The terms and conditions governing the use of our services.
Effective Date: January 1, 2026
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and WicTech ("Company," "we," "our," or "us"), a technology company headquartered in Houston, Texas. These Terms govern your access to and use of our website, software, platforms, AI solutions, and professional services (collectively, the "Services"). Please read these Terms carefully before using our Services.
By accessing or using our Services, submitting a project inquiry, executing a statement of work, or otherwise engaging with WicTech, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms. If you do not agree to these Terms, you must not access or use our Services.
WicTech provides AI-powered software engineering, integration, and consulting services, including but not limited to:
Specific deliverables, timelines, milestones, and pricing for each engagement will be outlined in a separate Statement of Work ("SOW") or service agreement executed between the parties. In the event of a conflict between these Terms and a SOW, the terms of the SOW shall prevail with respect to the specific engagement.
By using our Services, you agree to:
WicTech Intellectual Property: All intellectual property rights in and to our pre-existing tools, frameworks, libraries, methodologies, algorithms, AI models, training data, and proprietary technologies remain the exclusive property of WicTech. Nothing in these Terms or any SOW shall be construed as a transfer of ownership of WicTech's pre-existing intellectual property to you.
Client Intellectual Property: You retain all rights, title, and interest in your pre-existing data, content, trademarks, and materials provided to WicTech for the purpose of performing Services ("Client Materials"). You grant WicTech a non-exclusive, limited license to use Client Materials solely as necessary to perform the Services during the term of the engagement.
Work Product: Unless otherwise specified in a SOW, upon full payment of all applicable fees, the Client shall own the custom deliverables, code, and documentation specifically created for the Client under the SOW ("Work Product"). WicTech retains the right to use general knowledge, skills, experience, ideas, concepts, techniques, and know-how acquired during the performance of Services, provided such use does not disclose Client Confidential Information.
Open Source Components: Certain deliverables may incorporate open-source software components, which are subject to their respective open-source licenses. WicTech will identify any material open-source components included in the deliverables.
Each party acknowledges that in the course of the engagement, it may receive or have access to confidential and proprietary information of the other party ("Confidential Information"). Confidential Information includes, but is not limited to, business strategies, technical specifications, source code, algorithms, AI models, customer data, financial information, pricing, trade secrets, and any information marked as "confidential" or that a reasonable person would understand to be confidential.
Each party agrees to:
Confidentiality obligations shall survive the termination or expiration of these Terms for a period of three (3) years, or indefinitely with respect to trade secrets to the extent protected under applicable law.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
Client Indemnification: You agree to indemnify, defend, and hold harmless WicTech and its directors, officers, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your breach of these Terms; (b) your use of the Services in a manner not authorized by these Terms; (c) your violation of any applicable law, regulation, or third-party right; or (d) any Client Materials that infringe or misappropriate any third-party intellectual property right.
WicTech Indemnification: WicTech agrees to indemnify, defend, and hold harmless the Client from and against any third-party claims alleging that the Services or Work Product, as delivered by WicTech, infringe any valid patent, copyright, or trademark of a third party, provided that the Client promptly notifies WicTech of such claim, grants WicTech sole control of the defense and settlement, and provides reasonable cooperation at WicTech's expense.
Termination for Convenience: Either party may terminate these Terms or any SOW by providing thirty (30) days' prior written notice to the other party. Upon termination for convenience, the Client shall pay for all Services performed and expenses incurred up to the effective date of termination.
Termination for Cause: Either party may terminate these Terms or any SOW immediately upon written notice if the other party: (a) materially breaches these Terms or the SOW and fails to cure such breach within fifteen (15) days of receiving written notice specifying the breach; or (b) becomes insolvent, files for bankruptcy, or has a receiver appointed for a substantial part of its assets.
Effects of Termination: Upon termination or expiration of these Terms: (a) all licenses granted hereunder shall immediately terminate, except for licenses to fully paid Work Product; (b) each party shall return or destroy all Confidential Information of the other party; (c) the Client shall pay all outstanding fees and expenses; and (d) Sections 4, 5, 6, 7, 9, 10, and 12 shall survive termination.
These Terms and any dispute arising out of or relating to these Terms, including their formation, interpretation, performance, breach, or termination, shall be governed by and construed in accordance with the laws of the State of Texas, United States of America, without regard to its conflict of law principles. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.
Negotiation: The parties agree to attempt in good faith to resolve any dispute, claim, or controversy arising out of or relating to these Terms through direct negotiation between authorized representatives of each party for a period of thirty (30) days from the date written notice of the dispute is received.
Mediation: If the dispute cannot be resolved through negotiation, either party may submit the matter to non-binding mediation administered by a mutually agreed-upon mediator in Houston, Texas, before initiating any formal legal proceedings.
Jurisdiction: If the dispute is not resolved through negotiation or mediation, each party irrevocably consents to the exclusive jurisdiction and venue of the state and federal courts located in Harris County, Texas, for the adjudication of any dispute arising out of or relating to these Terms. Each party waives any objection to jurisdiction or venue in such courts and agrees not to commence any legal proceeding relating to these Terms in any other court or forum.
WicTech reserves the right to modify, amend, or update these Terms at any time at our sole discretion. When we make material changes, we will update the "Effective Date" at the top of this page and, where appropriate, provide notice through our website or by email. Your continued use of our Services after any such modifications constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must discontinue your use of the Services and notify us in writing. It is your responsibility to review these Terms periodically.
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, shall be severed from these Terms. The invalidity, illegality, or unenforceability of any provision shall not affect the validity or enforceability of the remaining provisions of these Terms, which shall continue in full force and effect.
Entire Agreement: These Terms, together with our Privacy Policy and any applicable SOW, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of future enforcement of that right or provision. A waiver of any term or condition shall not be deemed a waiver of any subsequent breach or default.
Assignment: You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of WicTech. WicTech may assign these Terms without restriction. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.
If you have any questions or concerns about these Terms of Service, please contact us:
We recommend that you retain a copy of these Terms for your records.