Terms and Conditions

1. Who we are and what these Terms cover

Racimo LLC (EIN: 37-1826881) (“Racimo”, “we”, “us”, or “our”) is a limited liability company organized under the laws of the State of Delaware, United States, operating the website racimollc.us (the “Site”).

Racimo is a B2B professional-services firm specializing in representation and commercialization services for software-as-a-service (SaaS) and technology companies. We do not sell, ship, or deliver physical goods of any kind. Everything we provide is a human-delivered professional service performed by our team.

These Terms and Conditions (“Terms”) govern your access to the Site and your purchase or use of any service offered by Racimo. By contacting us to request services, signing a proposal or service agreement with us, or submitting payment for our services, you (“Client”, “you”) agree to be bound by these Terms. If you are entering into these Terms on behalf of a company, you confirm that you are authorized to bind that company.

2. The services we provide

Racimo provides professional, business-to-business services that may include, depending on the engagement:

SaaS Representation — acting as the dedicated business-development and commercial-representation arm for a Client's software product in target markets.
Commercialization Strategy — go-to-market planning, positioning, and pricing strategy for the Client's product.
Partnership Development — identifying, introducing, negotiating, and managing strategic partnerships and channel relationships on the Client's behalf.
Market Expansion — guidance and execution support for entering new markets and geographies.
Performance Analytics — reporting, measurement, and optimization of commercialization activity.
Growth Acceleration — lead-generation, customer-acquisition, and retention support.

All services are advisory and operational in nature. They are professional services delivered by people, not automated digital products, and not the sale of any license or physical item. The specific scope, deliverables, timeline, and fees for any engagement are always defined in a written proposal or service agreement (the “Engagement Agreement”) agreed between Racimo and the Client.

3. How services are contracted (the engagement process)

Because every Client's product, market, and objectives are different, our services are custom-scoped for each Client. We do not sell standardized, off-the-shelf packages purchased instantly from the Site. Instead, an engagement is created through the following process:

Discovery & Analysis. You contact us through the Site, by email, or via a scheduled consultation. We review your product, your target market, and your goals to determine whether and how we can help.
Proposal & Scope. We prepare a written proposal (the “Engagement Agreement”) describing the specific services, deliverables, duration, fees, and payment schedule for your engagement.
Acceptance & Payment. Once you accept the proposal in writing and submit the agreed payment (or first installment / retainer) through our authorized payment provider, the engagement begins.
Onboarding. We collect the information, access, and materials needed to begin work.
Execution & Optimization. We deliver the agreed services and provide ongoing reporting, monitoring, and optimization for the duration of the engagement.

No engagement, deliverable, or payment obligation exists until a written Engagement Agreement has been accepted by both parties. Where there is any conflict between these Terms and a signed Engagement Agreement, the Engagement Agreement prevails for that Client.

4. Fees, quotes, and payment

Custom pricing. Fees are quoted individually in each Engagement Agreement and may be structured as a one-time project fee, a recurring monthly retainer, a milestone-based fee, or a combination. Any quote is valid for the period stated in the proposal.
Currency. Fees are generally quoted and charged in U.S. Dollars (USD) unless the Engagement Agreement states otherwise.
Payment processing. Payments are processed through our authorized third-party payment provider(s). You agree to provide accurate billing information and authorize us, through that provider, to charge the agreed amounts. Racimo does not store full card details on the Site.
Recurring fees. If your engagement includes a recurring retainer, you authorize recurring charges on the schedule stated in the Engagement Agreement until the engagement is terminated in accordance with Section 7.
Taxes. Fees are exclusive of any taxes, duties, or withholdings that may apply. Each party is responsible for its own tax obligations under applicable law.
No shipping. Because Racimo provides services only, no goods are shipped and no shipping charges apply.

5. Client responsibilities

To allow us to perform the services, you agree to:

provide accurate, complete, and timely information, access, materials, and approvals;
designate a point of contact authorized to make decisions for the engagement;
ensure that any product, content, or data you provide is lawful and does not infringe the rights of third parties; and
comply with all laws applicable to your business and to your use of our services.

Delays or failures caused by missing Client information, approvals, or cooperation are not the responsibility of Racimo and may affect timelines and results.

6. Confidentiality

Each party may receive confidential information from the other during an engagement. Both parties agree to keep such information confidential, to use it only to perform or receive the services, and not to disclose it to third parties except as required to deliver the services or as required by law. This obligation survives the end of the engagement.

7. Term, renewal, and termination

Each engagement runs for the term stated in the Engagement Agreement.
Recurring engagements continue until either party gives written notice of termination with at least 30 days' notice before the next billing period, unless the Engagement Agreement states otherwise.
Either party may terminate an engagement for material breach if the breach is not cured within 15 days of written notice.
On termination, you remain responsible for fees for all services performed up to the effective termination date and for any non-cancellable commitments we made on your behalf.

8. No guarantee of specific results

Racimo performs its services with professional skill and care. However, commercialization, partnership, and market-expansion outcomes depend on many factors outside our control, including the Client's product, market conditions, and third parties. We do not guarantee any specific sales, revenue, partnership, or business result. Our services are provided on a best-efforts professional basis.

9. Disclaimers and limitation of liability

To the maximum extent permitted by law:

The Site and our services are provided “as is” and “as available”, without warranties of any kind beyond those expressly stated in an Engagement Agreement.
Racimo will not be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, or lost business opportunities.
Racimo's total aggregate liability arising out of or relating to an engagement will not exceed the total fees actually paid by the Client to Racimo for that engagement during the three (3) months preceding the event giving rise to the claim.

10. Indemnification

You agree to indemnify and hold Racimo harmless from any claims, damages, or expenses arising from (a) content, products, or data you provide to us, (b) your breach of these Terms, or (c) your violation of any law or third-party right.

11. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. The parties will first attempt to resolve any dispute in good faith through negotiation. Any dispute that cannot be resolved will be submitted to the courts located in the State of Delaware, unless an Engagement Agreement specifies a different dispute-resolution mechanism.

12. Changes to these Terms

We may update these Terms from time to time. The version posted on the Site with the most recent “Last updated” date governs. Material changes will not retroactively affect the terms of an engagement already in progress under a signed Engagement Agreement.