These Terms of Service govern your use of the website published at https://www.congruent.autos and any engagement of the services of Congruent Holdings LLC, a limited liability company with its principal office at 414 E Alexandra Ct, Salt Lake City - 84115-2546, United States (US). The services available through this website are developed and operated by the developer Congruent. By browsing the website, submitting an inquiry or engaging the company, you accept these Terms.
If you act on behalf of an organization, you represent that you have authority to bind that organization to these Terms. If you do not agree with any part of them, do not use the website and do not submit information through it. These Terms do not create an obligation to purchase services, and nothing here prevents either party from entering into a separate written agreement that supersedes these Terms for a specific engagement.
In these Terms, the word Website means the pages, text, graphics and downloadable materials published at https://www.congruent.autos. The word Services means the computer systems design, integration, engineering, migration, security, support and related offerings described on the Website or in a proposal, statement of work or contract issued by the company. The word Client means any person or organization that engages the company for Services. The word Content means text, diagrams, code, designs and other materials made available through the Website or produced during an engagement. The word Company means Congruent Holdings LLC.
Headings are for convenience only. Words in the singular include the plural and vice versa where the context requires. References to days mean calendar days unless business days are specified. References to writing include email that produces a permanent record.
The Website is intended for professionals and organizations evaluating or procuring enterprise systems services. You must be at least eighteen years of age to submit inquiries or transact with the Company. By using the Website you confirm that the information you provide about yourself and your organization is accurate and that you are legally permitted to receive the Services in your jurisdiction.
Persons located in jurisdictions where the Website or the Services would violate local law may not use them. The Company may suspend or refuse access to any user who violates these Terms, misuses the Website or creates risk for the Company, its clients or its suppliers, with notice given where practicable.
The Company provides computer integrated systems design and related services, including enterprise systems architecture, cloud migration and infrastructure, custom software engineering, data platform and analytics integration, cybersecurity and compliance engineering, and managed support and operations. Descriptions on the Website are illustrative and do not constitute a binding offer; a binding commitment arises only when both parties sign a proposal, statement of work or contract.
Each engagement is defined by its own written scope: deliverables, timelines, assumptions, client responsibilities, fees and acceptance criteria. Work outside that scope requires a written change request. The Company may improve or discontinue features of its public Website at any time, since the Website is informational, while changes to contracted Services follow the change-control terms of the applicable agreement.
A typical engagement proceeds through survey, design, build, cutover and operate stages. The Company prepares a proposal describing the approach and fees, and the parties record the agreed details in a statement of work or master services agreement. That document, not the Website, is the authoritative statement of what will be delivered and when.
Statements of work may incorporate these Terms by reference. Where a signed agreement conflicts with these Terms, the signed agreement controls for that engagement. Verbal assurances have no effect unless confirmed in writing. Both parties agree to nominate a primary contact for each engagement so that decisions, approvals and escalations have a clear path at all times.
The Website does not require registration. When you submit the contact form or write to inquiry@congruent.autos, you agree to provide accurate contact details and to use the channel for legitimate business communication. You may not submit the form repeatedly to harass, flood or probe the site, and you may not attach malicious files or attempt to bypass security controls.
Communications sent to the Company by email or telephone are treated as business records. The Company responds to inquiries within one business day where practicable and communicates during business hours of Monday to Friday, 9:00 to 17:00 Mountain Time. Formal notices related to an engagement are delivered by the means stated in the applicable contract, and email notice is valid only to the designated addresses recorded there.
You may browse the Website, download materials for legitimate evaluation and share links to public pages. You may not: interfere with the operation of the Website; scan or probe it for vulnerabilities without written permission; misrepresent your identity or affiliation; copy Content for resale; remove notices of ownership; use automated tools to scrape pages at volumes that degrade service; or introduce code intended to disrupt, overload or gain unauthorized access to any system.
Permission to use the Website is revocable. If the Company believes, on reasonable grounds, that your use threatens security or lawful operation, it may limit or terminate access. Suspected security issues may be reported responsibly to inquiry@congruent.autos, and good-faith reports made without exploitation are welcomed rather than penalized.
Successful integration depends on cooperation. Clients agree to provide timely access to systems, documentation and personnel; to supply accurate information about their environment, including known risks and constraints; to designate decision makers with authority to approve designs and schedules; to review deliverables within the review windows stated in the statement of work; and to maintain their own licenses for third-party products involved in the project.
Delays caused by missing access, late approvals or incomplete information may shift timelines, and the Company will document the impact and the adjusted plan. Clients remain responsible for the lawfulness of the data they ask the Company to process and for obtaining any consents required from their own staff, customers or regulators before that data enters the engagement.
The Company retains ownership of its pre-existing intellectual property, including methodologies, toolkits, libraries, templates and know-how developed before or independently of an engagement. The Website and its Content are owned by the Company and protected by the laws of the United States and other jurisdictions.
Upon full payment of the fees due for an engagement, the Client receives the ownership or license rights to the specific deliverables stated in the statement of work. Unless the statement of work says otherwise, the Client receives a perpetual, worldwide, non-exclusive license to use, maintain and modify deliverables created specifically for the Client, while the Company retains ownership of its underlying tools. Third-party components included in deliverables remain subject to their own licenses, which the Company identifies in the documentation.
Fees are stated in the applicable proposal or statement of work and are quoted in United States dollars unless another currency is agreed. Fixed-fee work is invoiced according to the milestones in the statement of work; time-and-materials work is invoiced monthly against recorded effort. Invoices are payable within thirty days of receipt unless another period is agreed.
Late amounts may accrue a service charge of one and one half percent per month, or the maximum rate permitted by law, whichever is lower, from the due date until payment. Disputed invoices must be raised in writing within fifteen days of receipt, and the undisputed portion remains payable on schedule. The Company may suspend Services and withhold deliverables while payment of undisputed amounts is materially overdue, after giving written notice and a reasonable cure period.
Fees exclude sales, use, value-added, withholding and similar taxes, which are the responsibility of the Client except for taxes on the income of the Company. Where withholding is required by law, the Client provides official receipts so that appropriate credit can be claimed.
Reasonable travel and incidental expenses incurred for on-site work are billed at cost or at the rates stated in the statement of work, with prior approval for any expense expected to exceed the agreed threshold. Equipment, licenses and cloud consumption ordered for the benefit of the Client are procured under the budgeting rules of the statement of work, and consumption caused by the traffic and workloads of the Client remains a Client cost.
Dates in a proposal or statement of work are planning commitments based on the assumptions recorded there. The Company manages its programs to hold those dates and will give early warning when a risk to the schedule emerges. Timeframes adjust equitably for delays caused by the Client, by third parties outside the reasonable control of the Company, or by events described in the force majeure provision of the applicable contract.
Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural events, utility failures, labor disputes, epidemics, governmental action or widespread failures of internet infrastructure. The affected party notifies the other promptly, resumes performance when the cause abates, and the parties adjust affected dates and allocations in writing.
Each party may learn confidential information of the other during an engagement: business plans, system architectures, security practices, financial terms, source code and personal data processed under instructions. The receiving party uses confidential information only to perform the engagement, protects it with at least reasonable care, limits access to personnel who need it and returns or destroys it when the contract requires.
Confidentiality does not cover information that is public through no fault of the receiving party, independently developed without use of the confidential information, or required to be disclosed by law, provided that lawful disclosure is announced promptly so that protective measures can be sought. These obligations survive completion or termination of an engagement for the period stated in the contract, or, where no period is stated, for as long as the information retains value.
Where an engagement involves processing personal data on behalf of a Client, the parties execute a data processing addendum that allocates responsibilities, documents purposes and instructs the Company as processor. The Company implements the technical and organizational measures described in that addendum and in its published security practices, including encryption in transit, access control, least privilege and audit logging.
Security incidents affecting Client data are reported to the designated Client contact without undue delay after confirmation, together with a description of the measures taken. The Client remains controller of its data and decides on notifications to regulators or individuals, with the Company providing reasonable assistance. Details of how the Company handles information generally appear in the Privacy Policy published on this Website.
The Company warrants that Services are performed with professional skill and care by qualified personnel; that deliverables materially conform to the specifications of the statement of work at delivery; that it owns or holds the rights needed to grant the rights described in these Terms; and that it will comply with the laws applicable to its own business operations.
If a deliverable fails to conform materially and the Client reports the failure within the warranty window stated in the statement of work, ordinarily ninety days after acceptance, the Company corrects the failure at no additional charge, re-performs the affected work, or, if neither remedy is practicable, refunds the fees attributable to the nonconforming deliverable. These remedies are the exclusive remedies for warranty claims, subject to rights that cannot be excluded by law.
