Terms of Service

1. Acceptance of These Terms

By accessing our website, sending a note through the contact form, calling the hall or entering into an engagement with UPTOWN MANSION LLC, you agree to be bound by these Terms of Service and by our Privacy Policy. If you do not agree, please do not use the website or the services.

If you are accepting these terms on behalf of a company or another organization, you confirm that you hold the authority to bind that organization. In that case, the words you and your in these terms refer to that organization as well as to the person who acts for it.

Where a written engagement letter, proposal or statement of work has been signed by both parties, that document will govern the specific engagement, and these terms will apply in addition to the extent that they are not inconsistent with it.

2. Who We Are

UPTOWN MANSION LLC is a computer integrated systems design practice operating from 2515 Thomas Ave, Dallas - 75201-2039, United States (US). The practice belongs to the professional, scientific and technical services sector and works with firms that need many systems to behave as one coherent estate.

In these terms, we, us and our refer to UPTOWN MANSION LLC. You and your refer to the person or organization that uses the website or engages our services. The hall refers to our office, its equipment and the people who work there.

3. Our Services

We provide computer integrated systems design and related professional services across six desks: the Estate Event Desk, the Parlor Tour Rounds, the Carriage Logistics Weeks, the Banquet Audit Days, the Guest Wing Sessions and the Grounds Review Evenings. The scope of each engagement is set out in a written plan agreed with the client.

The content of our website is provided for general information. It is not a binding offer, and it does not create an engagement on its own. An engagement begins only when a written proposal is accepted and, where applicable, a deposit is received.

We will perform the services with the reasonable skill and care of a competent professional practice. We do not guarantee any particular business result, and we do not promise that a system will never fail, because no estate is free of risk.

4. Use of the Website

You may use our website for lawful purposes connected with learning about our services and contacting our practice. You agree not to use the website in a way that damages it, interferes with its operation, or harms another person.

You must not attempt to gain unauthorized access to any part of the website, to the systems that run it, or to any information held by us or by another visitor. You must not use automated tools to scrape or overload the website, and you must not introduce malicious code through any input field.

We may change, suspend or withdraw any part of the website at any time. We will try to give reasonable notice of a planned interruption, but some maintenance is urgent and will happen without notice.

5. Accounts and Access

Our public website does not require an account. Where a client engagement creates access to a portal, a guest wing or another shared system, that access is granted under the engagement letter and is subject to the rules stated there.

You are responsible for keeping any credential issued to you confidential and for all activity that happens under it. If you believe a credential has been compromised, tell us at once at feedback@uptownmansion.com so that we can close the door.

Access granted to a guest is temporary by design. When the contract or visit ends, the access is withdrawn in the same ledger that granted it, and any data created under it is handled as the engagement letter provides.

6. Engagements and Proposals

An engagement begins with a conversation at the Estate Event Desk. We listen, map the estate and return a written proposal that describes the scope, the assumptions, the deliverables, the schedule and the fee. The proposal stays open for the period stated on its face, after which it may be revised.

When you accept a proposal, you confirm that the information you have given us about the estate is complete and accurate to the best of your knowledge. The scope is drawn from that information, and a material change in the estate may require a revised plan and a revised fee.

Nothing in a proposal obliges either party to proceed to a further phase. Each phase of work is a separate step, and either party may decide not to continue after a phase has been delivered and paid for, unless the engagement letter states otherwise.

7. Fees and Payment

Our fees are set out in the proposal and may be quoted as a fixed amount for a defined phase, as a daily or hourly rate, or as a combination of both. The proposal states which applies, and we will not change the basis of a fee without your written agreement.

Invoices are payable within the period stated on the invoice, which is usually fifteen business days. Where the proposal calls for a deposit or a staged payment, the work begins only after the first payment is received. We may suspend work if an invoice remains unpaid after a written reminder.

Fees are exclusive of any sales, use or value added tax that the law requires, which will be added where applicable. Travel and reasonable expenses are charged at cost and are itemized on the invoice. If you believe an invoice is wrong, tell us within fourteen days and we will review it before you pay.

8. Your Responsibilities

The quality of an integration depends on the information and access that reach the hall. You agree to give us timely access to the people, premises, systems and documents that the engagement requires, and to name a person who can approve decisions on your behalf.

You agree to keep the estate in the condition described in the plan, to tell us promptly about any change that may affect it, and to secure your own backups and insurance where the engagement letter says that you will. We will not be responsible for a failure caused by a change we were not told about.

You are responsible for the lawful use of the systems we help you to design, and for obtaining any consent, license or approval that your own activities require. We assist with the technical work, but the responsibility for how the estate is used remains with you.

9. Third Party Products

Our work often brings third party hardware, software and cloud services into an estate. These products are provided under the terms and warranties of their own suppliers, and those terms govern your relationship with the supplier.

We select third party products carefully and with vendor neutrality, but we do not warrant them and cannot promise that a supplier will continue to sell, support or update a product. Where a supplier changes its terms, raises a price or withdraws a service, we will help you to assess the effect and to plan a route forward.

Where a supplier is named in an engagement, you agree to comply with that supplier terms of use, including any licensing limits and acceptable use rules that the supplier sets.

10. Intellectual Property

The content of our website, including its text, design and layout, belongs to UPTOWN MANSION LLC and is protected by copyright and other laws. You may read and share the pages for personal and internal business reference, but you may not copy them for commercial use without our written permission.

