Terms of Service

1. Agreement to Terms

By accessing or using the services of Escalona Labs LLC ("Company," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our services.

2. Description of Services

Escalona Labs LLC provides the following professional services:

• AI Systems Architecture: Planning and implementation for production-grade AI operating layers
• Voice Agents: AI phone systems for intake, qualification, routing, scheduling, summaries, and escalation
• Chatbots and Assistants: Conversational systems connected to business context, tools, and handoff rules
• Workflow Automation: Agentic workflows across APIs, documents, messaging, databases, and internal tools
• Managed AI Operations: Evaluation, monitoring, prompt improvement, failure handling, and operational support for launched AI systems
• Cybersecurity Intelligence and Exposure Monitoring: Defensive monitoring, risk analysis, incident support, and reporting for authorized business protection

Services are provided through individually defined scopes, timelines, responsibilities, and deliverables as specified in separate Statements of Work (SOW) or written agreements.

2.1 Cybersecurity Intelligence Services

Escalona Labs LLC provides cybersecurity intelligence, exposure monitoring, risk analysis, incident support, and related defensive security services.

Our services may use public information, client-provided information, technical indicators, commercial intelligence, research materials, security telemetry, and other lawfully accessible or lawfully provided data to identify and assess potential digital risk.

Clients are responsible for ensuring they have the authority to submit domains, brands, systems, personnel identifiers, vendors, or other assets for monitoring or analysis.

Escalona Labs may accept, reject, limit, suspend, modify, or terminate any request, data source, report, or service activity at its discretion where legal, security, operational, reputational, contractual, or third-party risk may exist.

2.2 Security Information

In connection with its services, Escalona Labs may process, analyze, retain, secure, restrict, redact, aggregate, withhold, or delete security-related information as reasonably necessary to provide services, protect systems, prevent abuse, support remediation, preserve evidence, comply with legal or contractual obligations, or reduce risk.

Escalona Labs may determine, at its discretion, what information is appropriate to disclose, summarize, redact, retain, quarantine, or remove from any report or system.

2.3 Prohibited Use

Our services may not be used for unlawful access, fraud, harassment, extortion, credential abuse, spam, impersonation, unauthorized surveillance, or any harmful or unlawful activity.

2.4 No Guarantee

Threat intelligence and exposure monitoring are based on third-party sources, technical signals, and available data that may be incomplete, inaccurate, delayed, duplicated, altered, or unavailable. Escalona Labs does not guarantee complete detection, source accuracy, data integrity, continuous availability, or prevention of security incidents.

3. Engagement Process

3.1 Project Initiation

• All projects begin with a signed Statement of Work (SOW)
• The SOW defines scope, deliverables, timeline, and fees
• Changes to scope require written approval and may affect pricing

3.2 Client Responsibilities

• Provide timely feedback and necessary materials
• Ensure timely payment according to agreed terms
• Maintain open communication throughout the project
• Grant necessary access to approved systems, platforms, documentation, and test data as required

3.3 Our Responsibilities

• Deliver work according to the agreed SOW
• Maintain professional standards and quality
• Meet agreed-upon timelines (subject to client responsiveness)
• Protect client confidential information

4. Payment Terms

4.1 Fees and Billing

• Fees are as specified in the signed SOW
• We accept payment via card or other approved payment methods through Stripe or similar processors
• Invoices are due as specified in the SOW (typically Net 15 or upon milestone completion)

4.2 Payment Processing

• Payments are processed securely through Stripe
• By making a payment, you authorize us to charge your payment method
• You represent that you have the legal right to use the payment method provided
• All fees are in US Dollars (USD) unless otherwise specified

4.3 Late Payments

• Late payments may incur a 1.5% monthly service charge
• Projects may be paused for overdue invoices exceeding 30 days
• We reserve the right to pursue collection for outstanding amounts

5. Intellectual Property

5.1 Work Product

• Upon full payment, clients receive ownership of final deliverables as defined in the SOW
• We retain ownership of pre-existing IP, general methodologies, prompts, reusable code libraries, templates, operational playbooks, and internal tooling unless the SOW states otherwise
• Source code ownership is as specified in the individual SOW

5.2 License to Us

• You grant us a limited license to use your materials solely for project completion
• This license terminates upon project completion

5.3 Third-Party Assets

• Client is responsible for obtaining and maintaining licenses for any third-party assets, software, platforms, models, APIs, datasets, telephony providers, or infrastructure accounts controlled by the client
• We may recommend resources, but third-party services remain governed by their own terms, pricing, availability, and data practices

6. Confidentiality

Both parties agree to:

• Maintain confidentiality of proprietary information shared during the engagement
• Use confidential information solely for the purpose of the project
• Not disclose confidential information to third parties without written consent
• This obligation survives termination of the agreement for a period of 3 years

7. Limitation of Liability

7.1 Disclaimer

• Our services are provided "as is" without warranties of any kind, either express or implied
• We do not guarantee specific business outcomes from our services
• Client remains responsible for approving deployments, reviewing outputs, supervising business decisions, and using deliverables in compliance with applicable law
• Security findings may rely on third-party sources, technical signals, and available information that can be incomplete, inaccurate, delayed, duplicated, altered, or unavailable

7.2 Limitation

• Unless otherwise stated in a signed agreement, our total liability for any claim related to a service is limited to the amount paid to Escalona Labs for that specific service during the six months before the event giving rise to the claim
• We shall not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages; loss of profits; loss of data; business interruption; reputational harm; third-party source errors; false positives; false negatives; or actions taken by a client based on security findings
• This limitation applies regardless of the theory of liability (contract, tort, negligence, etc.)

7.3 Indemnification

Client agrees to indemnify and hold harmless Escalona Labs LLC from claims arising from:

• Client's use of deliverables
• Client's breach of these Terms
• Client's violation of any third-party rights

8. Termination

8.1 By Either Party

• Either party may terminate with 30 days written notice
• Client remains liable for all work completed and expenses incurred up to termination date

8.2 For Cause

• Either party may terminate immediately for material breach if uncured within 10 days of notice
• We may terminate immediately for non-payment

8.3 Effect of Termination

• Upon termination, all licenses granted by us terminate
• Client must pay for all work completed through termination date
• Confidentiality obligations survive termination

9. Refund Policy

Please refer to our separate Refund Policy at https://escalonalabs.com/refund for complete details on refunds and cancellations.

Key points:

• Deposits are generally non-refundable once work has commenced
• Refunds for completed milestones are at our discretion
• Stripe processing fees are not refundable

10. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of law principles. Any disputes arising from these Terms shall be resolved in the courts of Miami-Dade County, Florida.

11. Dispute Resolution

11.1 Informal Resolution

Parties agree to first attempt to resolve disputes informally through good-faith negotiation.

11.2 Mediation

If informal resolution fails, parties agree to non-binding mediation. Mediation costs are shared equally.

11.3 Litigation

If mediation fails, disputes may be resolved through litigation in Florida courts.

12. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

13. Entire Agreement

These Terms, together with any signed Statement of Work, constitute the entire agreement between parties regarding the subject matter and supersede all prior agreements, understandings, and communications.

14. Changes to Terms

We reserve the right to modify these Terms at any time. Changes will be effective immediately upon posting to our website. Your continued use of our services following changes constitutes acceptance of the revised Terms.

15. Contact Information

For questions about these Terms, please contact:

Escalona Labs LLC
Email: escalona@escalonalabs.com
Website: https://escalonalabs.com