Terms of service
Last updated: October 2026
This Agreement ("Agreement") is entered into by and between Data Services Agency (`dataservicesagency.com`), located at Jazmines 5453, Del Paseo Residencial, Monterrey, Nuevo León, Mexico 64920, and You, Your heirs, agents, successors, and assigns ("the Client"), and becomes effective upon the execution of a commercial proposal, service order, or engagement of Professional Services.
This Agreement sets forth the terms and conditions for the use of Professional Services, Consulting, Custom Software Development, and Managed Infrastructure Services (the "Services") provided by Data Services Agency, and explains the obligations of both parties. By purchasing or using the Services, the Client acknowledges that they have read, understood, and agreed to be bound by all terms and conditions of this Agreement.
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1. Provision of Professional Services and Infrastructure
1.1. Scope of Agreement and Modifications:
Data Services Agency provides specialized technology consulting, software development, systems integration, and custom server infrastructure management. Data Services Agency may update or modify these Terms of Service upon written notice to the Client. The Client agrees to be bound by any such modifications upon notification.
1.2. Management Tools, Consoles, and Portals (As Applicable Per Project):
Unlike a standardized or automated SaaS provider, Data Services Agency does not guarantee or commit by default to providing a web administration console, data dashboard, or control panel. The provision, setup, or development of any user interface, admin panel, or monitoring dashboard is strictly optional and will apply only if explicitly detailed, quoted, and approved in the corresponding Statement of Work or Service Proposal.
1.3. Application Programming Interfaces (APIs) and Integrations:
Data Services Agency may build, configure, or connect APIs and software integrations solely when explicitly specified in the contracted project scope.
- Client Infrastructure: Where integrations run on or interact with the Client's infrastructure, the Client remains solely responsible for maintaining active server operations, network connectivity, and security protocols.
- Webhooks and Endpoints: The Client is responsible for the availability, stability, and security of third-party endpoints and systems with which Data Services Agency interacts.
1.4. Security Credentials and Access:
For project management, server administration, or integration purposes, Data Services Agency may issue or request credentials, API keys, or access tokens. The Client is responsible for safeguarding and maintaining the confidentiality of any access credentials granted.
1.5. Privacy and Confidentiality:
Data Services Agency commits to protecting the Client's confidential information and will not use or disclose such information inconsistently with the commercial purpose of the engagement or applicable privacy policies.
1.6. Technical Support and Maintenance:
- Client Verification: Prior to submitting a support request, the Client commits to performing reasonable preliminary checks. Support requests can be submitted via email to `info@dataservicesagency.com` or directly to the assigned account manager.
- Support Levels: SLA response times and monthly maintenance/support hours are governed by the specific support tier or retainer package chosen in the commercial proposal. Engineering tasks, new feature development, or out-of-scope modifications are not classified as standard technical support and will be quoted separately.
1.7. Additional Professional Services:
Any additional services (e.g., custom adapter coding, integration modifications, additional data migrations, or out-of-scope technical assistance) will require a separate estimation, quotation, and written approval by both parties.
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2. Client Obligations
2.1. Accurate Information and Data Integrity:
The Client agrees to provide accurate, complete, and updated information required for project execution. The Client retains full responsibility for the accuracy, lawfulness, and quality of data stored in or transmitted from their primary systems.
2.2. Compliance with External Systems:
The Client is solely responsible for adhering to the terms of use, licensing, rate limits, and security guidelines of any third-party external systems (such as Marketplaces, ERPs, CRMs, or cloud providers) connected or integrated during the project.
The Client must also ensure that their network firewalls, security configurations, and IP whitelists allow necessary connectivity for Data Services Agency to deliver the agreed-upon services.
2.3. Notification of Infrastructure Changes:
The Client must notify Data Services Agency in advance of any planned changes to their infrastructure, database engines, dependencies, API versions, or network policies that could impact the functionality of the delivered services.
2.4. Account and Credentials Security:
The Client is responsible for maintaining the security of their internal access accounts, servers, and systems. Data Services Agency shall not be liable for any losses arising from unauthorized access to the Client's infrastructure by third parties.
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3. Intellectual Property and Licenses
3.1. Software and Service License:
Unless otherwise explicitly stipulated in a custom work-for-hire contract with full intellectual property assignment, Data Services Agency grants the Client a limited, non-exclusive, non-transferable, and revocable license to use the deliverables, tools, and scripts provided for the agreed business purpose. The Client agrees not to reverse engineer or decompile proprietary software components provided by Data Services Agency.
3.2. Proprietary Rights:
All background IP, core libraries, methodologies, frameworks, and trademarks belonging to Data Services Agency remain its sole and exclusive property. Nothing in this Agreement transfers ownership of Data Services Agency's core intellectual property to the Client, except for project-specific custom deliverables as expressly stated in a written contract.
3.3. Prohibited Conduct and Misuse:
The Client agrees not to use Data Services Agency's services or hosted infrastructure for unlawful activities, unauthorized spamming, hacking, or any activity prohibited under Mexican law or applicable international law. Data Services Agency reserves the right to suspend services in the event of illegal or abusive activity.
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4. Payment Terms and Billing
4.1. Fees and Invoicing:
Professional fees, retainers, hourly banks, and server management costs will be billed according to the accepted proposal or active statement of work.
4.2. Payment Terms:
Payments are due according to the schedule set forth in each invoice or commercial agreement. Payments may be processed via electronic bank transfer (SPEI), credit/debit card, or other agreed payment methods. All fees are quoted in Mexican Pesos (MXN) or United States Dollars (USD) as agreed, plus applicable taxes.
4.3. Suspension for Non-Payment:
If the Client falls in arrears on payments for more than thirty (30) days, Data Services Agency reserves the right to suspend professional services, technical support, and/or access to managed infrastructure until the account balance is fully settled.
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5. Limitation of Liability and Warranties
5.1. Disclaimer of Warranties:
Services and custom developments are provided on an "As Is" and "As Available" basis according to agreed project specifications. Data Services Agency does not warrant uninterrupted service where performance depends on third-party APIs, external network infrastructure, or systems outside its direct control.
5.2. Limitation of Liability:
To the maximum extent permitted by law, Data Services Agency shall not be liable to the Client for any indirect, incidental, consequential, special, or punitive damages, including loss of profits or loss of data. In all events, Data Services Agency's maximum aggregate liability shall not exceed the total fees paid by the Client to Data Services Agency for the specific project or service in dispute.
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6. Indemnification
The Client agrees to defend, indemnify, and hold harmless Data Services Agency, its officers, directors, employees, and agents from any claims, losses, liabilities, or legal expenses (including reasonable attorney's fees) arising from the Client's breach of this Agreement, unauthorized use of infrastructure, or misuse of third-party data and systems.
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7. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Nuevo León, Mexico. For any legal disputes arising out of or relating to this Agreement, the parties expressly submit to the exclusive jurisdiction of the courts located in Monterrey, Nuevo León, Mexico, waiving any other jurisdiction that may correspond to them by reason of their present or future domicile.
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8. Contact Information
For questions regarding these Terms of Service, please contact us at info@dataservicesagency.com or visit dataservicesagency.com.