Effective date: September 18, 2026
Last updated: September 18, 2026
THESE TERMS OF SERVICE ("AGREEMENT") CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN SAGELOGIC AI SOLUTIONS, LLC AND ANY PERSON OR ENTITY THAT ACCESSES OR USES THE COMPANY'S WEBSITE. THIS AGREEMENT CONTAINS MATERIAL PROVISIONS INCLUDING A DISCLAIMER OF WARRANTIES, A LIMITATION OF LIABILITY, AND (FOR CLIENTS WHO HAVE EXECUTED A MASTER SERVICES AGREEMENT WITH THE COMPANY) A BINDING ARBITRATION CLAUSE AND JURY TRIAL WAIVER. THIS AGREEMENT SHOULD BE READ IN ITS ENTIRETY BEFORE ACCESSING OR USING THE SITE.
SageLogic AI Solutions, LLC, a Louisiana limited liability company (the "Company," "SageLogic," "we," "us," or "our"), operates the website accessible at sagelogicaisolution.com (the "Site"). This Agreement governs access to and use of the Site and the general information published thereon.
These Terms of Service apply to all users of the Site, including visitors, prospective clients, and business representatives (collectively, "Users"). Users who have executed a Master Services Agreement ("MSA") and one or more Statements of Work ("SOW") with the Company (each, a "Client") are additionally bound by those executed agreements, which shall govern and control in the event of any conflict with these Terms of Service with respect to the applicable professional services engagement. Engagement-specific obligations (including fees, payment schedules, deposit terms, deliverable acceptance criteria, scope management, phase-by-phase termination rights, and the detailed indemnification obligations of the parties) are governed exclusively by the applicable MSA and SOW and are not modified or superseded by these Terms of Service.
1. Binding Effect and Acceptance
By accessing or using the Site in any manner, the User represents and warrants that: (i) the User is at least eighteen (18) years of age; (ii) the User has the full legal capacity and authority to accept this Agreement on behalf of themselves or the organization they represent; and (iii) the User agrees to be legally bound by all terms and conditions set forth herein. If the User does not agree to these Terms of Service, the User must immediately cease all access to and use of the Site.
These Terms of Service govern the User's access to and use of the Site and the Company's general informational content. They do not alter, amend, or supersede any executed MSA, SOW, or Non-Disclosure Agreement between the Company and a Client. In the event of any conflict between these Terms of Service and an executed client agreement, the executed client agreement shall control with respect to the subject matter of that agreement.
2. Definitions
The following terms shall have the meanings set forth below when used in this Agreement. Additional defined terms applicable to a specific client engagement are set forth in the applicable MSA and SOW.
"Client" means any individual or business entity that has executed a Master Services Agreement and at least one Statement of Work with the Company.
"Confidential Information" means all non-public information disclosed by either party to the other that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of its disclosure, including without limitation business plans, financial data, pricing, artificial intelligence system architectures, prompt structures, governance frameworks, operational methodologies, and client data.
"Deliverable" means any work product, document, system, report, or other output specified in a Statement of Work as an item to be provided to the Client.
"MSA" means a Master Services Agreement executed by the Company and a Client governing all professional services engagements between them.
"SageLogic Framework" means the Company's proprietary methodologies, frameworks, tooling, templates, prompt architectures, governance structures, escalation models, and system patterns, each developed independently of any specific client engagement.
"Services" means the professional artificial intelligence consulting, design, configuration, deployment, training, and support services provided by the Company pursuant to an executed SOW.
"Site" means the Company's website and all content, pages, and resources accessible at sagelogicaisolution.com and any associated subdomains.
"SOW" means a Statement of Work executed by the Company and a Client that defines the scope, Deliverables, timeline, fees, and acceptance criteria for a specific engagement.
"User" means any individual or entity that accesses or uses the Site, including visitors, prospective clients, and business representatives.
3. Grant of Site License; General Use
3.1 Limited License
Subject to the User's compliance with this Agreement, the Company hereby grants the User a limited, non-exclusive, non-transferable, revocable license to access and use the Site solely for the purpose of learning about the Company's services, submitting inquiries, and accessing published informational content. This license does not extend to any commercial use of the Site or its content, and may be revoked by the Company at any time for any reason or no reason, without notice or liability.
