEED THE FEES PAID BY CLIENT FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM IN THE 12 MONTHS PRECEDING THE CLAIM
• WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION
• THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE)

Some jurisdictions do not allow the exclusion or limitation of certain damages, so these limitations may not apply to you.

12. Indemnification

Client agrees to indemnify, defend, and hold harmless JDY AUTO INC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses arising from:

• Client's breach of these Terms or any service agreement
• Client's violation of any law or regulation
• Client's infringement of third-party rights
• Client's use of deliverables or services
• Negligence or willful misconduct by Client

13. Term and Termination

13.1 Term

These Terms remain in effect while you access or use our website or services.

13.2 Termination for Convenience

Either party may terminate a service agreement with written notice as specified in the agreement. Client remains responsible for fees for services performed prior to termination.

13.3 Termination for Cause

Either party may terminate immediately if the other party:

• Materially breaches these Terms or a service agreement
• Becomes insolvent or files for bankruptcy
• Engages in fraudulent or illegal activities

13.4 Effect of Termination

Upon termination:

• Client must pay all outstanding fees and expenses
• We will deliver completed work products
• Each party will return confidential information
• Provisions that by their nature should survive will continue in effect

14. Data Protection and Privacy

Our collection, use, and protection of personal information is governed by our Privacy Policy, available at Privacy Policy. By using our services, you consent to our privacy practices.

15. Acceptable Use

You agree not to:

• Use our services for any illegal or unauthorized purpose
• Violate any laws, regulations, or third-party rights
• Transmit viruses, malware, or harmful code
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt our services or servers
• Impersonate any person or entity
• Collect or harvest information about other users
• Use automated systems to access our website without permission

16. Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, pandemics, or failures of third-party services. The affected party must provide prompt notice and make reasonable efforts to resume performance.

17. Independent Contractors

The relationship between Client and JDY AUTO INC is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship. Neither party has authority to bind the other or incur obligations on the other's behalf.

18. Dispute Resolution

18.1 Negotiation

In the event of any dispute, the parties agree to first attempt to resolve the matter through good faith negotiations.

18.2 Mediation

If negotiation fails, the parties agree to attempt mediation before pursuing litigation or arbitration.

18.3 Arbitration

Any dispute not resolved through negotiation or mediation shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. Arbitration shall take place in Ontario, California.

18.4 Class Action Waiver

You agree that disputes will be resolved on an individual basis and waive any right to participate in class action lawsuits or class-wide arbitration.

19. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of California and the United States, without regard to conflict of law principles. Any legal action or proceeding shall be brought exclusively in the state or federal courts located in San Bernardino County, California.

20. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by:

• Posting updated Terms on our website with a new "Last Updated" date
• Sending email notification to registered users
• Displaying a prominent notice on our website

Your continued use of our services after the effective date constitutes acceptance of the modified Terms. If you do not agree to the changes, you must discontinue use of our services.

21. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

22. Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative.

23. Entire Agreement

These Terms, together with any service agreements and our Privacy Policy, constitute the entire agreement between you and JDY AUTO INC regarding the use of our services and supersede all prior agreements and understandings.

24. Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this section is void.

25. Notices

All notices under these Terms must be in writing and sent to:

Notices sent by email are deemed received when acknowledged. Notices sent by mail are deemed received three business days after mailing.

26. Contact Information

For questions about these Terms of Service, please contact us:

27. Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM.