These Terms of Service govern your use of the Duzett Roots LLC website and the professional services we provide. Duzett Roots LLC is a computer integrated systems design studio operating from West Jordan, Utah. By using our website or engaging our services, you agree to the terms set out below. Please read them carefully, and contact us if any part is unclear.
Acceptance of These Terms
By accessing our website, submitting a form, or entering into an engagement with Duzett Roots LLC, you confirm that you have read, understood and agreed to these Terms of Service. If you do not agree, please do not use the website or our services. If you accept these terms on behalf of an organisation, you represent that you have authority to bind that organisation.
These terms apply together with any signed proposal, statement of work or master services agreement. Where a signed agreement conflicts with these terms, the signed agreement controls for that engagement. These terms otherwise remain in force for every visit to the website and for the general framework of our relationship.
Definitions
In these terms, the Company refers to Duzett Roots LLC. The Client refers to the person or organisation that engages the Company for services. The Website refers to the pages served at our domain. The Services refer to computer integrated systems design, architecture, data pipeline, audit, monitoring and root cause engineering work. Deliverables refer to the diagrams, runbooks, pipeline definitions, reports and monitoring boards we produce. Confidential Information refers to non public information disclosed by either party.
Words in the singular include the plural where the context requires, and headings are provided for convenience only and do not affect interpretation. References to written form include electronic messages that can be retained.
Our Services
The Company provides professional, scientific and technical services in the field of computer integrated systems design. Our six service lines are Root Systems Integration, Strata Architecture Design, Soil Data Pipelines, Foundation Systems Audit, Subsurface Monitoring Platforms and Enterprise Root Cause Engineering. Descriptions on the website are provided for general information and do not constitute a binding offer.
Scope, schedule and fees for any engagement are defined in a written proposal or statement of work that both parties sign or accept in writing. The Company may decline an engagement, or pause one already accepted, where a request falls outside our competence, creates a conflict of interest, or cannot be delivered responsibly.
Eligibility and Account Responsibility
Our website and services are intended for professional and business use. By using them, you confirm that you are at least eighteen years old and legally able to enter into a contract. If you use the website on behalf of an organisation, you are responsible for keeping any access credentials confidential and for all activity that occurs under them.
You agree to provide accurate information when you contact us, to keep it current, and to notify us promptly if you believe your access has been compromised. The Company is not responsible for losses that result from your failure to protect credentials or from information you provide that is inaccurate or incomplete.
Proposals, Statements of Work and Fees
Each engagement begins with a written proposal that describes the objective, the scope, the assumptions, the schedule and the fees. A statement of work refines those details for a specific phase. A proposal remains open for the period stated in it, and fees may be adjusted if assumptions change materially before work begins.
Where a project evolves beyond the agreed scope, the Company will describe the change and its cost before proceeding. The Client may approve or decline the change in writing. Work on the new scope begins only after approval, so that neither party is surprised by an invoice or a delay. This change control is not a bureaucratic formality. It is how a long engagement stays honest, because a project that silently grows is a project that eventually fails on both sides. By naming every extension in writing, the Company and the Client always share one current understanding of what is being built, what it costs and when it will be ready.
Expenses such as travel, licences or third party fees are billed at cost and only when the proposal allows them. The Company does not mark up expenses. Where the proposal sets a fixed fee, that fee holds so long as the stated assumptions hold. Where the proposal sets a time and materials rate, the Company reports hours and activity in a form the Client can review, and it will pause rather than exceed a budget ceiling the Client has set.
Client Responsibilities
The Company depends on the Client for timely cooperation. The Client agrees to provide accurate technical information, reasonable access to systems and personnel, a qualified point of contact, and decisions within agreed windows. The Client also agrees to obtain any consents or authorisations needed for the Company to access environments and data during the engagement.
Where the Client delays access or decisions, schedules may shift and the Company may need to reschedule resources. The Company will communicate such impacts early and will not charge for time lost to Client delays unless the statement of work says otherwise. The Client remains responsible for the security and lawfulness of the environments it asks the Company to work within.
Payment Terms
Fees are stated in the proposal and are invoiced on the schedule described there. Unless the proposal says otherwise, invoices are due within thirty days of receipt. Amounts not paid by the due date may accrue a late charge at the rate stated in the proposal or, where no rate is stated, at the maximum rate permitted by law.
The Client is responsible for taxes that apply to the services, other than taxes on the Company net income. Where an invoice remains unpaid after a written reminder, the Company may suspend work and retain Deliverables until the account is settled. The Company will provide reasonable documentation for any amount it asks the Client to pay.
Milestone billing is common on larger engagements so that cost follows progress rather than calendar dates. A deposit may be requested before work begins, and it is credited against the final invoice. The Company keeps invoices clear: each one names the phase, the work completed and the amount due, so that an accounts team needs no interpretation to process it.
Intellectual Property
The Company retains ownership of its pre existing methods, tools, templates and general knowledge, including the root window design language used on this website and in our deliverables. Upon full payment, the Client receives a licence or, where the proposal states it, an assignment of the specific Deliverables created for the engagement.
Unless the proposal grants exclusivity, the Company may reuse generic techniques, patterns and know how in other work, provided it does not disclose the Client Confidential Information. The Client retains ownership of its own data, systems and materials. Nothing in these terms transfers ownership of the Website content except as expressly stated for a paid Deliverable.
Deliverables and Handover
Deliverables are provided in the formats named in the statement of work. The Company aims to make each handover self contained, so that the Client team can operate and extend the work without further access to the Company. Documentation is treated as part of the Deliverable rather than an optional extra.
Where a Deliverable requires a third party platform to function, the Client is responsible for maintaining that platform and its licences. The Company is not responsible for a Deliverable that fails because a third party service changes or is discontinued, though we are glad to be engaged to adapt the work when that happens.
