Terms of Service

Last Updated: 23 December 2024

1. Agreement to Terms

These Terms of Service ("Terms") govern your use of the TVO Innovations website (tvoinnovations.ie) and the professional services we provide. By accessing our website or engaging our services, you agree to be bound by these Terms.

If you do not agree with these Terms, please do not use our website or services.

2. Services Description

TVO Innovations provides professional network infrastructure and security consulting services, including but not limited to:

  • Network assessments and health checks
  • Infrastructure design and implementation
  • Managed network services
  • Security assessments and hardening
  • Technology migrations
  • Technical consulting

Specific services, deliverables, timelines, and pricing are defined in individual service agreements or statements of work.

3. Engagement of Services

3.1 Service Agreements

All professional services require a written agreement (contract, statement of work, or engagement letter) that specifies:

  • Scope of work and deliverables
  • Timeline and milestones
  • Fees and payment terms
  • Responsibilities of both parties

3.2 Client Responsibilities

Clients agree to:

  • Provide timely access to systems, documentation, and personnel
  • Ensure necessary permissions and authorizations
  • Provide accurate information about their environment
  • Make timely decisions on proposed recommendations
  • Maintain current backups of all systems

4. Fees and Payment

4.1 Pricing

Service fees are as specified in the service agreement. Prices listed on the website are indicative and subject to confirmation based on specific requirements.

4.2 Payment Terms

  • Assessment services: 50% deposit, balance upon completion
  • Project-based work: Payment schedule defined in agreement
  • Managed services: Monthly in advance
  • Hourly consulting: Invoiced monthly in arrears

4.3 Late Payment

Invoices are due within 30 days unless otherwise specified. Late payments may incur interest at 2% per month or the maximum allowed by Irish law. We reserve the right to suspend services for non-payment.

4.4 Expenses

Reasonable expenses (travel, accommodation, equipment) are billed separately with prior approval unless included in the fixed price agreement.

5. Intellectual Property

5.1 Our Materials

All methodologies, tools, templates, and documentation created by TVO Innovations remain our intellectual property. Clients receive a license to use deliverables for their internal business purposes only.

5.2 Client Materials

All client data, systems, and existing documentation remain the property of the client. We claim no ownership rights to client information.

5.3 Work Product

Custom configurations, documentation, and designs created specifically for a client become the property of that client upon full payment, subject to our right to retain copies for reference.

6. Confidentiality

6.1 Mutual Confidentiality

Both parties agree to maintain confidentiality of:

  • Technical information and system details
  • Business information and strategies
  • Pricing and commercial terms
  • Any information marked as confidential

6.2 Exceptions

Confidentiality obligations do not apply to information that:

  • Is publicly available
  • Was known before disclosure
  • Is required to be disclosed by law
  • Is independently developed

7. Warranties and Disclaimers

7.1 Professional Standards

We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards.

7.2 Limitations

We do not warrant that:

  • Services will be uninterrupted or error-free
  • All security vulnerabilities will be identified
  • Systems will never experience downtime
  • Third-party products will perform as expected

7.3 Third-Party Products

Hardware, software, and services provided by third parties are subject to the manufacturer's or vendor's warranties. We make no warranties regarding third-party products.

8. Limitation of Liability

8.1 Liability Cap

Our total liability for any claim arising from services provided shall not exceed the fees paid for those specific services in the 12 months preceding the claim.

8.2 Excluded Damages

We shall not be liable for:

  • Indirect, incidental, or consequential damages
  • Loss of profits, revenue, or business opportunities
  • Loss of data (client maintains backups)
  • Damages caused by client's failure to follow recommendations
  • Issues arising from third-party products or services

8.3 Exceptions

Nothing in these Terms limits liability for:

  • Death or personal injury caused by negligence
  • Fraud or fraudulent misrepresentation
  • Matters that cannot be excluded under Irish law

9. Data Protection and Privacy

We process personal data in accordance with our Privacy Policy and applicable data protection laws (GDPR). When providing services, we act as a data processor, and the client remains the data controller for their systems and data.

10. Termination

10.1 Termination by Either Party

Either party may terminate ongoing services with 30 days' written notice. Fixed-term contracts require completion or mutual agreement to terminate early.

10.2 Immediate Termination

We may terminate immediately if:

  • Client fails to pay undisputed invoices
  • Client breaches material terms
  • Continuing would violate applicable laws

10.3 Effects of Termination

  • Client pays for all services provided to termination date
  • We provide transition assistance (if requested and compensated)
  • Confidentiality obligations continue
  • Client retains deliverables paid for

11. Insurance and Indemnification

11.1 Professional Indemnity

We maintain professional indemnity insurance appropriate to our services.

11.2 Client Indemnification

Client agrees to indemnify us against claims arising from:

  • Client's use of deliverables contrary to recommendations
  • Client's violation of third-party rights
  • Client-provided information or materials

12. Force Majeure

Neither party is liable for failure to perform due to circumstances beyond reasonable control, including natural disasters, war, pandemics, telecommunications failures, or government actions.

13. Website Use

13.1 Acceptable Use

You agree not to:

  • Use the website for unlawful purposes
  • Attempt to gain unauthorized access
  • Interfere with website operation
  • Transmit malicious code
  • Violate intellectual property rights

13.2 Website Availability

We strive to maintain website availability but do not guarantee uninterrupted access. We may suspend access for maintenance or updates.

14. Changes to Terms

We reserve the right to modify these Terms at any time. Changes will be posted on this page with an updated date. Continued use of our website or services after changes constitutes acceptance. Existing service agreements remain under the terms in effect when signed.

15. Dispute Resolution

15.1 Informal Resolution

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

15.2 Mediation

If negotiation fails, disputes shall be submitted to mediation in Ireland before pursuing legal action.

15.3 Governing Law

These Terms are governed by Irish law. Any legal proceedings shall be brought in Irish courts.

16. General Provisions

16.1 Entire Agreement

These Terms, together with any service agreement, constitute the entire agreement between parties and supersede all prior discussions or agreements.

16.2 Severability

If any provision is found unenforceable, the remaining provisions continue in effect.

16.3 No Waiver

Failure to enforce any right does not constitute a waiver of that right.

16.4 Assignment

These Terms may not be assigned without written consent, except we may assign to a successor entity.

16.5 Independent Contractor

TVO Innovations operates as an independent contractor. Nothing creates an employment, partnership, or agency relationship.

17. Contact Information

For questions about these Terms, contact us:

TVO Innovations
Email: kevinteevan@tvoinnovations.ie
Location: Ireland

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