Terms of Service
Last updated: March 13, 2026
1. Acceptance of Terms
By accessing, browsing, or using the services, website, platform, or any deliverables provided by Oliva International Tech Solutions ("Oliva Tech," "Company," "we," "us," or "our"), you ("Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). If you are entering into these Terms on behalf of a business, organization, or other entity, you represent and warrant that you have the authority to bind that entity to these Terms.
If you do not agree to these Terms, you must not use our services or access our platform.
2. Definitions
- "Company" refers to Oliva International Tech Solutions, a consulting firm based in Florida, United States.
- "Client" refers to any individual, business, or organization that engages the Company for services.
- "Services" refers to all consulting, audit, analysis, architecture, implementation, and advisory services provided by the Company, including but not limited to OASIS Automation Audits.
- "OASIS" refers to the Oliva Automation Systems & Intelligence Standard, the Company's proprietary methodology for automation consulting.
- "Deliverables" refers to all reports, documents, analyses, architectures, roadmaps, and materials produced by the Company for the Client during an engagement.
- "Platform" refers to the Company's website, web applications, dashboards, and any digital tools provided to Clients.
- "SOW" refers to a Statement of Work, Proposal, or any document that defines the specific scope, deliverables, timeline, and pricing of an engagement.
3. Services Description
Oliva Tech provides automation consulting services using the OASIS methodology. Our services include, but are not limited to: automation audits, process discovery and documentation, automation opportunity analysis, risk assessments, solution architecture design, implementation roadmaps, ROI analysis, and related advisory services.
Advisory Nature: All services provided by the Company are advisory in nature. We provide recommendations, analyses, and architectural designs based on our professional expertise and the OASIS methodology. The Client retains sole responsibility for all implementation decisions, operational changes, and business outcomes resulting from our recommendations.
The Company does not guarantee any specific business outcomes, cost savings, revenue increases, or operational improvements as a result of our services. All projections, including ROI calculations, are estimates based on the information available at the time of the engagement and are subject to variables outside the Company's control.
4. Engagement & Scope
The specific scope, deliverables, timeline, and pricing of each engagement shall be defined in a Proposal or Statement of Work (SOW) mutually agreed upon by both parties. The SOW, together with these Terms, constitutes the complete agreement for each engagement.
Any changes to the scope of an engagement must be agreed upon in writing by both parties. The Company reserves the right to adjust timelines and pricing if the scope of work changes materially from what was originally agreed.
Submission of an intake form or inquiry through our website does not constitute a binding agreement. No engagement begins until a Proposal or SOW has been accepted and any required deposits have been received.
5. Fees & Payment
All fees shall be as set forth in the applicable Proposal or SOW. Unless otherwise specified, all prices are quoted in United States Dollars (USD).
- Payment Terms: Invoices are due within thirty (30) days of the invoice date, unless otherwise specified in the SOW.
- Late Payments: Overdue invoices shall accrue interest at a rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is less.
- Deposits: The Company may require a deposit before commencing work. Deposit amounts and terms will be specified in the Proposal or SOW.
- Expenses: Unless otherwise agreed, reasonable out-of-pocket expenses (travel, software licenses, etc.) incurred in connection with the engagement shall be billed separately.
- Taxes: All fees are exclusive of applicable taxes. The Client is responsible for all sales, use, GST, HST, PST, and other taxes applicable to the services.
6. Intellectual Property
Client Deliverables: Upon full payment, the Client shall own all rights, title, and interest in the specific deliverables produced for them during the engagement, including reports, analyses, and documentation tailored to their business.
Company IP: The Company retains all rights, title, and interest in the OASIS methodology, frameworks, templates, tools, software, proprietary processes, and any pre-existing intellectual property used in the delivery of services. Nothing in these Terms shall be construed as a transfer or assignment of the Company's proprietary intellectual property to the Client.
License: The Company grants the Client a non-exclusive, non-transferable license to use the deliverables for their internal business purposes.
Anonymized Data: The Company may use anonymized, aggregated data from engagements for the purpose of improving its services, methodologies, and internal research. No Client-identifiable information will be disclosed without prior written consent.
7. Confidentiality
Both parties agree to hold in confidence all Confidential Information received from the other party during the engagement. "Confidential Information" includes, but is not limited to, business processes, trade secrets, financial data, client lists, proprietary methodologies, technical specifications, and any information marked or reasonably understood to be confidential.
The receiving party shall not disclose Confidential Information to any third party without the prior written consent of the disclosing party, except to employees, contractors, or advisors who have a need to know and are bound by confidentiality obligations no less protective than those herein.
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law or court order.
This confidentiality obligation shall survive the termination of these Terms for a period of five (5) years. For information constituting trade secrets under applicable law, the obligation of confidentiality shall continue for as long as such information remains a trade secret.
