1. These terms and conditions ("Terms") govern the sale of products and services ("Solutions") by Muda Management Inc. ("Muda," "we," "us," or "our") to the purchaser identified in the quote ("Client," "you," or "your"). By accepting a quote, you agree to be bound by these Terms. If you do not agree to these Terms, do not accept the quote.
  2. The Solutions quoted are for enterprise system integrations and process automation. Initial fees included in the quote are for integration and implementation. Additional fees may be incurred for customization, training, and ongoing support.
  3. Fees for the Solutions are calculated using hourly bill rates. The bill rate may vary based on the geographic location of the Client. For fixed monthly, quarterly, and annual billing, bill rates may be discounted.
  4. Our payment terms are net 15 days from the date of invoice. A .5% discount is available for payment within net 5 days (purchases over $10,000.00). Late payments may be subject to a late fee of 1.5% per month.
  5. Muda will use reasonable efforts to meet quoted delivery dates. However, delivery dates are estimates and Muda will not be liable for any delays.
  6. The Client is responsible for providing all necessary information and resources to enable Muda to deliver the Solutions. Muda will not be liable for any delays or failures to deliver the Solutions due to the Client's failure to provide necessary information or resources.
  7. Muda warrants that the Solutions will perform substantially in accordance with the documentation provided. The Client's sole and exclusive remedy for breach of this warranty will be for Muda to repair or replace the non-performing Solutions.
  8. Muda will not be liable for any indirect, special, or consequential damages arising out of or in connection with the sale or use of the Solutions.
  9. These Terms constitute the entire agreement between Muda and the Client and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral.
  10. These Terms may not be amended or modified except in writing signed by both parties.
  11. These Terms will be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to any principles of conflicts of law.
  12. Any disputes arising out of or in connection with these Terms will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration will be conducted in the State of Illinois.
  13. These Terms will bind and inure to the benefit of the parties and their successors and assigns.