These Terms of Service ("Terms") govern your access to and use of the website operated by Caruso Tech Services ("CTS," "we," "us," or "our") at www.CarusoTechServices.com, and your engagement of services provided by CTS. By visiting our website or engaging CTS for any service, you agree to be bound by these Terms.
If you do not agree to these Terms, you may not access our website or use our services.
CTS provides technology services to businesses and individuals, including:
The specific scope, deliverables, schedule, and price for any service engagement will be defined in a separate written agreement, statement of work, proposal, or service order ("Service Agreement"). In the event of any conflict between these Terms and a signed Service Agreement, the Service Agreement controls.
You must be at least 18 years old and authorized to enter into a binding contract on behalf of yourself or the organization you represent. By engaging CTS, you represent and warrant that you meet these requirements.
To allow CTS to deliver services effectively, you agree to:
Invoicing. Recurring services are invoiced monthly in advance unless otherwise specified in a Service Agreement. Project-based work is invoiced according to the milestones or schedule defined in the relevant proposal or statement of work. CTS uses QuickBooks Online (a product of Intuit Inc.) to generate and deliver invoices and to maintain billing records.
Payment processing. All payments are processed through Stripe, Inc. ("Stripe"), a PCI-DSS Level 1 compliant payment processor. By providing a payment method, you authorize CTS and Stripe to charge that method for amounts due under your Service Agreement, including any recurring service fees, usage charges, taxes, and reasonable late fees. CTS does not store full card numbers, security codes, or expiration dates on its own systems; saved payment methods are tokenized and held by Stripe. Your use of Stripe is also subject to Stripe's terms and Privacy Policy.
Payment terms. Unless otherwise specified, invoices are due upon receipt. Past-due balances may accrue a late fee of the lesser of 1.5% per month or the maximum allowed by applicable law. CTS reserves the right to suspend or terminate services for accounts more than thirty (30) days past due, after providing reasonable notice.
Disputed charges. If you believe an invoice is incorrect, you must notify CTS in writing within fifteen (15) days of the invoice date. Charges not disputed within that window are considered accepted.
Taxes. All fees are exclusive of applicable sales, use, and similar taxes, which will be added to invoices where required by law.
Refunds. Recurring service fees are generally non-refundable once the service month has begun. Refunds for project-based work, if any, are governed by the relevant Service Agreement. Disputes regarding refunds should be raised in writing to Info@CarusoTechServices.com.
CTS will use commercially reasonable efforts to deliver services in a professional and workmanlike manner. Specific response times, availability commitments, and any service-level credits applicable to a given engagement will be set forth in the corresponding Service Agreement or SLA addendum. In the absence of a written SLA, no specific uptime, response-time, or resolution-time commitment is implied.
You agree not to use CTS services, deliverables, or accounts to:
CTS materials. All websites, software, documentation, methodologies, templates, and proprietary content created or owned by CTS remain the property of CTS. Except as expressly granted in a Service Agreement, no license or right is conveyed by these Terms.
Client materials. You retain ownership of all data, brand assets, and pre-existing materials you provide to CTS. You grant CTS a limited, non-exclusive license to use those materials solely as needed to deliver the agreed services.
Deliverables. Ownership of work product created specifically for you under a Service Agreement transfers to you upon full payment for that work product, unless the Service Agreement specifies otherwise. CTS retains the right to use general skills, know-how, and non-confidential techniques developed during the engagement.
Each party agrees to treat non-public information disclosed by the other party as confidential and to use it only for purposes of the engagement. This obligation does not apply to information that is already public, independently developed without reference to the disclosing party's information, or required to be disclosed by law. CTS handles client credentials, system configurations, and account data in accordance with industry-standard security practices.
CTS engagements often rely on third-party platforms (for example, Microsoft 365, Google Workspace, AWS, Azure, Stripe, Intuit / QuickBooks Online, monitoring and EDR vendors). You acknowledge that:
EXCEPT AS EXPRESSLY STATED IN A SIGNED SERVICE AGREEMENT, CTS SERVICES, WEBSITE, AND DELIVERABLES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CTS DOES NOT WARRANT THAT THE WEBSITE OR ANY SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.
TO THE FULLEST EXTENT PERMITTED BY LAW, CTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE OR ENGAGEMENT OF CTS SERVICES, EVEN IF CTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
CTS'S TOTAL CUMULATIVE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR ANY ENGAGEMENT WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO CTS UNDER THE APPLICABLE SERVICE AGREEMENT DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
You agree to indemnify and hold harmless CTS, its officers, employees, and contractors from and against any claims, damages, losses, liabilities, and reasonable attorneys' fees arising out of (a) your breach of these Terms or any Service Agreement, (b) your violation of any applicable law or third-party right, or (c) misuse of any services or deliverables provided by CTS.
Either party may terminate a recurring service engagement for convenience by providing written notice as specified in the relevant Service Agreement (or, if no notice period is specified, thirty (30) days' written notice). Either party may terminate immediately upon material breach by the other party that remains uncured for fifteen (15) days after written notice. Upon termination, you remain responsible for all charges accrued through the effective date of termination, and CTS will, on reasonable request and at standard rates, assist with the orderly transition of services to you or a successor provider.
These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to its conflict-of-laws principles. The parties agree that any dispute arising out of or relating to these Terms or any Service Agreement will be brought exclusively in the state or federal courts located in Allegheny County, Pennsylvania, and each party consents to the personal jurisdiction of those courts. The parties agree to attempt in good faith to resolve any dispute through direct discussion before initiating formal proceedings.
CTS may update these Terms from time to time. The current version will always be posted at www.carusotechservices.com/tos with the "Last Updated" date shown above. Material changes affecting active client engagements will be communicated by email to billing or primary contacts on file. Continued use of the website or services after an update constitutes acceptance of the revised Terms.
Questions about these Terms can be directed to: