Terms of Use | Baselabs LLP

1. Acceptance of Terms

These Terms of Use ("Terms") constitute a legally binding agreement between you or the entity you represent ("Client", "User", or "you") and Baselabs LLP ("Baselabs", "we", "us", or "our"), governing your access to and use of our website located at https://www.baselabs.co (the "Site"), as well as inquiries, technical discovery sessions, and software consulting services provided by Baselabs LLP.

By accessing our Site, submitting a contact form, or engaging our consulting services, you acknowledge that you have read, understood, and agreed to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access our Site or utilize our services.

2. Nature of Software Consulting Services

Baselabs LLP provides high-level professional technical advisory and software engineering services specializing in:

Cloud Architecture & DevOps: Infrastructure design, container orchestration (Kubernetes), multi-cloud migration, Infrastructure as Code (Terraform), and cloud cost optimization (FinOps).
Mobile Business Consulting: Mobile architecture strategy, native and cross-platform mobile engineering (iOS, Android, Flutter, React Native), offline synchronization engines, and in-app monetization systems.
Applied Artificial Intelligence: Enterprise LLM orchestration, Retrieval-Augmented Generation (RAG), vector database engineering, autonomous agent workflows, and private model deployment.

3. Client Engagements & Statements of Work

While this website provides descriptive overviews of our advisory capabilities, formal commercial consulting engagements are executed pursuant to a mutually executed Master Services Agreement (MSA) and one or more distinct Statements of Work (SOW). In the event of any conflict between these Terms and a signed SOW or MSA, the terms of the signed MSA and SOW shall take legal precedence.

4. Intellectual Property & Code Ownership

Work-for-Hire Standard: Unless explicitly agreed otherwise in a written Statement of Work, all custom software code, Terraform scripts, configuration files, and architectural schematics authored by Baselabs LLP for a client under a contracted engagement constitute "work made for hire" and are assigned 100% to the client upon full payment of invoices.

Pre-Existing Tools & General Knowledge: Baselabs LLP retains ownership of its pre-existing proprietary frameworks, developer utilities, algorithms, general engineering methodologies, and know-how developed independently of any client engagement. Clients receive a perpetual, non-exclusive, worldwide, royalty-free license to utilize any pre-existing code incorporated into their deliverables.

Site Content: All trademarks, logos, copy, images, and branding featured on https://www.baselabs.co (including the Baselabs logo and stylized mark) are the exclusive intellectual property of Baselabs LLP and protected under copyright and trademark laws.

5. Client Responsibilities & System Access

To enable Baselabs LLP to effectively deliver advisory and engineering services, clients agree to:

Provide timely access to necessary technical documentation, staging environments, API keys, and personnel.
Ensure that all software licenses, cloud accounts, and data shared with Baselabs LLP are legally licensed and authorized for third-party consulting access.
Maintain regular backup systems for all production data and codebases prior to consulting modifications.

6. Confidentiality & Unsolicited Submissions Policy

Both parties agree to treat all non-public technical, architectural, financial, and business information disclosed during formal discussions or contracted consulting engagements as strictly confidential pursuant to an executed Non-Disclosure Agreement (NDA). Baselabs LLP will never publicize a client's name or technical engagement as a case study without prior written consent from the client.

Unsolicited Submissions & Idea Policy: Baselabs LLP does not accept or consider unsolicited product concepts, business models, technical architecture proposals, or proprietary invention ideas submitted via website forms, unsolicited emails, or informal inquiries. Baselabs LLP actively designs, develops, and advises on software, cloud, mobile, and artificial intelligence solutions across diverse industries and is under no obligation—express or implied—to refrain from independently executing, developing, commercializing, or deploying similar ideas or software, nor is Baselabs LLP under any obligation to maintain the confidentiality of unsolicited submissions, or to refrain from disclosing such materials to public forums or legal/regulatory authorities if required by law. Formal confidentiality obligations arise solely upon mutual execution of a bilateral Non-Disclosure Agreement or Master Services Agreement.

7. AI System Output & Warranty Disclaimers

Baselabs LLP provides all advisory services with professional skill and diligence consistent with prevailing software engineering best practices.

Stochastic Nature of AI Systems: Because artificial intelligence, large language models, and machine learning systems operate probabilistically, Baselabs LLP does not warrant that AI model outputs will be 100% free of hallucinations or inaccuracies in every unforeseen scenario. Baselabs designs robust deterministic guardrails, validation suites, and evaluation pipelines to minimize risk, but clients remain responsible for human-in-the-loop review of mission-critical business decisions.

EXCEPT AS EXPRESSLY SET FORTH IN A SIGNED SOW, OUR SITE AND ADVISORY SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING FITNESS FOR A PARTICULAR PURPOSE.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BASELABS LLP, ITS PARTNERS, CONSULTANTS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, USE, GOODWILL, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH THE USE OF OUR SITE OR CONSULTING SERVICES.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE CLIENT TO BASELABS LLP FOR THE SPECIFIC ENGAGEMENT GIVING RISE TO LIABILITY IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

9. Indemnification

You agree to defend, indemnify, and hold harmless Baselabs LLP and its partners, employees, and contractors from and against any third-party claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising from your breach of these Terms, unauthorized access to systems, or infringement of third-party intellectual property by materials you provide.

10. Governing Law & Dispute Resolution

These Terms and any dispute or claim arising out of or related to them shall be governed by and construed in accordance with the laws of the jurisdiction in which Baselabs LLP is registered, without giving effect to any choice or conflict of law provision.

Any legal suit, action, or proceeding arising out of or related to these Terms or our services shall be settled primarily through good-faith commercial negotiation, and if unresolved, through binding commercial arbitration in accordance with established commercial arbitration rules.

11. Term & Termination

Baselabs LLP reserves the right to modify, suspend, or discontinue any aspect of the Site or our services at any time. We may also revise these Terms periodically. Your continued use of the Site following the posting of revised Terms signifies your acceptance of the changes.

12. Contact Legal & Compliance

For inquiries regarding these Terms of Use, Master Services Agreements, or partnership contracts, please reach out to:

Baselabs LLP – Legal & Contracts Department
Official Website: https://www.baselabs.co
Direct Email: contact@baselabs.co
Subject: Terms of Use & Engagement Inquiry