Terms of Service

1. Acceptance of Terms

Welcome to Unified Data Indexing. These Terms of Service ("Terms") govern your access to and use of the services, website, and any related platforms provided by Unified Data Indexing ("Company," "we," "us," or "our"), located at 300 E Scioto St, Saint James, MO 65559. By engaging our services, accessing our website, or entering into a service agreement with us, you ("Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety.

If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use our services.

We reserve the right to update, amend, or modify these Terms at any time without prior notice. Your continued use of our services following any changes constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically to stay informed of any updates. The date of the most recent revision will always be posted at the top of this document.

2. Description of Services

Unified Data Indexing provides professional administrative data processing and record management services to businesses and organizations. Our core service offerings include, but are not limited to:

• Records Digitization: The conversion of physical business documentation, including paper records, legacy files, bound volumes, microfilm, and other tangible media, into secure digital formats. This process may include high-resolution scanning, optical character recognition (OCR), metadata tagging, and digital archival storage preparation.
• Database Record Indexing: The systematic sorting, tagging, categorizing, and organizing of incoming and existing enterprise data to facilitate rapid and accurate retrieval. This includes the development of custom indexing schemas, taxonomy creation, and integration with existing database management systems.
• Accuracy Verification Audits: Comprehensive cross-referencing of internal data sets against source documents and established standards to identify and correct errors, inconsistencies, and discrepancies. Our multi-pass verification process is designed to achieve and maintain accuracy rates of 99.8% or higher.
• Data Cleansing: The identification and removal of duplicate, outdated, incomplete, or otherwise obsolete records from business information systems. This service improves data quality, reduces storage costs, and enhances the reliability of reporting and analytics derived from the cleansed datasets.
• Report Generation Support: The transformation of raw data logs, processing outputs, and analytical findings into standardized administrative summaries, compliance-ready documentation, executive dashboards, and custom report formats as specified by the Client.

The specific scope, deliverables, timelines, and pricing for each engagement are defined in a separate Service Agreement or Statement of Work ("SOW") executed between the Company and the Client prior to the commencement of any project.

3. Client Obligations and Responsibilities

To ensure the successful delivery of our services, the Client agrees to the following obligations:

3.1 Provision of Materials

The Client shall provide all source documents, data files, access credentials, and other materials necessary for the Company to perform the agreed-upon services in a timely manner. Delays in providing required materials may result in corresponding delays in project delivery and may incur additional charges as outlined in the applicable SOW.

3.2 Accuracy of Information

The Client represents and warrants that all information, data, and materials provided to the Company are accurate, complete, and not misleading to the best of the Client's knowledge. The Company shall not be held liable for any errors, omissions, or deficiencies in the deliverables that result from inaccurate or incomplete source materials provided by the Client.

3.3 Authorization and Legal Compliance

The Client represents and warrants that it has the legal right and authorization to provide all materials and data to the Company for processing, and that such provision does not violate any applicable laws, regulations, contractual obligations, or the rights of any third party. The Client shall be solely responsible for ensuring compliance with all applicable data protection, privacy, and record-keeping regulations in its jurisdiction.

3.4 Cooperation

The Client agrees to cooperate with the Company in good faith throughout the duration of each project, including providing timely feedback, approvals, and responses to inquiries. The Client shall designate a primary point of contact who is authorized to make decisions and provide approvals on behalf of the Client.

4. Payment Terms

All fees, pricing structures, and payment schedules are specified in the applicable SOW or Service Agreement. Unless otherwise agreed in writing:

• An initial deposit of 50% of the total project fee is required prior to the commencement of work. The remaining balance is due upon completion and delivery of the final deliverables.
• All invoices are payable within thirty (30) days of the invoice date. Late payments are subject to a late fee of 1.5% per month on the outstanding balance, or the maximum rate permitted by law, whichever is lower.
• All fees are quoted in United States Dollars (USD) and are exclusive of any applicable taxes, duties, or government-imposed charges, which shall be the responsibility of the Client.
• The Company reserves the right to suspend or terminate services if payment is not received in accordance with the agreed-upon schedule. In such cases, the Company shall provide written notice to the Client and allow a cure period of ten (10) business days before taking any action.

For Enterprise-tier engagements and custom projects, alternative payment structures (including milestone-based payments, monthly retainers, or net-60 terms) may be negotiated and documented in the applicable SOW.

5. Confidentiality and Data Security

The Company recognizes that the Client's data and business information are confidential and proprietary. We are committed to maintaining the highest standards of data security and confidentiality throughout every engagement.

5.1 Confidential Information

"Confidential Information" means all non-public information disclosed by either party to the other, whether orally, in writing, electronically, or by any other means, including but not limited to business data, records, financial information, trade secrets, customer lists, processing methodologies, and technical specifications.

5.2 Protection Obligations

Each party agrees to: (a) hold the other party's Confidential Information in strict confidence; (b) not disclose such information to any third party without the prior written consent of the disclosing party; (c) use such information only for the purposes of performing or receiving services under these Terms; and (d) protect such information using the same degree of care it uses to protect its own confidential information, but in no event less than a reasonable degree of care.

5.3 Data Security Measures

The Company maintains comprehensive data security measures including, but not limited to: encrypted data transmission and storage; access controls and authentication protocols; regular security audits and vulnerability assessments; employee background checks and confidentiality agreements; secure physical facilities with controlled access; and documented incident response procedures.

6. Intellectual Property

All source materials, data, and documentation provided by the Client remain the exclusive property of the Client. The Company does not claim any ownership rights to Client data at any time during or after the engagement.

Any tools, methodologies, templates, software, or processes developed by the Company prior to or independent of the Client engagement remain the intellectual property of the Company. The Company may utilize its proprietary tools and methodologies in the performance of services for the Client without transferring any ownership or license rights in such tools to the Client.

Upon completion of a project and receipt of full payment, the Company shall deliver all processed data, deliverables, and work product to the Client as specified in the applicable SOW. All rights, title, and interest in the deliverables shall transfer to the Client upon full payment.

7. Limitation of Liability

To the maximum extent permitted by applicable law, the Company's total aggregate liability arising out of or relating to these Terms or any service agreement shall not exceed the total fees paid by the Client to the Company during the twelve (12) month period immediately preceding the event giving rise to the claim.

In no event shall the Company be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, business interruption, loss of goodwill, or costs of procurement of substitute services, regardless of the cause of action or the theory of liability, even if the Company has been advised of the possibility of such damages.

The limitations set forth in this section shall not apply to: (a) the Company's obligations under Section 5 (Confidentiality and Data Security); (b) either party's indemnification obligations; or (c) damages arising from a party's gross negligence or willful misconduct.

8. Term and Termination

These Terms remain in effect until terminated by either party. Either party may terminate these Terms or any individual service agreement by providing thirty (30) days' written notice to the other party.

The Company may terminate these Terms or any service agreement immediately upon written notice if: (a) the Client fails to make any payment when due and does not cure such failure within ten (10) business days of receiving written notice; (b) the Client breaches any material provision of these Terms and does not cure such breach within fifteen (15) days of receiving written notice; or (c) the Client becomes insolvent, files for bankruptcy, or has a receiver appointed for a substantial part of its assets.

Upon termination, the Client shall pay for all services rendered and expenses incurred up to the effective date of termination. The Company shall return or destroy all Client materials and data within thirty (30) days of termination, as directed by the Client. Sections 5, 6, 7, and 9 shall survive any termination of these Terms.

9. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Missouri, without regard to its conflict of law principles. Any dispute arising out of or relating to these Terms or the services provided hereunder shall first be subject to good-faith negotiation between the parties for a period of not less than thirty (30) days.

If the dispute cannot be resolved through negotiation, the parties agree to submit the dispute to binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Phelps County, Missouri. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

10. General Provisions

10.1 Entire Agreement

These Terms, together with any applicable SOW or Service Agreement, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, agreements, negotiations, representations, and warranties, whether written or oral.

10.2 Severability

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

10.3 Waiver

The failure of either party to enforce any provision of these Terms shall not constitute a waiver of that party's right to enforce that provision or any other provision in the future.

10.4 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from circumstances beyond the party's reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of government authorities, epidemics, pandemics, fire, flood, strikes, or power outages.