The written plans, drawings and documents that we prepare for a client are licensed to that client for use within the engagement. Unless the engagement letter states otherwise, we keep ownership of our methods, templates and general know how, and the client keeps ownership of its own data and materials.

If a deliverable includes third party material, that material remains subject to the rights of its owner. We will identify any such material in the deliverable so that you know where the boundaries lie.

11. Confidentiality

Each party agrees to keep confidential the information that the other party designates as confidential or that a reasonable person would understand to be confidential from its nature. We keep client information confidential, and we share it only as the engagement requires or as the law demands.

The duty of confidentiality does not apply to information that is already public, that the receiving party already knew without a duty, that it receives lawfully from a third party, or that it must disclose under a legal order. Where disclosure is compelled, we will tell the other party where the law allows.

These duties survive the end of the engagement for as long as the information remains confidential, and they apply to the people we employ or engage to work on the estate as well as to us.

12. Changes to the Services

We improve our services as technology and practice change. We may update the content of the website and the tools we use at any time. Where a change affects an active engagement, we will discuss it with the client before it is applied.

We may also change these terms from time to time. When we do, we will revise the date at the top of this page. A change will not apply retroactively to an engagement that was already under way unless the engagement letter says so.

Your continued use of the website after a change means that you accept the updated terms. If you do not accept them, please stop using the website and tell us if you have an open engagement so that we can discuss the path ahead.

13. Suspension and Termination

We may suspend or terminate your access to the website or to an engagement if you break these terms, if an invoice remains unpaid after a written reminder, or if continuing the work would place a person at risk. Where the situation allows, we will give notice and a short period to put matters right.

Either party may end an engagement for convenience by giving written notice of the period stated in the engagement letter. If you end the engagement, you remain responsible for the work delivered and for the costs reasonably incurred up to the date of notice.

When an engagement ends, we return or destroy client materials as the engagement letter provides and we keep the records that the law requires us to keep. Duties of confidentiality and the limits of liability survive the end of the engagement.

14. Disclaimers and Warranties

The website is provided on an as is and as available basis. We work to keep it accurate and available, but we do not warrant that it will be free of error, that it will never be interrupted, or that it will be free of harmful components introduced by others.

To the fullest extent that the law permits, we disclaim any implied warranty of merchantability, fitness for a particular purpose and non infringement in relation to the website. This does not reduce the professional duty of skill and care that we owe under an engagement.

Nothing in these terms limits a right that the law gives you and that cannot lawfully be excluded. Where a disclaimer is not permitted in your jurisdiction, it will not apply to you to the extent of that prohibition.

15. Limitation of Liability

To the fullest extent that the law permits, UPTOWN MANSION LLC will not be liable for indirect or consequential loss, for loss of profit or revenue, for loss of data, or for any loss that was not a reasonably foreseeable result of a breach when the engagement began.

Where liability cannot be excluded, our total liability under an engagement will not exceed the fees paid to us for that engagement during the twelve months before the claim arose, unless the engagement letter sets a different figure. This limit does not apply to fraud or to a liability that the law does not allow us to limit.

We accept responsibility for the work we deliver, and we will correct a defect in our own deliverable at no additional fee when it is reported within the period stated in the engagement. This remedy sits alongside the limits in this section rather than replacing them.

16. Indemnity

You agree to indemnify UPTOWN MANSION LLC against any claim, loss or cost that arises from your unlawful use of the website or the services, from your breach of these terms, or from a material you give us that you did not have the right to provide.

We agree to indemnify you against a claim that a deliverable we created, using our own content, infringes the intellectual property of a third party, provided that you tell us promptly, allow us to lead the response, and give us the help we reasonably need.

Any party that seeks indemnity under this section must not settle a claim in a way that admits fault on the part of the other party without written consent. Each party will act in good faith to reduce the loss that a claim may cause.

17. Governing Law and Disputes

These terms are governed by the laws of the State of Texas and the federal laws of the United States that apply there, without regard to any conflict of laws rule that would point to another jurisdiction. The practice and the client agree to the exclusive jurisdiction of the courts located in Dallas County, Texas.

Before either party begins a formal proceeding, the parties will try in good faith to resolve the dispute through a written conversation between senior representatives. If the dispute remains after thirty days, the parties may use mediation with a neutral third party before turning to a court.

Nothing in this section prevents either party from seeking urgent relief from a court to protect a legal right or to prevent a serious harm while a wider dispute is being resolved.

18. General Provisions

These terms, together with the Privacy Policy and any signed engagement letter, form the entire agreement between the parties on their subject matter. They replace any earlier understanding, whether written or spoken, on that subject.

If a provision of these terms is found to be unenforceable, the remaining provisions will continue in full force, and the unenforceable provision will be read down as narrowly as the law allows so that it can still be given effect.

The failure of a party to enforce a right does not amount to a waiver of that right. A waiver is effective only when it is written and signed by the party that grants it, and it applies only to the specific instance it names.

Neither party is liable for a delay that is caused by an event outside its reasonable control, provided that the affected party tells the other promptly and uses reasonable efforts to resume performance. You may not assign these terms without our written consent, while we may assign them to a successor that takes over the practice.

Headings in these terms are for convenience only and do not affect the meaning of any provision. Every notice under these terms must be in writing and sent to the address or email listed in the final section.

19. How to Contact Us

If you have a question about these terms or about an engagement, please reach the practice directly. We would rather resolve a concern early and in plain conversation than let it grow into a dispute.