Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) are a binding agreement between you and The Tighlman Group LLC, an Arizona limited liability company (“The Tighlman Group,” “we,” “us,” or “our”), governing your access to and use of the website located at betterfms.com (the “Site”) and any software, deliverables, hosting, or support services we provide (collectively, the “Services”).

By accessing the Site, requesting a proposal, or engaging us for any Services, you accept these Terms in full. If you are entering into these Terms on behalf of a business, you represent that you have authority to bind that business, and “you” refers to that business. If you do not agree, do not use the Site or engage our Services.

Where a separate written engagement agreement, statement of work, or proposal signed by an authorized representative of The Tighlman Group conflicts with these Terms, the signed agreement controls for the matters it expressly addresses; these Terms continue to govern everything else.

2. Description of Services

The Tighlman Group designs, builds, hosts, and supports custom software for service businesses. Specific scope, deliverables, timelines, and fees for any engagement are defined in a written proposal or agreement. Descriptions of our process, methodology, or typical timelines on the Site are illustrative only and are not commitments for any particular engagement.

3. Client Responsibilities

You agree to:

• provide accurate, complete, and timely information, content, credentials, and feedback reasonably necessary for us to perform the Services;
• designate an individual with authority to make decisions and approve deliverables on your behalf;
• maintain your own backups of any data you input into software we build or host, in addition to any backups we may provide;
• comply with all laws, licensing requirements, and industry regulations applicable to your business and its use of the Services; software we build is a tool to help run your business and is not a substitute for your own legal, safety, or regulatory compliance obligations; and
• not use the Services for any unlawful purpose or in any way that infringes the rights of a third party.

Delays caused by your failure to provide information, feedback, or approvals in a timely manner may extend project timelines, and we are not responsible for any resulting delay.

4. Pricing, Plans, and Service Changes

Any prices, plans, packages, features, discounts, promotions, or service descriptions referenced on the Site are provided for general informational purposes only. They are non-binding estimates, do not constitute an offer or commitment, and may be changed, suspended, replaced, or discontinued at any time, for any reason or no reason, without prior notice and at our sole discretion. Final pricing, scope, deliverables, payment terms, and any other terms of engagement will be set forth exclusively in a written engagement agreement or proposal signed or accepted by both parties.

We reserve the right to refuse service, decline any prospective engagement, modify or discontinue any portion of the Services, and adjust pricing, fees, billing methods, or maintenance terms prospectively at any time. No statement, advertisement, marketing material, or information on the Site creates any warranty, representation, guarantee, or contractual obligation of any kind.

5. Payment Terms

Unless otherwise stated in a signed engagement agreement: build fees are due as invoiced, with any deposit required to begin work non-refundable once work has commenced; recurring hosting, maintenance, and support fees are billed monthly in advance and are non-refundable for any partial period.

Invoiced amounts are due within fifteen (15) days of the invoice date. Amounts unpaid after their due date accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law, and you agree to reimburse our reasonable costs of collection, including attorneys' fees. We may suspend access to any software, hosting, or support without liability if payment is more than fifteen (15) days past due, and we are not responsible for any consequence of that suspension, including data inaccessibility during the suspension.

All fees are exclusive of applicable sales, use, and similar taxes, which you are responsible for unless you provide a valid exemption certificate.

6. Intellectual Property

Background IP.We retain all right, title, and interest in any tools, libraries, frameworks, templates, know-how, and other materials that existed before an engagement or that we develop independent of your confidential information (“Background IP”), whether or not incorporated into your deliverables. We grant you a non-exclusive, royalty-free, non-transferable license to use any Background IP incorporated into your deliverables solely as part of those deliverables.

Client deliverables. Subject to full and final payment of all fees due for an engagement, we assign to you all right, title, and interest in the custom deliverables created specifically for you under that engagement, excluding Background IP. Until full and final payment is received, all deliverables, source code, and work product remain the sole property of The Tighlman Group, and any license or access granted to you is revocable.

Marketing. Unless you tell us otherwise in writing, we may identify you as a client and reference the general nature of the Services performed (excluding your confidential or proprietary information) in our portfolio, marketing materials, and proposals to prospective clients.

7. Confidentiality

Each party may receive non-public business, technical, or financial information of the other party in connection with an engagement (“Confidential Information”). Each party agrees to use the other's Confidential Information only to perform its obligations, to protect it with the same degree of care it uses for its own confidential information (and no less than reasonable care), and not to disclose it to third parties except to personnel, contractors, or advisors who need to know it and are bound by confidentiality obligations at least as protective as these Terms. This section does not apply to information that is or becomes publicly available through no fault of the receiving party, was already known to the receiving party without an obligation of confidentiality, or is required to be disclosed by law.

