Terms of service | Norwell Systems

Who these terms are with

This site and the services described on it are provided by Norwell Systems LLC, a limited liability company organised in the State of New Jersey. “We”, “us”, and “Norwell Systems” mean that company. “You” means whoever is reading, and in the engagement terms below, the firm engaging us.

Using this website

Everything on this site — the text, the layout, the code, and the Norwell Systems name and mark — belongs to Norwell Systems LLC. Read it, quote it with attribution, and link to it freely. Do not republish it as your own.
The site describes what we build and what it costs. It is a description, not an offer capable of acceptance, and nothing on it forms a contract. A contract begins when both sides sign one.
Nothing here is legal, accounting, or tax advice. The service pages are general reference about how this kind of automation works, not advice about your firm’s particular situation.
The site is provided as it is. We keep it accurate and online, but we do not warrant that it will be uninterrupted or free of error.
Do not attempt to break, overload, scrape at damaging volume, or gain unauthorised access to the site or anything behind it.

The engagement, in short

Two to three weeks, a fixed price published on each service page, from $3,500 to $6,500 by scope. Week one maps how the work actually happens. The remaining weeks build and test against real cases. Handover includes source code, documentation, the accounts it runs on, and thirty days of fixes. No retainer, nothing locked in.

Scope

Week one produces a written scope: the process as it actually happens, what the system will do, which integrations are included, and what is explicitly out. Both sides agree it before building starts.
The fixed price covers that scope. Work outside it is not refused, it is quoted separately as its own fixed scope, so the original delivery date still holds.
If week one shows the work cannot be delivered as described, we say so and stop, and you owe nothing beyond the mapping fee set out in the contract.

Price and payment

One process, one fixed price, published on its service page: from $3,500 to $6,500 by scope. Not an estimate, and not an hourly rate that grows while you watch.
Invoices fall due on the terms in the signed contract. There is no retainer, no subscription, and no minimum term.
Third-party running costs are separate and yours: the software licences, API usage, and hosting the delivered system runs on, all of them in accounts the firm owns.

What you own

On final payment, all rights in the system built for you transfer to your firm: source code, configuration, documentation, and the templates and rules it runs on.
The system runs in accounts the firm owns and controls. We are given access in order to build; you keep it afterwards, and you can revoke ours whenever you like.
We keep the right to reuse our own general skills, methods, and any pre-existing tooling we brought with us. That is craft rather than your deliverable, and it never includes your data.
Nothing built for you is resold to another firm, and your data is never used to train models or reused on another engagement.

What we need from you

Access, within the agreed scope, to the systems and the real documents the build has to work against.
One person empowered to make decisions and sign off scope. Three weeks is not long enough to wait on a committee.
An hour or two from the people who actually do the work, during week one. That time is the difference between a system that fits and a system that has to be redone.

Where a delay is ours, the date moves and the price does not. Where it is yours, we tell you at the time what it does to the date, rather than after.

After handover

Thirty days of fixes are included from the handover date, covering anything that does not do what the agreed scope said it would.
New features, new integrations, and changes to what was agreed are new work, quoted the same fixed way.
Because the system is yours and runs in your accounts, you are free to change it, extend it, or hand it to somebody else. We would rather you called us, but you are not locked in.

Confidentiality

Anything we learn about your firm during an engagement stays confidential indefinitely, whether or not a separate agreement says so, and we will sign yours if you have one. We do not name clients publicly, or describe an engagement in a way that identifies you, without written permission.

Liability

We stand behind the work. If a delivered system does not do what the agreed scope said it would, we fix it, and the thirty-day period exists for precisely that. What we cannot accept is open-ended exposure for consequences downstream of software we no longer control and no longer have access to.

So, to the fullest extent the law allows: our total liability arising out of an engagement is capped at the fees paid for that engagement, and neither side is liable to the other for lost profits, lost revenue, or other indirect or consequential loss. Nothing in these terms limits liability that cannot lawfully be limited, including liability for fraud.

Ending an engagement

Either side can end an engagement in writing. If you end it, you owe the work completed to that point, measured against the phases in the contract. If we end it for any reason other than your breach, you owe nothing for work not delivered, and you receive whatever has been built so far.

Governing law

These terms are governed by the laws of the State of New Jersey, without regard to its conflict-of-laws rules, and the state and federal courts sitting in New Jersey have exclusive jurisdiction over any dispute arising from them. Before either side files anything, both agree to spend thirty days trying to resolve it directly.

Changes

We may update these terms, and the date under the heading changes when we do. The version that governs an engagement is the one in force when its contract was signed; updating this page does not change a deal already struck.

Contact

Questions about these terms:

james@norwellsystems.com