Terms of Service.

1. Acceptance of Terms

Welcome to Tovar Shop ("Tovar Shop", "we", "us", or "our"). By accessing or using our website at thetovarshop.site or any of our services — including AI agent development and automation solutions — you ("Client", "you", or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use our services.

Tovar Shop is operated by Vanessa Tovar, with a business address at 706 30th Street, Huntington, WV 25702, United States. Our Employer Identification Number (EIN) is 41-5243920.

2. Services Provided

Tovar Shop provides the following services:

• AI Agent Development: Custom AI agents for customer support, lead qualification, and conversational interfaces.
• Automation Solutions: Workflow automation, document processing, and intelligent business operations.
• Digital Marketing Services: SEO, paid advertising, content production, conversion optimization, and analytics.
• Consulting: Strategy, system design, and implementation guidance for AI-driven business transformation.

The specific scope of work, deliverables, timelines, and fees for each engagement will be defined in a separate Statement of Work (SOW), Service Agreement, or written proposal between Tovar Shop and the Client.

3. Engagement and Payment

3.1 Project Fees

Project fees are quoted on a per-engagement basis and will be specified in the applicable SOW or proposal. Fees may be structured as fixed-price, milestone-based, hourly, or recurring subscription, depending on the engagement.

3.2 Payment Terms

Unless otherwise specified in the SOW:

• A deposit of up to 50% may be required before work commences.
• Invoices are due within fourteen (14) days of issuance.
• Payments are processed through secure third-party payment processors (including but not limited to Stripe, PayPal, and Slash). By making a payment, you also agree to the terms of the applicable payment processor.
• Late payments may incur a fee of 1.5% per month or the maximum allowed by law, whichever is lower.
• All fees are in United States Dollars (USD) unless otherwise stated.

3.3 Taxes

Fees do not include any applicable taxes. The Client is responsible for any sales, use, or value-added taxes associated with the services received.

4. Client Responsibilities

To deliver our services effectively, the Client agrees to:

• Provide accurate, complete, and timely information, materials, and access required for the engagement.
• Designate a primary point of contact authorized to make decisions on behalf of the Client.
• Review deliverables and provide feedback within agreed timeframes.
• Maintain ownership and proper licensing of any data, content, or assets shared with Tovar Shop.
• Comply with all applicable laws and regulations when using the deliverables.

5. Intellectual Property

5.1 Client Materials

The Client retains all rights to any data, content, branding, or proprietary materials provided to Tovar Shop for use in the engagement.

5.2 Deliverables

Upon full payment of all invoices related to a deliverable, Tovar Shop grants the Client a perpetual, worldwide license to use the final deliverables for the Client's business purposes. Tovar Shop retains ownership of pre-existing tools, frameworks, libraries, methodologies, and reusable components used to create the deliverable.

5.3 Tovar Shop Portfolio

Tovar Shop reserves the right to reference the engagement and showcase non-confidential work in its portfolio and marketing materials, unless the Client objects in writing.

6. Third-Party Services

Our services may integrate with third-party platforms (such as OpenAI, Anthropic, Zapier, Stripe, PayPal, Slash, cloud providers, advertising platforms, and CRM systems). The Client is responsible for maintaining valid accounts and complying with the terms of these third-party services. Tovar Shop is not responsible for any changes, outages, or policy modifications by third-party providers.

7. Confidentiality

Both parties agree to keep confidential any non-public information disclosed during the engagement. This obligation survives the termination of these Terms. Confidential information does not include information that is publicly available, independently developed, or rightfully received from a third party.

8. Warranties and Disclaimers

Tovar Shop will perform services in a professional and workmanlike manner. However, services are provided "AS IS" and "AS AVAILABLE" without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or that AI-generated outputs will be accurate, complete, or free from error.

AI systems are probabilistic and may produce unexpected, incorrect, or biased outputs. The Client is responsible for reviewing AI-generated content before use in business operations.

9. Limitation of Liability

To the maximum extent permitted by law, Tovar Shop's total cumulative liability arising out of or relating to these Terms or our services shall not exceed the amount paid by the Client to Tovar Shop in the three (3) months preceding the claim. In no event shall Tovar Shop be liable for indirect, incidental, special, consequential, or punitive damages, including lost profits or business interruption, even if advised of the possibility of such damages.

10. Indemnification

The Client agrees to indemnify and hold harmless Tovar Shop, its operator, and affiliates from any claims, damages, or expenses arising from (a) the Client's use of the deliverables, (b) Client-provided content or data, or (c) the Client's violation of these Terms or applicable law.

11. Termination

Either party may terminate an engagement with thirty (30) days' written notice. Tovar Shop may terminate immediately if the Client breaches these Terms, fails to pay invoices, or engages in unlawful conduct. Upon termination, the Client remains responsible for paying for all work completed up to the termination date.

12. Governing Law and Disputes

These Terms are governed by the laws of the State of West Virginia, United States, without regard to its conflict of laws principles. Any disputes shall be resolved through good-faith negotiation, and if unresolved, through binding arbitration in Huntington, West Virginia, or the appropriate courts located therein.

13. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated by posting the updated Terms on our website with a revised "Last updated" date. Continued use of our services after changes constitutes acceptance.

14. Entire Agreement

These Terms, together with any signed SOW or Service Agreement, constitute the entire agreement between Tovar Shop and the Client regarding the services and supersede all prior agreements or understandings.