Acceptable Use of the Website
You agree to use our website lawfully and respectfully. You will not attempt to gain unauthorised access to any part of the site or its infrastructure, interfere with its normal operation, introduce malicious code, scrape content in a way that burdens our servers, or use the site to distribute unlawful or harmful material.
The Company may restrict or block access where it reasonably believes these rules are being broken. The Content on the website, including text, layout and the root window illustration, is protected by intellectual property law and may not be copied for commercial use without written permission.
Confidentiality
Each party may receive non public information from the other. The receiving party agrees to protect that information with reasonable care, to use it only for the purposes of the engagement, and to disclose it only to personnel who need it and are bound by confidentiality obligations. These duties apply during the engagement and for a reasonable period afterward.
Confidential Information does not include information that is already public, that the receiving party already held without a duty, that it develops independently, or that it must disclose by law. Where disclosure is compelled, the receiving party will give prompt notice where lawful so that protective measures can be considered.
The Company often sees the inner workings of a Client estate, including architecture diagrams, credentials references and known weaknesses. This knowledge is treated as confidential even where it was never formally labelled. The Company will not reference a Client by name in marketing unless the Client gives written permission, and it will not describe a Client system in a case study without approval of the exact wording.
Third Party Services and Integrations
Our work often connects third party services such as cloud platforms, message brokers, databases and monitoring tools. Those services are governed by their own terms and privacy notices, and the Client is responsible for accepting and complying with them. The Company designs integrations to be replaceable, but it does not control the third parties and cannot guarantee their continued availability.
Where a third party service changes its interface, licensing or pricing, the Company will advise the Client on options and can perform the necessary adaptation under a new statement of work. The Company is not liable for costs or losses caused solely by a third party decision that is outside our control.
Warranties and Disclaimers
The Company warrants that it will perform the services with reasonable skill and care, in line with the standards of its profession. The Company will correct, at no additional charge, a Deliverable that does not materially conform to the agreed statement of work, provided the issue is reported within thirty days of handover.
Except for that warranty, the Website and Services are provided as available and without further warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non infringement. The Company does not warrant that the Website will be uninterrupted or free of errors, or that any system will be immune from every failure. We are engineers, not insurers, and we will always be honest about residual risk.
Where the Company provides an estimate of effort or schedule, that estimate reflects professional judgment at the time it is given. Estimates are not guarantees, and the Company will explain the reasoning behind them so that the Client can plan with realistic expectations. If conditions change, the Company will update the estimate and the Client will always know the basis for the new figure.
Limitation of Liability
To the fullest extent permitted by law, the Company will not be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, lost data or business interruption, arising from or related to the Website or the Services, even if the Company has been advised of the possibility of such damages.
The total aggregate liability of the Company for any claim arising from an engagement will not exceed the fees actually paid to the Company for the twelve months preceding the event giving rise to the claim. Nothing in these terms excludes liability that cannot be excluded by law, including liability for fraud or for death or personal injury caused by negligence.
Indemnification
The Client agrees to indemnify and hold the Company harmless from claims, losses and reasonable expenses that arise from the Client data, the Client systems, the Client instructions, or the Client breach of these terms. This includes claims that Client content or Client supplied materials infringe the rights of a third party.
The Company agrees to indemnify and hold the Client harmless from claims that a Deliverable, used as intended, infringes a third party intellectual property right, provided the Client promptly notifies the Company and allows the Company to control the defence. This obligation does not apply where the claim results from Client modifications or from use outside the agreed scope.
Term and Termination
These terms apply for as long as you use the Website or have an active engagement with the Company. Either party may terminate an engagement for material breach if the breach is not cured within thirty days of written notice. The Client may terminate for convenience on the notice period stated in the statement of work, and the Company may do the same.
On termination, the Client pays for work performed and expenses committed up to the effective date, and the Company hands over Deliverables for which payment has been received. Provisions that by their nature should survive, including confidentiality, intellectual property, liability limits and governing law, continue to apply after termination.
Force Majeure
Neither party is liable for a delay or failure caused by events beyond its reasonable control, including natural disasters, severe weather, war, civil unrest, labour disputes, widespread network outages, government action or a public health emergency. The affected party will notify the other promptly and will use reasonable efforts to resume performance.
If a force majeure event continues for more than sixty days, either party may terminate the affected engagement by written notice without further liability except for amounts already due for work completed. The Company will preserve work in progress so that it can be handed over when conditions allow.
Governing Law and Disputes
These terms 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 agree to attempt good faith resolution through direct discussion before pursuing formal proceedings.
If a dispute cannot be resolved by discussion, the parties agree to the exclusive jurisdiction of the state and federal courts located in Utah. Each party waives any objection to venue in those courts. Nothing in this section prevents either party from seeking urgent injunctive relief where necessary to protect its rights.
Changes to These Terms
The Company may update these terms to reflect changes in its practices, its services or the law. When a change is material, the Company will update the effective date at the top and provide reasonable notice, such as a note on the homepage or a message to clients with active engagements.
The version posted on this page is the authoritative one. Continued use of the Website or the Services after a change means you accept the updated terms. If you do not accept a change, you may stop using the Website and, where an engagement is affected, discuss termination with the Company.
Contact Information
Duzett Roots LLC welcomes questions about these Terms of Service. Contact the studio by email at contact@duzettroots.lol, by phone at +14844636877, or by post at 1425 W 8780 S, West Jordan - 84088-9110, United States (US).
When a question concerns a specific engagement, please reference the proposal or statement of work number so that we can respond with the right context. Clear communication at the start of a project prevents most disagreements, and we encourage Clients to raise concerns early rather than let them accumulate.