Service Terms (Client Agreement Summary)

Effective date: December 24, 2025

These Service Terms (“Service Terms”) describe baseline terms that may apply when you engage Tristan Salisbury(operating as BearPack Online Services, “BearPack”, “we”, “us”, “our”) for custom development, automation, bot development, or related services.

Final terms for any project are set out in a written proposal, statement of work (“SOW”), master services agreement (“MSA”), or invoice that references these Service Terms. If there is a conflict, the signed SOW/MSA controls.

1) Engagement models (one-time builds)

• Fixed-scope builds (defined deliverables and price)
• Milestone delivery (larger projects split into milestones)
• Support packs (optional post-launch monthly support)

2) Scope and change control

• Work is limited to what is described in the SOW/proposal.
• Changes are handled through a written change request (scope, cost, and timeline impact).

3) Client responsibilities

You agree to provide timely:

• Requirements, approvals, and content
• Access to systems/accounts needed to perform work (hosting, APIs, repos, Discord, etc.)
• A point of contact empowered to make decisions

Delays in client inputs may extend timelines.

4) Deliverables, acceptance, and launch

• Deliverables are deemed accepted when (a) you confirm acceptance in writing, or (b) you put the deliverable into production use, or (c) 5 business days pass after delivery with no material issues reported.
• We recommend a staging environment prior to production deployment where feasible.

5) Fees, invoices, and payment

• Pricing is fixed-scope unless otherwise stated in the SOW/proposal/invoice.
• Typical structure: 50% deposit, 50% on delivery (or milestone splits for larger projects).
• Support packs (if chosen) are monthly and cancelable with notice as stated in the support terms.
• Payment terms: Net 7.
• Late payments may pause work and may incur interest/fees where permitted by law.

6) Expenses and third-party costs

You are responsible for third-party fees unless explicitly included (hosting, domains, paid APIs, email/SMS providers, premium plugins, etc.).

7) Intellectual property

• Client-owned deliverables: Upon full payment, you receive ownership of the custom deliverables created specifically for your project.
• Pre-existing materials: We retain ownership of our pre-existing tools, libraries, frameworks, templates, and know-how. We grant you a license to use them only as embedded in the deliverables.
• Third-party materials: Open-source and third-party components remain subject to their licenses.

If you need full assignment of all rights including underlying frameworks, that must be stated in writing and may change pricing.

8) Confidentiality

Each party agrees to keep confidential information secret and use it only to perform under the agreement, subject to standard exceptions (public info, independently developed, lawful disclosure, etc.).

9) Warranties and support

• We provide services in a professional and workmanlike manner.
• Unless otherwise agreed, custom development is not a guarantee of specific business outcomes.
• Post-launch support/maintenance is available via optional support packs or a separate support agreement.

10) Security and data handling

• We use reasonable safeguards appropriate to the project and data sensitivity.
• You remain responsible for access management on your systems (admin accounts, API keys, credentials).
• If personal information is processed, both parties agree to cooperate on privacy obligations consistent with applicable law.

11) Limitation of liability

To the maximum extent permitted by law:

• We are not liable for indirect, incidental, special, consequential, or punitive damages.
• Our aggregate liability for claims related to the services is limited to the fees paid for the services giving rise to the claim during the 3 months, unless otherwise required by law.

12) Term and termination

• Either party may terminate for material breach not cured within 10 business days after notice.
• You may terminate for convenience with written notice; you remain responsible for fees for work performed and committed costs through the termination date.

13) Dispute resolution

We prefer informal resolution first. If unresolved, disputes will be handled in Ontario, Canada courts (or as otherwise stated in the SOW/MSA).

14) Contact

Email: arcticasters@gmail.com
Mail:
Tristan Salisbury - Segade
2375 Tecumseh Rd W
Ste 1 #1255
Windsor, ON N9B 1W2
Canada