3.2 Website Content Disclaimer
All content published on the Site (including articles, guides, blog posts, case study summaries, methodology descriptions, and general information regarding artificial intelligence) is provided for general informational purposes only. Such content does not constitute and shall not be construed as legal, financial, medical, regulatory, tax, compliance, or other licensed professional advice. The Company makes no representation or warranty, express or implied, as to the accuracy, completeness, currency, or fitness for any particular purpose of any content published on the Site. Reliance upon any content published on the Site is at the User's sole risk. For advice specific to the User's circumstances, the User should consult a duly qualified professional.
3.3 Site Availability
The Company does not represent or warrant that the Site will be available at all times, uninterrupted, or free from technical errors. The Company reserves the right to modify, suspend, or discontinue the Site or any portion thereof at any time, with or without notice, and shall have no liability to any User as a result of such modification, suspension, or discontinuance.
3.4 Inquiries and Contact Submissions
Users who submit inquiries, intake forms, or contact requests through the Site represent and warrant that all information submitted is accurate, complete, and not misleading. The Company's use of information submitted through the Site is governed by the Company's Privacy Notice, which is incorporated herein by reference.
4. Prohibited Conduct
4.1 Site-Specific Prohibitions
Users shall not engage in any of the following conduct with respect to the Site. Violations of this Section may result in immediate termination of access, legal action, or both:
Deploy automated robots, scrapers, crawlers, spiders, or data extraction tools of any kind against the Site without the express prior written authorization of the Company.
Attempt to gain unauthorized access to any server, database, account, or system associated with or underlying the Site.
Interfere with, disrupt, degrade, or impair the performance, security, or integrity of the Site or its underlying infrastructure, including through denial-of-service attacks, malware, injection exploits, or analogous methods.
Impersonate the Company, any officer, employee, or agent of the Company, or any other person or entity, in any communication or online representation.
Harvest, collect, or compile contact information or other data from the Site for purposes of unsolicited commercial communications.
Collect data regarding other users of the Site or conduct surveillance of any Site user without authorization.
Frame, mirror, scrape, republish, or otherwise reproduce any portion of the Site or its content without the express prior written consent of the Company.
4.2 Services and Deliverable Prohibitions
With respect to the Company's professional Services, Deliverables, and Confidential Information, Users and Clients shall not:
Use the Site or the Company's Services for any unlawful, deceptive, fraudulent, or harmful purpose.
Reverse engineer, decompile, disassemble, replicate, or attempt to derive the source logic, architecture, or design of the SageLogic Framework, or any methodology, prompt architecture, or governance system design proprietary to the Company.
Use Client data, Confidential Information, or any information provided to or received from the Company to train, fine-tune, optimize, evaluate, or otherwise improve any artificial intelligence model, automated workflow, or machine learning platform, without the express prior written consent of the Company.
Transmit Confidential Information to any third-party platform or service that retains, logs, analyzes, or processes submitted data for any purpose other than the defined Engagement.
Develop, build, or commercialize competing workflows, automation systems, governance structures, or artificial intelligence operational systems derived in whole or in substantial part from the Company's Confidential Information.
Circumvent, disable, remove, or otherwise undermine any governance control, escalation logic, human-review requirement, or operational safeguard incorporated into any artificial intelligence system delivered by the Company.
Substitute any artificial intelligence output produced by a system delivered by the Company for the independent professional judgment of a licensed attorney, financial advisor, physician, regulatory specialist, or other licensed professional.
Represent any artificial intelligence output as definitive, authoritative, final, or approved without prior independent human review.
5. Professional Services
5.1 Nature and Scope of Services
The Company provides professional consulting, design, configuration, deployment, training, and support services related to artificial intelligence, automation, workflow architecture, analytics, and decision-support systems. The specific scope of Services, Deliverables, timelines, fees, and acceptance criteria applicable to any engagement are defined exclusively in a separately executed MSA and SOW. This Agreement does not constitute an offer to provide, or a commitment to perform, any professional services. No Engagement is authorized, and no work shall commence, without a fully executed SOW and receipt of the applicable deposit or fee payment as specified therein.
5.2 Best Efforts; No Guarantee of Results
Services are provided on a commercially reasonable, best-efforts basis. The Company does not guarantee any specific result, outcome, revenue impact, cost reduction, accuracy level, or suitability for any particular purpose. All outputs generated by artificial intelligence systems delivered by the Company are probabilistic and assistive in nature. Such outputs require independent human review and validation prior to any operational or decisional reliance. The Company makes no warranty that artificial intelligence outputs will be error-free, uninterrupted, or compliant with any applicable regulatory requirement.
