Terms of Service

1. Acceptance of Terms

By accessing www.datadepot.tech or purchasing services from Data Depot Labs, Inc. (“Data Depot,” “we,” “us,” or “our”), you (“Client,” “you,” or “your”) agree to be bound by these Terms of Service. If you are entering into these terms on behalf of a business entity, you represent that you have authority to bind that entity. You must be at least 18 years of age to use our services.

2. Description of Services

Data Depot provides professional data engineering services including:

• Diagnostic Call ($350): A 30-minute assessment of your data infrastructure with a personalized action plan.
• The Faucet: Fixed-scope automation packages — Single Automation ($5,000), Automation Bundle ($12,000), and Blueprint + Build ($18,000).
• The Waterworks: Staff-level data engineering subscriptions — Monthly ($45,000/mo), 6-Month ($38,000/mo), 12-Month ($32,000/mo), and Annual Prepay ($326,400).

Services are professional data engineering services, not software products. Results depend on client cooperation, timely data access, and existing infrastructure conditions.

3. Client Portal

Waterworks subscribers receive access to a client portal at datadepot.tech/portal. Portal access is governed by these terms. You are responsible for maintaining the security of your login credentials and for all activity under your account. Portal content — including project boards, messages, and deliverables — is confidential.

4. Payment Terms

• All fees are as quoted at the time of purchase and are in US dollars.
• Subscription fees are billed monthly in advance and auto-renew unless cancelled with 30 days written notice.
• Commitment deposits (6-month: 15%, 12-month: 15%) are non-refundable.
• Annual prepay is due in full at checkout.
• Faucet packages are due in full at checkout and non-refundable once work begins.
• Diagnostic call fees are non-refundable once the call has occurred.
• Payment methods: credit card and ACH/bank transfer via Stripe.
• Services may be suspended if payment is more than 15 days past due.
• All fees are exclusive of applicable taxes, which are the Client's responsibility.

5. Intellectual Property

• Work Product: Client owns all custom deliverables (pipelines, dashboards, automations, reports) created specifically for Client, upon payment in full.
• Provider IP: Data Depot retains ownership of its frameworks, methodologies, tools, templates, and proprietary processes, including the Data Plumbing Framework. These are not transferred to Client.
• License: Data Depot grants Client a perpetual, non-exclusive, non-transferable license to use any Data Depot IP embedded in deliverables, solely for Client's internal business purposes.
• Client may not resell, sublicense, or create derivative works of Data Depot's frameworks or methodologies.
• Data Depot retains the right to use anonymized learnings and general techniques developed during engagements for other clients.
• Client data remains Client property at all times.

6. Confidentiality

Both parties agree to maintain the confidentiality of information designated as confidential or that a reasonable person would understand to be confidential. Confidential information includes but is not limited to: business data, technical architecture, credentials, portal content, pricing terms, and proprietary methodologies. Exceptions: information that is publicly available, independently developed, or required to be disclosed by law. Confidentiality obligations survive termination for three (3) years.

7. Use of AI and Automated Tools

Data Depot utilizes artificial intelligence, machine learning, large language models, and automated tools in the delivery of services and communications. These tools are used for, but not limited to: code generation, data analysis, pipeline construction, automated email communications, quality assurance, and documentation.

Limitation on AI Accuracy

Artificial intelligence tools may produce outputs that are inaccurate, incomplete, misleading, or contextually inappropriate. Such outputs are commonly referred to as “hallucinations.” While Data Depot implements reasonable quality control measures — including human review of material deliverables, automated testing of generated code, and validation against known data patterns — no guarantee is made that AI-generated outputs will be free from errors.

Human Oversight

All material deliverables undergo human review before delivery to Client. AI tools augment but do not replace professional engineering judgment.

Client Responsibility

Client is responsible for independently verifying AI-assisted deliverables before relying on them for business-critical decisions. Client acknowledges that AI-assisted outputs are subject to the same limitations of liability as all other services described in these terms.

Continuous Improvement

Data Depot continuously monitors AI tool performance and implements improvements. Client may report suspected AI-related issues via the client portal or by email.

No Consequential Liability for AI Outputs

In no event shall Data Depot be liable for indirect, consequential, special, or punitive damages arising from AI tool outputs, including but not limited to incorrect data transformations, erroneous analytics, or flawed recommendations.

8. Data Handling and Security

Client data is processed solely for service delivery purposes. Data Depot implements industry-standard security measures consistent with OWASP best practices, including encryption at rest and in transit, role-based access controls, and audit logging. Client credentials stored in the portal are encrypted using AES-256-GCM. Data Depot will notify Client within 72 hours of discovering a data breach affecting Client data.

Client Credential Responsibility

While Data Depot implements industry best practices to safeguard credentials stored within the portal, Client is ultimately responsible for the secure management of their own credentials, API keys, access tokens, and related secrets. Client shall implement reasonable security practices including but not limited to: regular credential rotation, setting expiration dates, enforcing role-based access controls within their own systems, and revoking credentials that are no longer needed. Data Depot is not liable for security incidents arising from Client's failure to follow reasonable credential management practices, including but not limited to: sharing credentials with unauthorized parties, failing to rotate compromised credentials, or using weak or reused passwords.

