Terms of Service

1. Acceptance of these terms

Your use of the website constitutes acceptance of these terms. The acceptance takes effect when you first access a page, submit a form or otherwise interact with the site. If you act on behalf of an organisation, you represent that you have authority to bind that organisation to these terms.

We may update these terms from time to time. The effective date at the top of the page identifies the current version. Continued use of the website after an update means that you accept the revised terms. If a change is material to an active engagement, we will notify the client contact and, where the signed document requires it, agree the change in writing before applying it.

2. Eligibility and authority

The website and services are offered to businesses and professionals. By using them you confirm that you are at least eighteen years old and that you have the legal capacity to enter a contract. If you are using the site on behalf of an entity, you confirm that the entity is validly formed and that you are authorised to act for it.

You agree to provide accurate information when you contact us or engage us. If the information you provide is inaccurate and that inaccuracy affects our work, you remain responsible for the consequences and for any cost of correcting the record.

3. Permitted use of the website

You may read the pages, print them for your own reference and share links with colleagues. You may not copy substantial portions of the content into another website, publication or product without our written permission. You may not frame the site, mirror it on another address or present its content as your own.

You may not use the website in a way that interferes with its operation. Prohibited conduct includes attempting to gain unauthorised access to any system, sending automated requests that place an unreasonable load on the hosting service, introducing malicious code, probing for vulnerabilities without our written consent and using the site to distribute spam or unlawful material.

We reserve the right to block access where we reasonably believe that a request or a pattern of requests presents a security risk or an abuse. We will not block ordinary reading or reasonable search engine indexing.

4. Our services

BKF Management, LLC provides computer integrated systems design services for property management operations. The service lines described on the website include property systems design, tenant workflow integration, maintenance request portals, rent collection pipelines, vendor coordination consoles and ongoing systems support.

The descriptions on the website are provided for general information. They do not constitute a binding offer, a warranty that a particular feature will be delivered, or a promise that a specific outcome will be achieved. The exact scope of a project is defined in a written statement of work agreed by both parties.

We may engage subcontractors or specialist advisers to assist with a project where we consider it appropriate. We remain responsible for the work delivered under the engagement, and we require any subcontractor to observe the confidentiality obligations described in these terms.

5. Engagements and statements of work

An engagement begins when both parties sign a written proposal, statement of work or engagement letter. The document identifies the services, the deliverables, the assumptions, the timetable and the fees. If the document does not address a matter, these terms apply to the extent permitted by law.

Proposals remain open for the period stated in the document or, if no period is stated, for thirty days from the date of issue. A proposal does not reserve staff or a delivery slot until it has been signed and any required deposit has been received.

Where a project is delivered in stages, each stage is described in the statement of work with its own acceptance criteria. A stage is considered accepted when the client confirms acceptance in writing or, where the document provides for it, when the review period expires without a written objection identifying a material defect against the agreed criteria.

Unless the statement of work says otherwise, we do not provide legal, tax, accounting, engineering or property management advice. Our work concerns the design and integration of information systems. Decisions about leases, tenancies, safety requirements and regulatory compliance remain with the client and its qualified advisers.

6. Client responsibilities

A successful engagement depends on cooperation from the client. The client agrees to provide timely access to the people, documents and systems needed for the work, to nominate a person with authority to give approvals, and to respond to requests for information within a reasonable period.

The client is responsible for the accuracy and lawfulness of the data it provides. This includes ensuring that it has the right to share tenant, applicant, vendor and owner records with us, that it has given any notices required by applicable law, and that the data does not include information that the project does not require.

The client is responsible for maintaining its own systems after handover, unless a support retainer is in place. This includes applying updates to third party platforms, managing user accounts and ensuring that its staff receive appropriate training. Where a support retainer is in place, the division of responsibility is stated in the retainer document.

Delays caused by the client, such as late access, late feedback or unchanged assumptions, may affect the timetable and may require additional effort. We will discuss the effect with the client before incurring additional cost where the circumstances allow.

7. Fees, invoicing and payment

Fees are set out in the statement of work. They may be fixed, based on stages, or charged on a time and materials basis at the rates stated in the document. Expenses such as travel or third party licences are charged only where the document allows them and are itemised on the invoice.

Unless the statement of work says otherwise, invoices are issued at the start of a stage or monthly for time based work, and payment is due within thirty days of the invoice date. Amounts are stated in United States dollars and are exclusive of any tax that the law requires us to add.

If an invoice remains unpaid after the due date, we may charge interest on the overdue amount at the rate of one percent per month or the maximum rate permitted by law, whichever is lower. We may also suspend work after giving written notice where the overdue amount is not disputed in good faith.

The client is responsible for any bank or transfer charge that reduces the amount we receive. Where a payment is reversed or a card charge is disputed without a reasonable basis, the client remains liable for the underlying fee and for reasonable costs of recovery.

