Legal

Terms of Service

Version 2026-05-07 · Effective May 7, 2026

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Meanwhile Solutions, Inc., doing business as Meanwhile Lake Tahoe ("Meanwhile Lake Tahoe," "we," "us," or "our"), a corporation. By accessing our website at meanwhilelaketahoe.com, engaging our Services, signing a Service Agreement, or clicking to accept these Terms within our client portal, you agree to be bound by these Terms in their entirety.

If you are entering into these Terms on behalf of a business or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. If you do not have that authority, or if you do not agree to these Terms, you must not access or use our Services.

These Terms are effective as of May 7, 2026 and supersede any prior agreements or understandings, whether written or oral, relating to the subject matter herein.

2. Services Description

Meanwhile Lake Tahoe is a small-business technology agency. We design, build, host, and operate custom software for owner-operator businesses, primarily in and around the Lake Tahoe region. Our Services may include, without limitation: custom website design, development, and ongoing management; custom internal tools and operational software; digital marketing strategy and execution; customer relationship management (CRM) system configuration and integration; point-of-sale (POS) system integration; AI-assisted workflow automation; AI assistants ("concierges") that work on your behalf inside our hosted platforms; and related consulting and operational support (collectively, "Services").

Our standard engagement is a custom build hosted on infrastructure we operate. We typically build on Cloudflare's developer platform (Workers, R2, D1, KV, Queues, and related services) and integrate with third-party providers as needed. We bill monthly for the build and ongoing operation; there is no upfront license or per-seat fee unless specified in your Service Agreement.

The specific Services to be provided to you, along with applicable fees, deliverables, integrations, and timelines, will be described in a separate Statement of Work, Service Agreement, or proposal document (collectively, "Service Agreement") executed between you and Meanwhile Lake Tahoe. These Terms are incorporated by reference into any such Service Agreement. In the event of a conflict between these Terms and a fully executed Service Agreement, the Service Agreement shall control with respect to the specific Services described therein.

We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time, with reasonable notice where practicable. We are not liable to you or any third party for any modification, suspension, or discontinuation of Services, except as expressly set forth in an executed Service Agreement.

3. Account Terms

To access certain Services, you may be required to create an account or provide login credentials to third-party platforms on our behalf. You are responsible for maintaining the confidentiality of any account credentials, and you are fully responsible for all activities that occur under your account. You agree to notify us immediately at hello@meanwhile.so of any unauthorized use of your account or any other breach of security.

You represent and warrant that all information you provide to us is accurate, current, and complete, and that you will promptly update such information as necessary to keep it accurate, current, and complete. You agree not to impersonate any person or entity or misrepresent your affiliation with any person or entity.

We reserve the right to suspend or terminate your account and access to Services at our sole discretion, including if we reasonably believe you have violated these Terms. We will make reasonable efforts to provide notice before suspension or termination except where immediate action is necessary to protect us, other clients, or third parties.

4. Payment Terms

Fees for Services are set forth in your Service Agreement. Unless otherwise specified, invoices are due within fifteen (15) days of the invoice date. Overdue balances may accrue interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is less). We reserve the right to suspend Services for accounts more than thirty (30) days past due.

Payment processing for our Services is facilitated through third-party payment processors. Our preferred processor is Stripe, Inc.; for clients who already use Square (for example, a retail or restaurant client whose POS we are integrating), we also support Square, Inc. (collectively, "Payment Processors"). Meanwhile Solutions, Inc., doing business as Meanwhile Lake Tahoe, does not directly process, store, or handle your credit card or bank account information. All payment information is transmitted directly to and stored by our Payment Processors in accordance with their respective terms of service and privacy policies. By providing payment information, you agree to those processors' terms.

All fees are non-refundable except as expressly stated in your Service Agreement or as required by applicable law. If you dispute any charge, you must notify us in writing at hello@meanwhile.so within thirty (30) days of the invoice date. Disputes not raised within this period are deemed waived.

5. Intellectual Property

As between you and Meanwhile Lake Tahoe, you retain all ownership rights in your pre-existing intellectual property, including trademarks, logos, brand assets, content, data, and business information that you provide to us in connection with the Services ("Your IP"). You grant us a limited, non-exclusive, royalty-free license to use Your IP solely for the purpose of performing the Services during the term of our engagement.