Except for the express warranties above, the Website and the Services are provided on an as-is and as-available basis. The Company disclaims implied warranties of merchantability, fitness for a particular purpose and non-infringement to the fullest extent permitted by law. The Company does not warrant that the Website will be uninterrupted or error free, that third-party platforms will remain compatible, or that every defect will be found before production use.
Content on the Website describing technologies, practices or outcomes is general in nature and is not a guarantee of any specific result for a particular environment. Clients retain responsibility for business decisions made on the basis of any deliverable, and for operating their own systems in accordance with the documentation handed over at completion.
To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue or lost data, even if advised of the possibility. The total liability of the Company for all claims arising from an engagement is limited to the fees paid and payable by the Client for that engagement during the twelve months preceding the first event giving rise to liability.
These limits do not apply to liability that cannot be limited by law, including wilful misconduct, fraud, or the obligations of confidentiality and data protection where the contract states a different cap. The parties have negotiated these limits as a fair allocation of risk reflected in the fees, and they apply regardless of the form of action.
The Company indemnifies the Client against third-party claims that deliverables created specifically for the Client, as delivered and used per the documentation, infringe the intellectual property rights of a third party, subject to prompt notice, control of the defense and reasonable cooperation. If an injunction or settlement requires modification or discontinuation, the Company procures the right to continue use, modifies the deliverable to be non-infringing, or refunds the fees attributable to the affected deliverable.
The Client indemnifies the Company against third-party claims arising from data or instructions the Client provided, from use of deliverables in combination with systems not contemplated by the statement of work, or from operations of the business of the Client outside the scope of the Services. Each party notifies the other promptly of any claim subject to this provision and participates reasonably in the defense.
Either party may terminate an engagement for convenience on thirty days written notice, paying for work properly performed and expenses committed to the effective date. Either party may terminate for material breach that remains uncured fifteen days after written notice, or immediately if the other becomes insolvent or subject to bankruptcy proceedings.
On termination the Client pays amounts due for work performed; the Company delivers completed work product and, where the Client has paid for it, work in progress. Provisions that by their nature should survive — confidentiality, intellectual property, liability, data protection and governing law — survive termination. The Company may suspend performance while payment of undisputed amounts is materially overdue, as described in the payment section above.
These Terms and any engagement not governed by a separate signed agreement are interpreted under the laws of the State of Utah and the federal laws of the United States applicable within that state, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Subject to any arbitration clause in a signed agreement, the state and federal courts located in Salt Lake City, Utah have exclusive jurisdiction over disputes, and each party consents to that venue and waives objections based on inconvenience. Nothing here prevents either party from seeking urgent injunctive relief in any competent court to protect confidential information or intellectual property.
The parties resolve disagreements professionally. The first step is escalation between the named project contacts within ten business days of a written notice of dispute. If unresolved, the dispute escalates to an executive of each party with authority to settle, who meet or confer within a further ten business days.
If escalation does not resolve the dispute, the parties may pursue the remedies described in the governing law section or, where a signed agreement provides for mediation or arbitration, follow that procedure. The prevailing party in a proceeding may recover reasonable attorneys fees where permitted by the contract or by law. During a dispute, each party continues to perform obligations that are unaffected by the dispute, including confidentiality and the protection of data.
The Company may update these Terms from time to time and publishes the current version on this page with the date of the latest revision. Changes apply to use of the Website from the date of publication. For ongoing engagements, the version of the Terms incorporated into the signed statement of work continues to govern that engagement unless the parties agree in writing to adopt the revision.
Material changes that would affect visitors are highlighted on the Website for a reasonable period. Continued use of the Website after a revision takes effect constitutes acceptance. If you have questions about a change, write to inquiry@congruent.autos before continuing to rely on the affected provisions.
Questions about these Terms, requests for signed agreements and notices may be directed to Congruent Holdings LLC, 414 E Alexandra Ct, Salt Lake City - 84115-2546, United States (US); by email to inquiry@congruent.autos; or by telephone to +13528339833 during business hours of Monday to Friday, 9:00 to 17:00 Mountain Time.
Thank you for reading these Terms in full. They exist so that both sides know the rules of the road before the first cable is pulled, and the Company values clients who read them — it usually predicts a smooth project. The team at Congruent looks forward to making your systems answer on the first ring.