Deposits, where required, are applied against the final invoice. Unless the statement of work says otherwise, a deposit is not refundable once work has begun, because it reserves capacity that cannot be reallocated at short notice.

8. Changes to scope

Projects evolve, and we expect that. A change is handled through a written change request that describes the new requirement, its effect on the timetable and its effect on fees. Work on the change begins when both parties accept the request in writing.

Where a small adjustment can be absorbed within the agreed effort, we may proceed without a formal change request and record the adjustment in the project notes. We will not treat a significant addition as a minor adjustment, and we will tell the client if a request falls outside the agreed scope.

If the client requests a change that affects work already completed, the earlier work may need to be revised. The cost of that revision forms part of the change request.

9. Intellectual property

We retain ownership of our pre-existing materials, including our methods, templates, design patterns, code libraries and documentation that were developed before an engagement or independently of it. We grant the client a non-exclusive, non-transferable licence to use those materials to the extent necessary to use the deliverables for its internal business purposes.

Subject to payment in full of the fees for a stage, we assign to the client the rights in the custom deliverables created for that stage, excluding our pre-existing materials and any third party components. The assignment is effective on payment and is limited to the scope described in the statement of work.

The client grants us a licence to use its data, documents and trademarks as needed to perform the services. That licence ends when the engagement ends, except for copies we must retain to meet legal obligations or to resolve a dispute.

We may describe the general nature of a completed project in our professional portfolio, provided that we do not disclose confidential information or identify the client without permission. The client may withhold that permission at any time by written notice.

10. Confidentiality

Each party may receive information that the other treats as confidential. Confidential information includes business records, tenant and vendor data, financial information, technical designs, source code, pricing and any other information that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

Each party agrees to use confidential information only for the purposes of the engagement and to protect it with reasonable care. Access is limited to personnel and advisers who need the information and who are bound by confidentiality obligations at least as protective as those in this section.

Confidential information does not include information that is or becomes public through no breach of these terms, was already known to the receiving party without a duty of confidence, is received lawfully from a third party without restriction, or is independently developed without use of the confidential information.

A party may disclose confidential information where required by law or by a court order, provided that it gives the other party prompt notice where lawful and cooperates in any reasonable effort to limit the disclosure. The confidentiality obligations in this section survive the end of the engagement for a period of five years, and indefinitely for trade secrets.

11. Data protection and records

Where we process personal information on behalf of a client, we do so as a service provider under the instructions in the engagement document. We will process the information only as necessary to deliver the services, will apply the security measures described in the document and will assist the client with its own privacy obligations where the law requires.

We will notify the client without undue delay if we become aware of a security incident affecting the client data. The notice will include the information we have at the time, and we will provide further updates as our investigation progresses. The client remains responsible for any notification it must make to individuals or regulators.

At the end of an engagement we will return or delete the client data as the client directs and confirm the action in writing. We may retain a copy where the law requires it, in which case the retained copy remains subject to the confidentiality and security obligations in these terms.

Our own handling of personal information is described in the Privacy Policy published on this website. Where these terms and the Privacy Policy address different matters, each applies to its own subject area.

12. Third party platforms

Our systems often connect to platforms operated by other organisations, such as payment processors, accounting packages, email services and maintenance tools. Those platforms are governed by their own terms and privacy notices, and the client is responsible for maintaining valid accounts and licences.

We do not control the availability, security or performance of a third party platform. If a platform changes its interface, withdraws a feature or suffers an outage, we will work with the client to restore the integration, but we cannot guarantee that a third party will maintain compatibility with a system we have delivered.

Where a client asks us to use a particular platform, the client accepts the risk associated with that choice. We will tell the client if we believe a chosen platform presents a material risk to the project, and we will recommend an alternative where one is available.

13. Warranties and disclaimers

We warrant that we will perform the services with reasonable skill and care, in accordance with the statement of work and applicable professional standards. If a deliverable does not conform to the agreed criteria, the client should notify us within thirty days of acceptance, and we will correct the non-conformity at no additional cost.

The correction remedy is the client primary remedy for a non-conforming deliverable. If we cannot correct the non-conformity within a reasonable period, either party may terminate the affected stage and receive a refund of fees paid for the non-conforming portion, in addition to any rights that cannot be excluded by law.

Except as expressly stated in these terms, the website and the services are provided as available and without further warranty. We disclaim, to the maximum extent permitted by law, all implied warranties, including warranties of merchantability, fitness for a particular purpose, title and non-infringement. We do not warrant that the website will be uninterrupted, error free or free of harmful components, or that any system will produce a particular financial result.

14. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, loss of business opportunity or loss of data, arising out of or in connection with these terms or an engagement, even if the party has been advised of the possibility of such damages.

Our total aggregate liability arising out of or in connection with an engagement is limited to the fees paid by the client for the twelve months preceding the event that gave rise to the claim. Where the engagement has lasted less than twelve months, the limit is the total fees paid under that engagement.

The limitations in this section do not apply to liability that cannot be limited by law, including liability for fraud, wilful misconduct, death or personal injury caused by negligence, or a breach of the confidentiality obligations to the extent that the law does not permit a limit.

Any claim arising out of an engagement must be brought within one year after the claimant knew or should have known of the facts giving rise to the claim, unless a longer period is required by law.

15. Indemnification

The client agrees to indemnify and hold harmless BKF Management, LLC and its personnel from any claim, loss, liability, cost or expense, including reasonable legal fees, arising from the client data, from the client use of a deliverable in a manner not contemplated by the statement of work, or from the client breach of these terms or applicable law.

We agree to indemnify and hold harmless the client from any claim that a custom deliverable, as delivered and used in accordance with the statement of work, infringes the intellectual property rights of a third party. This obligation does not apply where the claim arises from client materials, from a modification made by someone other than us, or from use of a third party platform specified by the client.

A party seeking indemnification must give prompt notice of the claim, allow the indemnifying party to control the defence where the law permits, and cooperate reasonably in the defence. The indemnifying party may not settle a claim in a way that admits fault on the part of the indemnified party without consent.

16. Term and termination

These terms apply for as long as you use the website or an engagement continues. An engagement continues until the services are complete, unless it is terminated earlier in accordance with this section.

Either party may terminate an engagement for convenience by giving thirty days written notice. The client remains responsible for fees for work performed and for commitments properly incurred before the termination takes effect. We will provide the client with the work completed to that date and with reasonable cooperation on an orderly handover.

Either party may terminate immediately by written notice if the other party commits a material breach that is not remedied within fifteen days of notice, becomes insolvent, or engages in conduct that makes the continuation of the engagement unsafe or unlawful.

On termination, the confidentiality, intellectual property, liability and governing law sections survive, together with any other provision that by its nature is intended to survive.

17. Events beyond our control

Neither party is liable for a delay or failure to perform caused by an event beyond its reasonable control. Such events include natural disasters, severe weather, fire, epidemic, war, civil unrest, industrial action, failure of public utilities or telecommunications, and a widespread failure of a third party platform that could not reasonably have been anticipated or mitigated.

The affected party must notify the other promptly and use reasonable efforts to resume performance. Deadlines are extended by the period of the delay. If the event continues for more than sixty days, either party may terminate the affected engagement by written notice without further liability, subject to payment for work already performed.

18. Governing law and disputes

These terms and any engagement are governed by the laws of the State of Utah and the applicable laws of the United States, without regard to conflict of law rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Utah for any dispute that is not resolved by negotiation or mediation.

Before starting proceedings, the parties agree to attempt to resolve a dispute through good faith discussion between senior representatives. If discussion does not resolve the matter within thirty days, either party may propose mediation before a mutually acceptable mediator. The cost of mediation is shared equally.

Nothing in this section prevents either party from seeking urgent injunctive relief from a court to protect confidential information or intellectual property, or from bringing a claim in a court that has jurisdiction where the law does not permit the choice of forum above.

19. General provisions

These terms, together with any signed statement of work and the Privacy Policy, form the entire agreement between the parties on their subject matter and supersede any earlier discussion or representation. A statement made during a sales conversation does not form part of the agreement unless it is written into the signed document.

If a provision is found to be invalid or unenforceable, it is modified to the minimum extent necessary to make it enforceable, or if that is not possible, severed. The remaining provisions continue in full force.

A failure to exercise a right under these terms is not a waiver of that right. A waiver is effective only if it is given in writing by the party granting it and only for the specific matter to which it relates.

Neither party may assign an engagement without the written consent of the other, except that we may assign it to a successor entity as part of a reorganisation or a sale of the business, provided that the successor assumes our obligations. The client may not assign an engagement to a competitor of BKF Management, LLC without consent.

Notices under these terms must be sent in writing to the addresses stated in the engagement document or, for notices to us, to admin@bkfmanagement.autos. Notice by email is effective when sent, provided that the sending party does not receive an automated failure message.

Nothing in these terms creates a partnership, joint venture, agency or employment relationship between the parties. Each party acts as an independent contractor. Neither party has authority to bind the other or to make commitments on the other behalf.

The section headings in these terms are for convenience only and do not affect interpretation. References to a document include any amendment agreed in writing.

20. Contact details

Questions about these terms, a request for a copy in another format, or a notice under an engagement should be addressed to our office.

We recommend that you keep a copy of these terms with your project records. If you would like a signed copy for your files, write to our office and we will provide one.