8. Term, Suspension, and Termination

Either party may terminate an ongoing engagement for convenience with thirty (30) days' written notice, or immediately if the other party materially breaches these Terms or the applicable engagement agreement and fails to cure that breach within fifteen (15) days of written notice. We may also suspend or terminate the Services immediately, without notice, for non-payment, suspected fraud or abuse, or conduct that we reasonably believe exposes us to liability or harms the Services or other clients.

Upon termination, you remain responsible for all fees for Services performed or committed prior to the termination date, deposits and fees already paid are non-refundable, and Sections 5 through 14 of these Terms survive termination. At your written request made within thirty (30) days of termination, and subject to payment in full of all outstanding fees, we will provide reasonable assistance exporting your data at our then-current hourly rate.

9. Disclaimers; No Warranties

The Services, including all software, deliverables, information, content, and features we provide, are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, statutory, or otherwise. To the maximum extent permitted by applicable law, The Tighlman Group disclaims all warranties, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, completeness, non-infringement, quiet enjoyment, system integration, and any warranties arising out of course of dealing, course of performance, usage, or trade practice.

Without limiting the foregoing, The Tighlman Group does not warrant that the Services will be uninterrupted, secure, accurate, complete, current, error-free, free of viruses or other harmful components, or that any defect will be corrected, or that the Services will meet your business objectives or produce any particular financial or operational result. Any reliance you place on the Services is strictly at your own risk.

10. Limitation of Liability

To the maximum extent permitted by applicable law, in no event will The Tighlman Group, its members, managers, officers, employees, contractors, agents, suppliers, or licensors be liable for any indirect, incidental, special, consequential, exemplary, punitive, or enhanced damages, including damages for lost profits, lost revenue, lost data, lost business or goodwill, business interruption, or cost of substitute services, arising out of or relating to these Terms, the Services, or any deliverable, whether based in contract, tort (including negligence), strict liability, statute, or any other legal theory, even if The Tighlman Group has been advised of the possibility of such damages.

The aggregate liability of The Tighlman Group and its affiliates arising out of or relating to these Terms or the Services will not exceed the greater of one hundred United States dollars (US$100.00) or the total fees actually paid by you to The Tighlman Group during the twelve (12) months immediately preceding the event giving rise to the claim. The foregoing limitations apply notwithstanding the failure of any limited remedy of its essential purpose. Some jurisdictions do not allow certain limitations of liability, so portions of the above may not apply to you.

11. Indemnification

You agree to defend, indemnify, and hold harmless The Tighlman Group and its members, managers, officers, employees, contractors, agents, and affiliates from and against any and all claims, demands, actions, proceedings, liabilities, losses, damages, judgments, awards, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to: (a) your access to or use of the Services; (b) your violation of these Terms or any applicable law; (c) your violation of any third-party right, including intellectual-property, privacy, or publicity rights; (d) any content, data, or information you submit, transmit, or otherwise make available through the Services; or (e) your business's use of any deliverable to interact with your own customers, employees, or the public.

12. Force Majeure

Neither party is liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disaster, pandemic, war, terrorism, riot, labor dispute, internet or utility failure, or failure of a third-party hosting, payment, or infrastructure provider.

13. Governing Law and Dispute Resolution

These Terms and any dispute, claim, or controversy arising out of or relating to them or the Services are governed by and construed in accordance with the laws of the State of Arizona, United States, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that is not resolved informally within thirty (30) days will be resolved by binding individual arbitration administered by JAMS in Maricopa County, Arizona, under its then-current Streamlined Arbitration Rules and Procedures, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Each party waives any right to a jury trial and to participate as a plaintiff or class member in any purported class or representative proceeding. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual-property rights or Confidential Information, and either party may bring an individual claim in small claims court for disputes within that court's jurisdiction.

If arbitration is held unenforceable, the exclusive venue for any action will be the state or federal courts located in Maricopa County, Arizona, and you irrevocably consent to personal jurisdiction and venue in those courts.

14. Miscellaneous

If any provision of these Terms is held invalid, unlawful, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect. Our failure to enforce any provision is not a waiver of our right to do so later. You may not assign or transfer your rights or obligations under these Terms without our prior written consent; any attempted assignment without consent is void; we may assign these Terms in connection with a merger, acquisition, or sale of assets. These Terms, together with any signed engagement agreement, constitute the entire agreement between you and The Tighlman Group regarding the subject matter hereof and supersede all prior or contemporaneous understandings. Headings are for convenience only and do not affect interpretation.

15. Changes to These Terms

We may update these Terms at any time and for any reason. When we do, we will revise the “Last Updated” date above. For an active engagement, changes to these Terms do not modify the fees or scope already agreed in a signed engagement agreement. Your continued use of the Site or Services after any change constitutes acceptance of the updated Terms. We encourage you to review these Terms periodically.

16. Contact

For questions about these Terms, please contact us through the “Book a call” option on our website, which opens your email client and addresses a message to our designated contact.