5.3 Client Obligations
Clients engaging the Company's Services are obligated to: provide accurate, complete, and lawfully held data and information; ensure that all personnel participating in the Engagement are duly authorized to share the materials they provide; use Services and Deliverables responsibly and within the scope defined in the applicable SOW; and comply with all applicable federal, state, and local laws governing the Client's use of artificial intelligence-assisted outputs. The full scope of Client obligations for any Engagement is set forth in the applicable MSA and SOW.
5.4 No Substitute for Licensed Professional Judgment
Neither the Company's Services nor any output generated by an artificial intelligence system delivered by the Company constitutes legal, financial, medical, regulatory, tax, compliance, or other licensed professional advice. With respect to any matter requiring the judgment of a licensed professional, the Client must retain and consult a duly qualified practitioner before taking action based on any Company output.
6. Intellectual Property
6.1 Site Content
All content published on or through the Site (including text, graphics, logos, methodology descriptions, design elements, and published informational materials) constitutes the exclusive intellectual property of SageLogic AI Solutions, LLC and is protected by applicable copyright, trademark, and other intellectual property laws of the United States. Unauthorized reproduction, distribution, modification, public display, or commercial exploitation of any Site content is prohibited. Limited quotation with proper attribution, for non-commercial informational or educational purposes, is permissible.
6.2 SageLogic Framework
The Company retains all right, title, and interest in and to the SageLogic Framework, including its proprietary methodologies, governance structures, prompt architectures, escalation models, and system design patterns. Nothing in this Agreement, and nothing disclosed in any content published on the Site, transfers or licenses any ownership interest in the SageLogic Framework to any User or Client.
6.3 Client Data
Clients retain full ownership of all data, documents, and materials provided to the Company in connection with an Engagement. The Company's rights with respect to Client data (including the scope of permitted use, disclosure restrictions, retention obligations, and return or destruction requirements) are governed exclusively by the applicable MSA.
6.4 Deliverable License
Upon receipt of full payment of all fees due under an applicable SOW, the Company grants the Client a perpetual, non-exclusive, non-transferable license to use the Deliverables specified in that SOW solely for the Client's internal business operations. This license does not include the right to sublicense, resell, white-label, or use Deliverables to provide services to third parties. Deliverable license terms are set forth in their entirety in the applicable MSA.
6.5 Feedback
Any feedback, suggestions, or recommendations submitted by a User or Client regarding the Site or the Company's Services may be used by the Company without restriction or obligation, including for incorporation into the Company's methodologies, systems, or service offerings. No compensation or attribution shall be owed for any such submission.
7. Artificial Intelligence Governance Disclosures
7.1 Human Oversight Requirement
All artificial intelligence systems designed and delivered by the Company are subject to defined human-review controls at designated operational oversight points established in the applicable SOW and governance documentation. No artificial intelligence system delivered by the Company makes final, autonomous, or legally binding decisions without human review and approval at those oversight points. Artificial intelligence systems delivered by the Company function as decision-support tools and do not operate as decision-making authorities.
7.2 Output Limitations and Client Responsibility
Artificial intelligence systems produce probabilistic outputs subject to inherent limitations in accuracy, completeness, and contextual applicability. All such outputs require independent human review prior to operational reliance. The Company does not warrant the accuracy, completeness, or regulatory compliance of any artificial intelligence-generated output. All decisions made on the basis of artificial intelligence outputs are solely the responsibility of the Client. The Company does not make final determinations, approvals, or decisions on any Client's behalf.
7.3 Cybersecurity
The Company does not warrant that any artificial intelligence system, software integration, automated workflow, or third-party platform utilized in connection with a Services engagement will be free from cybersecurity threats, unauthorized access, malicious code, ransomware, phishing attacks, or data interception. Each Client retains sole responsibility for maintaining its own endpoint security protocols, credential management practices, employee training obligations, data backup procedures, and incident response capabilities with respect to its own systems and personnel.
7.4 Privacy
The Company's collection, use, and disclosure of information obtained through the Site is governed by the Company's Privacy Notice, which is incorporated into this Agreement by reference. In the event of a conflict between the Privacy Notice and this Agreement, this Agreement shall control. The handling of Client Data in connection with a Services engagement is governed exclusively by the applicable MSA.
8. Disclaimer of Warranties
THE SITE AND ALL CONTENT, INFORMATION, AND MATERIALS PUBLISHED THEREON ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY CONTENT PUBLISHED ON THE SITE IS ACCURATE, COMPLETE, CURRENT, OR SUITABLE FOR ANY PARTICULAR USE.
WITH RESPECT TO PROFESSIONAL SERVICES, THE COMPANY PROVIDES ALL SERVICES AND DELIVERABLES ON AN "AS IS" BASIS AND EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. THE COMPANY DOES NOT WARRANT THAT ANY ARTIFICIAL INTELLIGENCE SYSTEM WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ITS OUTPUTS WILL SATISFY ALL CLIENT REQUIREMENTS OR BE SUITABLE FOR ANY SPECIFIC REGULATORY, LEGAL, OR PROFESSIONAL PURPOSE.
9. Limitation of Liability
9.1 Exclusion of Consequential and Indirect Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS MEMBERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE TO ANY USER OR CLIENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SITE, OR ANY SERVICES, REGARDLESS OF THE LEGAL THEORY ASSERTED AND REGARDLESS OF WHETHER THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 Aggregate Liability Cap
FOR CLAIMS ARISING OUT OF OR RELATED TO A USER'S ACCESS TO OR USE OF THE SITE (NOT INVOLVING AN EXECUTED SERVICES ENGAGEMENT): THE COMPANY'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).
FOR CLAIMS ARISING OUT OF OR RELATED TO PROFESSIONAL SERVICES PROVIDED UNDER AN EXECUTED MSA AND SOW: THE COMPANY'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE CLIENT UNDER THE SPECIFIC SOW GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE. THIS CAP APPLIES REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND SHALL NOT BE CONSTRUED TO LIMIT THE CLIENT'S OBLIGATION TO PAY FEES DUE.
9.3 Exceptions; Confidentiality Sub-Cap
The exclusions set forth in Sections 9.1 and 9.2 shall not apply to: (i) damages arising directly from the gross negligence or willful misconduct of the Company; or (ii) liability arising from a breach of confidentiality obligations under Section 10 of this Agreement or the applicable MSA or Non-Disclosure Agreement. Notwithstanding the foregoing, the Company's total liability for breach of confidentiality obligations (other than claims arising from the intentional misappropriation of trade secrets) shall not exceed two times (2x) the total fees paid by the Client under the applicable SOW. Claims arising from the intentional misappropriation of trade secrets shall not be subject to any contractual cap on damages.
10. Confidentiality
This Agreement does not impose confidentiality obligations upon Users who have not entered into an executed Non-Disclosure Agreement or Master Services Agreement with the Company. All mutual confidentiality obligations between the Company and Clients (including the definition of Confidential Information, the scope of permitted disclosure, artificial intelligence methodology restrictions, compelled disclosure procedures, data return and destruction obligations, and the survival of confidentiality obligations following termination) are governed exclusively by the applicable Non-Disclosure Agreement and Master Services Agreement executed between the parties. Nothing in this Agreement modifies, supplements, or supersedes those executed agreements.
Information submitted by Users through the Site's contact or intake forms shall be handled by the Company with reasonable care and shall not be disclosed to third parties except as set forth in the Company's Privacy Notice or as required by applicable law.
11. Dispute Resolution
11.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.
11.2 Disputes Involving General Website Users
Any dispute, claim, or controversy arising out of or relating to this Agreement or the User's access to or use of the Site that does not involve a Client with a fully executed MSA shall be subject to the exclusive jurisdiction of the state and federal courts situated in Acadia Parish, Louisiana. Each party hereby irrevocably consents to personal jurisdiction and venue in such courts and waives any objection on the grounds of inconvenient forum.
11.3 Disputes Involving Clients: Good-Faith Negotiation and Mediation
Prior to initiating any formal dispute resolution proceeding, the parties to an executed MSA shall first attempt to resolve any dispute, claim, or controversy arising out of or relating to the MSA, any SOW, or the performance of Services through good-faith negotiation between senior representatives of each party for a period of not less than thirty (30) days following the delivery of written notice of the dispute. If the dispute remains unresolved following such negotiation period, the parties shall submit the dispute to non-binding mediation before a mutually agreed mediator located in Louisiana prior to commencing arbitration.
11.4 Disputes Involving Clients: Binding Arbitration
If mediation fails to resolve the dispute within forty-five (45) days of its commencement, or if a party fails to participate in mediation in good faith, the dispute shall be submitted to final and binding arbitration in Acadia Parish, Louisiana, administered under the Commercial Arbitration Rules of the American Arbitration Association then in effect, before a single neutral arbitrator. The arbitrator's award shall be final and binding upon the parties and may be entered as a judgment in any court of competent jurisdiction.
