Terms of Service & Disclaimers

1. Acceptance & scope of these Terms

By accessing or using batquest.com (the “Website”) or any BatQuest service, you agree to be bound by these Terms of Service (these “Terms”) and our Privacy Policy, which is incorporated by reference. If you do not agree, you may not access or use the Website or services. Your continued use after any change to these Terms constitutes acceptance of the revised Terms.

These Terms are presented as a “browsewrap” notice. For any engagement, subscription, or other binding action, BatQuest will request your express consent (for example, a checkbox or signed agreement) where required; that express agreement, together with these Terms, governs the relationship. The “Identify your need” intake on this site asks you to confirm an “I agree” checkbox acknowledging these Terms and our Privacy Policy before you send an inquiry. Where a signed agreement (such as a Master Services Agreement or order/SOW) and these Terms conflict on the same subject matter, the signed agreement controls.

BatQuest provides custom software development and technology consulting services, drawing on decades of engineering experience. We are not a law firm, accounting firm, or medical provider, and nothing we provide is legal, financial, tax, accounting, or medical advice (see §5).

2. Website Terms of Use

2.1 Use license

Subject to your compliance with these Terms, BatQuest grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Website for your personal or internal business informational use. No other license or right is granted, express or implied.

2.2 Acceptable use

You agree not to:

• use the Website for any unlawful purpose;
• upload, transmit, or distribute viruses, malware, or harmful code;
• attempt to gain unauthorized access to any portion of the Website, its systems, or another user’s data;
• use automated means — bots, crawlers, scrapers, spiders, robots, or offline readers — to access, collect, extract, or monitor the Website except as expressly permitted by a documented API policy;
• interfere with or disrupt the Website’s operation;
• impersonate another person or entity; or
• collect personally identifiable information about other users.

2.3 Third-party links

The Website may contain links to third-party websites or services that BatQuest does not own or control. The inclusion of any link does not imply endorsement or approval. BatQuest is not responsible for the content, privacy practices, or accuracy of any third-party site; you use third-party sites at your own risk.

2.4 Submissions

When you submit information through our contact form, the “Identify your need” guide, or email, you grant BatQuest a non-exclusive, worldwide, royalty-free license to use, reproduce, and process that information to respond to your inquiry and provide services. You represent that you have the rights to anything you submit and that it does not infringe third-party rights.

3. Consulting & custom development

When you engage BatQuest for consulting or custom development (websites, offline-AI tools, Excel automation, custom apps, or integrations), the engagement is governed by a signed agreement — typically a Master Services Agreement and one or more Statements of Work (“SOWs”). The summary below describes our standard terms; the signed agreement controls in any conflict.

3.1 Scope & change orders

BatQuest performs the work described in the applicable SOW. Any change to scope, schedule, or fees must be set out in a written change order signed before the changed work begins. Work requested outside the SOW is billed at BatQuest’s then-current rates.

3.2 Fees & payment

Fees are stated in each SOW. Unless otherwise stated, fixed-fee invoices are due per the milestone schedule in the SOW and time-and-materials invoices are due within 15 days of the invoice date. Overdue amounts accrue interest at 1.5% per month (or the maximum legal rate). The client is responsible for reasonable out-of-pocket expenses.

3.3 Client responsibilities

The client will provide timely access to personnel, systems, data, and credentials; designate a single decision-maker; and provide timely feedback and approvals. The client ensures that all materials and data provided are accurate, owned or licensed, and non-infringing. BatQuest is not responsible for delays caused by the client.

3.4 Deliverables & ownership

Custom deliverables created for the client (the “Work Product”) are, to the extent eligible, works made for hire with rights vesting in the client; to the extent any Work Product is not a work made for hire, BatQuest assigns to the client all right, title, and interest, including worldwide copyright. This assignment is subject to the Background IP carve-out below.

Background IP. BatQuest retains all rights in its pre-existing tools, frameworks, libraries, templates, methodologies, and know-how developed before or independently of the engagement, and in general improvements to them. To the extent any Background IP is required to operate the Work Product, BatQuest grants the client a perpetual, non-exclusive, non-transferable, royalty-free license to use it solely as part of the Work Product.

3.5 Open-source components

BatQuest may use generally available open-source components in the Work Product, provided their licenses are compatible with the client’s intended use. BatQuest will identify such components and their licenses on delivery. Those components remain governed by their own licenses.

3.6 Acceptance

The client has 10 to 30 days (stated in the SOW) after delivery to inspect and test each deliverable against the SOW’s acceptance criteria. If no written notice of non-conformance is given in that period, the deliverable is deemed accepted. Except as expressly stated in a signed agreement, deliverables and services are provided “AS IS” without warranty of any kind (see §5). Acceptance does not create any warranty not expressly stated in a signed agreement.

3.7 Confidentiality & data handling

Each party protects the other’s Confidential Information using at least the same protections it uses for its own. This obligation survives termination for three years (indefinitely for trade secrets). Where BatQuest processes client data, it uses commercially reasonable technical and organizational measures, does not disclose it except as necessary to perform the services or as required by law, and on termination returns or securely destroys it at the client’s election. The client is solely responsible for backing up its own data and systems. For offline-AI tools, BatQuest’s default model is that documents are processed on client-controlled hardware and are not transmitted to BatQuest unless the client sends them for support.

3.8 Term & termination

Either party may terminate an SOW for material breach not cured within 30 days of written notice, or for convenience on 30 days’ notice (in which case the client pays for work performed and approved expenses through the termination date). On termination, all amounts due become immediately payable.

3.9 Independent contractor

BatQuest is an independent contractor. Nothing here creates a partnership, joint venture, agency, or employment relationship.

4. Subscriptions & hosted (SaaS) services

If BatQuest offers a hosted product (for example, a managed document-analysis tool, a client portal, or a recurring app service), the following subscription terms apply to that product. These terms do not apply to one-off consulting or custom development, which is governed by §3. A custom build and a SaaS subscription are separate agreements: a signed MSA governs the build; these SaaS Terms govern ongoing use. If a signed MSA and these SaaS Terms conflict on the same subject, the signed MSA controls.

BatQuest does not currently offer any hosted/subscription product through batquest.com. When a subscription product is available, it is offered through a separate product site that presents its own terms (including a clickwrap agreement and cancellation mechanism) at signup. The terms below describe how those subscriptions will work once offered.

4.1 Billing & automatic renewal

Subscriptions are offered in plan tiers and billing cycles (monthly or annual) shown at signup, billed in advance in U.S. dollars exclusive of taxes. Your subscription automatically renews for the same term at the then-current fee using your payment method on file unless you cancel before the renewal date. BatQuest may change fees on at least 30 days’ notice, effective at the start of your next billing cycle; you may cancel before that effective date.

Where required by law (including California, New York, Illinois, Florida, Colorado, and the FTC’s Click-to-Cancel rule), BatQuest discloses renewal terms before you enroll, obtains your separate express consent to recurring billing, sends a post-enrollment acknowledgment and renewal reminders, and lets you cancel online at least as easily as you enrolled. See §10 for state-specific detail.

4.2 Payment, past-due & suspension

You authorize BatQuest to charge your payment method for all fees. Failed charges may be retried; accounts more than 10 days past due may be suspended or terminated.

4.3 Refunds

All fees are non-refundable except where a refund is required by law. If you cancel, you keep access until the end of the current billing cycle but receive no refund or credit for the unused portion. Annual plans are likewise non-refundable.

4.4 Accounts & acceptable use

You provide accurate account information, keep credentials secure, and are responsible for all activity under your account. You will not resell, sublicense, lease, or otherwise make the service available to third parties except as your plan allows; reverse engineer or extract source code; circumvent usage or rate limits; use the service to build a competing product; or use it for any unlawful purpose.

4.5 Suspension & data on termination

BatQuest may suspend or terminate access for material breach not cured within 10 days, non-payment, conduct that harms BatQuest or others, or as required by law. On termination your right to use the service ends; for 30 to 90 days (stated in your plan) you may request an export of your Customer Data in a machine-readable format, after which BatQuest may delete it except as needed to comply with law or routine backups.

4.6 Customer data & security

You retain all rights in your Customer Data. You grant BatQuest a non-exclusive, worldwide, royalty-free license to host, store, transmit, process, and display it solely as needed to run the service. BatQuest maintains commercially reasonable security (encryption in transit and at rest) and may use subprocessors, about whom it provides notice and for whose acts it remains responsible.

4.7 Service availability

Unless you have separately contracted for a service-level agreement, the service is provided “AS IS” and “AS AVAILABLE” with no uptime guarantee. Scheduled and unscheduled maintenance, third-party outages, and force-majeure events may affect availability. BatQuest will use reasonable efforts to give notice of scheduled maintenance.

4.8 Beta / preview features

Beta, preview, or early-access features are provided “AS IS” with no warranty, SLA, or support commitment; they may be changed, suspended, or discontinued at any time, and are used at your own risk.

4.9 Feedback

Feedback, suggestions, or ideas you give BatQuest are granted to it under a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate without restriction. BatQuest retains all rights in the service and its improvements.

5. Disclaimers (AI, software & services)

5.1 AI output may be wrong — verify before relying on it

Output from BatQuest’s AI tools (including offline/local-LLM document tools) may be inaccurate, incomplete, outdated, or fabricated (sometimes called “hallucinations”) — including fabricated citations, case names, statutes, figures, or quotations. You must independently verify any AI output against the underlying source documents before relying on it. BatQuest is not responsible for decisions made on the basis of unverified AI output.

5.2 Not legal, financial, medical, or tax advice

Nothing BatQuest provides — through the Website, any service, deliverable, or AI tool — constitutes legal, financial, tax, accounting, or medical advice. No attorney–client, physician–patient, or other professional relationship is formed by your use of our tools or services. Because the offline-AI tool can process legal, medical, and financial documents, AI-generated summaries, analyses, or classifications are for informational and efficiency purposes only and must be reviewed by a qualified licensed professional before any decision is made.

5.3 Software may contain bugs

Custom software is complex and may contain defects or unexpected behavior. Except as expressly stated in a signed agreement, BatQuest does not warrant that any deliverable will be free of defects, and has no obligation to correct defects beyond the acceptance process in §3.6. Deliverables are provided “AS IS” (see §5).

5.4 You are responsible for your own backups

The client is solely responsible for backing up its own data, systems, and documents. BatQuest is not liable for data loss, corruption, or deletion except to the extent directly caused by BatQuest’s gross negligence or willful misconduct.

5.5 No guarantee of results

BatQuest does not guarantee any specific business outcome, revenue increase, search ranking, performance metric, or other result. Engagements are performed on a best-efforts, workmanlike basis.

5.6 No endorsement of third-party tools

BatQuest may recommend or integrate third-party tools, libraries, models, or services. Such references are not endorsements, and BatQuest is not responsible for the performance, security, or practices of any third-party tool.

5.7 Affiliate / referral disclosure

BatQuest may participate in affiliate or referral programs and may earn commissions on qualifying purchases made through links on the Website, at no additional cost to you. Such relationships are disclosed where applicable and comply with FTC endorsement guides; they do not influence our substantive recommendations.

6. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL BATQUEST BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF (OR INABILITY TO USE) THE WEBSITE OR ANY SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER THEORY, EVEN IF BATQUEST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

For paid consulting or custom-development engagements, each party’s total aggregate liability under the agreement and all SOWs will not exceed the fees paid by the client to BatQuest under the SOW giving rise to the claim in the 12 months preceding the claim — except for (a) breaches of confidentiality and (b) infringement of the other party’s intellectual property.

What these limits do not cover. Nothing in these Terms limits either party’s liability for its own gross negligence, willful misconduct, fraud, or violation of law. Some states do not allow the exclusion or limitation of certain damages or implied warranties, so the above limits may not apply to you in full; in those jurisdictions, BatQuest’s liability is limited to the maximum extent permitted by law.

7. Privacy & your data

Our data practices are described in our Privacy Policy, which is incorporated into these Terms. We do not sell your personal information. For offline-AI tools, our default model is that your documents are processed on hardware you control and are not sent to BatQuest or to third-party cloud AI services unless you specifically transmit them for support. We do not train third-party AI models on client data.

8. Email communications (CAN-SPAM)

Commercial email from BatQuest complies with the CAN-SPAM Act: it includes a valid physical postal address, a clear and conspicuous unsubscribe link, and accurate header and subject information, and opt-out requests are honored within 10 business days. For California recipients, advertising email is prefixed “ADV:” where required by law. We do not sell or transfer opt-out email addresses.

9. Intellectual property

All content on this Website — text, graphics, logos, designs, code, and software — is owned by or licensed to BatQuest and protected by U.S. and international intellectual-property laws. You may not copy, reproduce, distribute, or create derivative works from it without our prior written consent. Ownership of client deliverables is governed by §3.4.

10. State-specific notices

The notices below give residents of specific U.S. states the rights those states require. They supplement, and do not replace, the rest of these Terms.

11. Governing law & dispute resolution

These Terms are governed by the laws of the State of South Carolina, without regard to its conflict-of-laws principles. The parties consent to the jurisdiction of the state and federal courts located in Greenville County, South Carolina for any dispute arising out of these Terms, except that either party may bring a claim within the limit of a small-claims court.

If BatQuest and a business client agree in a signed agreement, disputes may be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, with judgment enforceable in any court of competent jurisdiction; the parties waive a jury trial and participation in a class, collective, or representative proceeding. Any such arbitration clause is mutual, conspicuous, and presented (not buried in fine print). Where state law restricts arbitration or class waivers (for example, under unconscionability doctrine), those restrictions are preserved to the extent not preempted by the Federal Arbitration Act.

12. Changes, severability & general

BatQuest may revise these Terms at any time by posting an updated version with a new “Last updated” date; your continued use after changes are posted constitutes acceptance. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and all other provisions remain in effect. These Terms, together with the Privacy Policy and any signed agreement, constitute the entire agreement between you and BatQuest regarding their subject matter and supersede prior understandings. No waiver of any provision is a waiver of any other provision. The headings are for convenience only.

13. Contact

Questions about these Terms may be sent to hello@batquest.com or by mail to: BatQuest LLC, 2607 Woodruff Rd, Ste E – 1012, Simpsonville, SC 29681-3625.

These Terms compile standard industry provisions commonly used by custom-software, consulting, and SaaS businesses and incorporate state-specific notices required in multiple U.S. states. They are not legal advice and were prepared without the review of licensed counsel. Before relying on them, have a qualified attorney in your operating state(s) review them — particularly the governing-law/venue choice, warranty disclaimers, limitation of liability, any arbitration clause, and the state-specific notices.