For full data handling practices, see our Privacy Policy.

9. Limitation of Liability

To the maximum extent permitted by applicable law, Data Depot Labs, Inc.'s total aggregate liability arising out of or related to these terms or the services shall not exceed the total fees paid by Client to Data Depot in the twelve (12) months preceding the event giving rise to the claim.

In no event shall Data Depot be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost data, business interruption, cost of substitute services, or loss of goodwill, regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if Data Depot has been advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, Data Depot's liability shall be limited to the minimum extent permitted by applicable law.

10. Indemnification

Client agrees to indemnify, defend, and hold harmless Data Depot Labs, Inc., its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Client's use or misuse of deliverables, including any third-party claims resulting from Client's deployment of deliverables in production environments
• Client's violation of any third-party rights, including intellectual property, privacy, or contractual rights
• Client data that infringes or misappropriates any third-party intellectual property rights
• Client's breach of these terms, including failure to comply with acceptable use provisions
• Client's failure to implement reasonable security practices for credentials, API keys, or access tokens provided through the portal or during service delivery
• Any claims arising from Client's business operations, regulatory non-compliance, or use of services in violation of applicable law

Client shall promptly notify Data Depot of any claim, allow Data Depot to participate in or control the defense at Data Depot's election, and cooperate reasonably with the defense.

11. Warranties and Disclaimers

Data Depot warrants that services will be performed in a professional and workmanlike manner consistent with generally accepted industry standards. This warranty applies solely to deliverables as provided by Data Depot at the time of delivery.

Except as expressly stated in these terms, all services are provided “as is” and “as available” without warranties of any kind, either express or implied. Data Depot disclaims all implied warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Data Depot does not warrant that services will be uninterrupted, error-free, or that all defects will be corrected. No warranty is made regarding the results or outcomes of data engineering work — results depend on many factors outside Data Depot's control.

Post-Delivery Modifications

All warranties are void with respect to any deliverable that has been modified, altered, reconfigured, or extended by Client or any third party after delivery by Data Depot. Data Depot is not responsible for defects, failures, data loss, security vulnerabilities, or performance degradation caused by modifications made by anyone other than Data Depot personnel. If Client engages third-party developers, contractors, or internal staff to modify deliverables, Client assumes full responsibility for the functionality, security, and reliability of those deliverables from the point of modification forward. Data Depot may, at its discretion and at additional cost, assess and remediate issues introduced by third-party modifications, but is under no obligation to do so.

12. Term and Termination

• Subscriptions may be cancelled with 30 days written notice. No refund is issued for the current billing period.
• Faucet engagements are non-cancellable once work begins.
• Diagnostic call fees are non-refundable once the call has occurred.
• Data Depot may terminate for material breach with 15 days written notice and opportunity to cure.
• Upon termination: Data Depot delivers all completed work product. Client data is returned or deleted within 30 days at Client's election.

13. Dispute Resolution

These terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles. Disputes shall first be addressed through good-faith negotiation for a period of thirty (30) days. If not resolved, disputes shall be settled by binding arbitration under the American Arbitration Association (AAA) Commercial Arbitration Rules, conducted in Wilmington, Delaware. Each party shall bear its own costs and attorneys' fees unless the arbitrator determines otherwise. Nothing in this section prevents either party from seeking injunctive or equitable relief in a court of competent jurisdiction.

14. Acceptable Use

Client shall not:

• Reverse engineer, decompile, or disassemble any aspect of the services
• Use services for any illegal or unauthorized purpose
• Attempt to gain unauthorized access to systems or data
• Share portal credentials with unauthorized individuals
• Resell, sublicense, or redistribute services or deliverables to third parties

Client shall:

• Provide accurate and complete information
• Grant necessary access to systems and data required for service delivery
• Respond to reasonable information requests within five (5) business days

15. Modifications

Data Depot may update these terms by providing 30 days notice via email to the address on file. Continued use of services after the notice period constitutes acceptance of modified terms. Material changes to pricing terms require mutual written agreement.

16. General Provisions

• Entire Agreement: These terms, together with any applicable Master Services Agreement, service orders, and the Privacy Policy, constitute the entire agreement between the parties.
• Severability: If any provision is found unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any provision does not constitute a waiver.
• Assignment: Client may not assign these terms without Data Depot's prior written consent. Data Depot may assign to a successor entity.
• Force Majeure: Neither party is liable for delays caused by events beyond reasonable control, including natural disasters, pandemics, government actions, or infrastructure failures.
• Notices: All notices shall be sent via email to the addresses on file and are deemed received when sent.

17. Contact

For questions about these terms, contact us at hello@datadepot.tech or visit www.datadepot.tech.