BY ENTERING INTO AN EXECUTED MASTER SERVICES AGREEMENT WITH THE COMPANY, EACH CLIENT EXPRESSLY AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY AND ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING WITH RESPECT TO ANY DISPUTE ARISING UNDER THE MSA, ANY SOW, OR THE PERFORMANCE OF SERVICES.
11.5 Emergency and Injunctive Relief
Notwithstanding the foregoing, either party shall be entitled to seek emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent or remedy any actual or threatened breach of confidentiality obligations, misappropriation of intellectual property, or other irreparable harm, without waiving or affecting any right to arbitration and without the requirement of posting a bond or other security except as required by applicable law.
12. General Provisions
12.1 Independent Contractor
The Company is and shall at all times remain an independent contractor. Nothing in this Agreement shall be construed to create an employment, partnership, joint venture, agency, franchise, or fiduciary relationship between the Company and any User or Client. The Company's personnel are not entitled to any employee benefits, workers' compensation coverage, or other employment-related rights or protections from any Client.
12.2 Amendments
The Company reserves the right to modify these Terms of Service at any time. Amendments shall be effective upon publication on the Site, as reflected by an updated Effective Date. The Company shall provide written notice by electronic mail to active Clients no fewer than thirty (30) days prior to the effective date of any material amendment. Continued access to or use of the Site following the publication of an amended version of this Agreement shall constitute acknowledgment of the updated Terms by general website Users. For Clients with executed MSAs, these Terms of Service do not modify any executed agreement without a written amendment signed by authorized representatives of both parties.
12.3 Force Majeure
The Company shall not be liable for any delay or failure in the availability of the Site or in the performance of Services resulting from any cause beyond the Company's reasonable control, including natural disasters, acts of God, fire, flood, hurricane, utility failures, internet service interruptions, acts of government or regulatory authority, war, terrorism, pandemics, cybersecurity incidents, third-party cloud platform outages, application programming interface failures, or telecommunications disruptions, provided that the Company employs commercially reasonable efforts to restore availability or performance.
12.4 Assignment
No User or Client may assign, delegate, or transfer any right or obligation under this Agreement without the prior written consent of the Company. Any purported assignment in violation of this Section shall be null and void. The Company may assign this Agreement, without consent, to any successor entity in connection with a merger, acquisition, restructuring, or sale of all or substantially all of the Company's assets, provided that the successor entity assumes all obligations of the Company hereunder.
12.5 Severability
If any provision of this Agreement is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it enforceable, or, if modification is not practicable, severed from this Agreement, and the remaining provisions shall continue in full force and effect. The parties shall negotiate in good faith to replace any severed provision with a valid provision that achieves, to the greatest extent possible, the original economic and legal intent.
12.6 Waiver
No failure or delay by the Company in exercising any right or remedy under this Agreement shall constitute a waiver of that right or remedy. No waiver of any provision of this Agreement shall be effective unless made in writing. A waiver of any particular breach or default shall not constitute a waiver of any subsequent breach or default of the same or any other provision.
12.7 Entire Agreement
This Agreement, together with the Company's Privacy Notice, constitutes the entire agreement between the Company and general website Users with respect to the access to and use of the Site. For Clients with executed agreements, this Agreement is supplemented by and subordinate to the applicable MSA, SOW, and Non-Disclosure Agreement, each of which shall control in the event of any conflict with respect to the subject matter thereof.
12.8 Survival
The following provisions shall survive any termination or expiration of this Agreement or any applicable Engagement: Sections 2, 4, 6, 8, 9, 10, 11, and 12. Obligations of confidentiality relating to trade secrets and artificial intelligence system designs shall survive indefinitely to the fullest extent permitted by applicable law.
12.9 Notices
All formal legal notices to the Company under this Agreement shall be submitted in writing by electronic mail with delivery confirmation or by certified United States mail, return receipt requested, to the address set forth in Section 13. Notices are effective upon confirmed receipt.
13. Contact Information
Questions regarding this Agreement, legal notices, and inquiries concerning the Company's professional services should be directed to the Company as follows:
SageLogic AI Solutions, LLC
Jack Larriviere, Founder and Principal Consultant
1111 Tanner Road, Rayne, LA 70578-7752
jacklarriviere@sagelogicaisolution.com
337-717-9669