8. Limitation of Liability
IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, WHETHER ARISING FROM CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR ANY ENGAGEMENT SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE CLIENT TO THE COMPANY DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The Client acknowledges that the services are advisory in nature, and the Company shall not be liable for any losses, damages, or costs arising from the Client's implementation, modification, or use of recommendations, deliverables, or strategies provided by the Company. The Client assumes sole responsibility for all implementation decisions and their outcomes.
9. Warranty Disclaimer
ALL SERVICES, DELIVERABLES, AND MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
The Company does not warrant that: (a) the services will meet the Client's requirements or expectations; (b) the services will be uninterrupted, timely, secure, or error-free; (c) any automation or process improvement recommended will achieve specific results, savings, or efficiencies; or (d) any defects in deliverables will be corrected.
10. Indemnification
The Client agrees to indemnify, defend, and hold harmless the Company, its officers, directors, employees, agents, and affiliates from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
- The Client's implementation, use, or misuse of any deliverables, recommendations, or strategies provided by the Company;
- The Client's business operations, including any third-party claims related to the Client's products, services, or activities;
- The Client's violation of any applicable law, regulation, or third-party rights;
- Any breach by the Client of these Terms or any representations made hereunder.
11. Data Handling & Security
The Company shall handle all Client data in accordance with its Privacy Policy and applicable data protection laws. The Company implements reasonable administrative, technical, and physical security measures to protect Client data.
The Client is responsible for maintaining its own data backups and for the security of data within its own systems and environments. The Company shall not be held liable for any data loss, corruption, or unauthorized access that occurs within the Client's systems or as a result of the Client's own security practices.
12. Third-Party Tools & Services
In the course of providing services, the Company may evaluate, recommend, or integrate third-party tools, platforms, and services. The Company does not own, operate, or control such third-party services and makes no representations or warranties regarding their performance, availability, security, or suitability.
The Client is solely responsible for evaluating, licensing, and agreeing to the terms of any third-party tools or services. The Company shall not be liable for any damages, losses, or issues arising from the Client's use of third-party tools, whether or not such tools were recommended by the Company.
13. Termination
Either party may terminate an engagement by providing thirty (30) days' written notice to the other party. Upon termination:
- The Client shall pay for all services rendered and expenses incurred up to the effective date of termination.
- The Company shall deliver all completed and in-progress deliverables to the Client.
- Fees for completed work are non-refundable.
- Sections regarding Confidentiality, Intellectual Property, Limitation of Liability, Indemnification, and Dispute Resolution shall survive termination.
The Company may immediately suspend or terminate services if the Client fails to make payment within sixty (60) days of the invoice date, or if the Client breaches any material provision of these Terms.
14. Force Majeure
Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to: natural disasters, pandemics, government actions, war, terrorism, labor disputes, power failures, internet disruptions, or cyberattacks. The affected party shall promptly notify the other party and use reasonable efforts to mitigate the impact.
15. Dispute Resolution
For United States Clients: Any dispute, controversy, or claim arising out of or relating to these Terms shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in Miami-Dade County, Florida. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.
For Canadian Clients: Disputes may alternatively be resolved through binding arbitration administered by the ADR Institute of Canada under its Arbitration Rules, with the seat of arbitration in Toronto, Ontario. The arbitrator's decision shall be final and binding.
Class Action Waiver: Both parties agree that any dispute resolution proceedings will be conducted only on an individual basis and not as part of a class, consolidated, or representative action.
Nothing in this section shall prevent either party from seeking injunctive or equitable relief in a court of competent jurisdiction for the protection of intellectual property rights or confidential information.
16. Governing Law
For United States Clients: These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to its conflict of laws provisions.
For Canadian Clients: Where required by applicable law, the relevant provisions of Canadian federal law (including PIPEDA) and the laws of the Province of Ontario shall apply. In all other respects, these Terms shall be governed by the laws of the State of Florida.
17. Non-Solicitation
During the term of any engagement and for a period of twelve (12) months following its completion, neither party shall directly solicit, recruit, or hire any employee, contractor, or agent of the other party who was involved in the engagement, without the prior written consent of the other party.
18. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect.
19. Entire Agreement
These Terms, together with any applicable Proposal, SOW, Privacy Policy, and any other documents expressly incorporated by reference, constitute the entire agreement between the parties with respect to the subject matter hereof. These Terms supersede all prior or contemporaneous agreements, understandings, negotiations, and representations, whether written or oral.
20. Amendments
The Company reserves the right to modify these Terms at any time. Material changes will be communicated with at least thirty (30) days' prior notice via email or prominent notice on our website. Continued use of our services after such notice constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of our services.
21. Contact Information
For questions, concerns, or legal inquiries regarding these Terms, please contact:
Oliva International Tech Solutions
3530 Mystic Pointe Drive, Suite 2403, Aventura, FL 33180
United States
Email: info@olivainternationaltech.com