Meanwhile Lake Tahoe retains ownership of all underlying tools, frameworks, methodologies, workflows, templates, AI agent architectures, and general-purpose software developed in connection with the Services, including any improvements thereto ("Meanwhile Lake Tahoe IP"). Source code authored by Meanwhile Lake Tahoe for your project is governed by Section 6 below. Your use of Meanwhile Lake Tahoe IP that is delivered alongside or embedded in your hosted system is licensed, not sold, and is conditioned on your continued compliance with these Terms.

Nothing in these Terms transfers ownership of either party's pre-existing intellectual property to the other party. We reserve all rights not expressly granted herein.

6. Source Code Ownership

Meanwhile Lake Tahoe builds custom software for clients with no upfront fee. Because we are extending credit by funding the build ourselves and recovering it through monthly Service fees, we retain ownership of the source code we author for your project ("Project Source Code") by default. You receive a working, deployed, hosted product; you do not receive the source code unless and until the transfer condition below is met.

Transfer of Project Source Code. You earn full ownership of the Project Source Code, with a perpetual, irrevocable, royalty-free license to use, modify, and distribute it, only upon the occurrence of the following:

  1. Meanwhile Solutions, Inc. ceases operations. If Meanwhile Solutions, Inc., doing business as Meanwhile Lake Tahoe, permanently ceases business operations with no affiliate or successor continuing the Services, we will use reasonable efforts to deliver to you, at no charge, the source code for the portion of the Software operated specifically for your project, to the extent reasonably severable from our multi-client platform code.

"Project Source Code" means the source code authored by Meanwhile Lake Tahoe specifically for your project. It does not include third-party libraries, open-source components, or Meanwhile Lake Tahoe IP (as defined in Section 5) that is reusable beyond your engagement. Third-party libraries remain subject to their own licenses; Meanwhile Lake Tahoe IP remains owned by Meanwhile Lake Tahoe under the license described in Section 5.

Source-code transfer terms specific to your project — including delivery format and any limits on severability — will be memorialized in your Service Agreement. In the event of a conflict between this Section and your Service Agreement, the Service Agreement controls.

7. Client Content License

You may provide us with text, images, data, documents, and other materials for use in connection with the Services ("Client Content"). You represent and warrant that you own or have all necessary rights, licenses, and permissions to provide Client Content to us and to grant us the rights described below, and that Client Content does not infringe or misappropriate any third-party intellectual property rights, violate any applicable law, or contain any defamatory, obscene, or otherwise unlawful material.

By providing Client Content, you grant Meanwhile Solutions, Inc., doing business as Meanwhile Lake Tahoe, a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, and distribute Client Content solely for the purpose of providing the Services to you. This license terminates when our engagement ends, except to the extent necessary to fulfill any outstanding obligations or as required by law.

You are solely responsible for the accuracy, quality, and legality of Client Content. We reserve the right to refuse to use or remove any Client Content that we determine, in our sole discretion, violates these Terms or applicable law.

8. Privacy

Your privacy is important to us. Our collection, use, and protection of your personal information and business data is governed by our Privacy Policy, available at meanwhilelaketahoe.com/privacy, which is incorporated by reference into these Terms. By using our Services, you consent to the data practices described in our Privacy Policy.

When we access or process data from your CRM, POS, or other business systems on your behalf, we do so as a service provider acting at your direction. You are responsible for ensuring you have the necessary rights and permissions to share that data with us.

9. Hosting and Third-Party Services

Unless your Service Agreement provides otherwise, Meanwhile Lake Tahoe hosts your custom build on Cloudflare, Inc.'s developer platform (which may include Cloudflare Workers, R2, D1, KV, Queues, and related services) and uses Resend, Inc. for transactional email delivery. The Services may also involve the use of, or integration with, additional third-party software, platforms, APIs, and services, including but not limited to email marketing platforms, CRM systems, POS systems, payment processors, and AI tools (collectively, "Third-Party Services"). Your use of Third-Party Services is subject to those providers' own terms of service and privacy policies. We do not endorse and are not responsible or liable for the availability, accuracy, reliability, or content of any Third-Party Services.

We will use commercially reasonable efforts to notify you of material changes to Third-Party Services that may affect the Services we provide. However, Third-Party Services may change, become unavailable, or be discontinued at any time without notice to us, and we are not liable for any disruption to the Services resulting from such changes.

You authorize us to access and interact with Third-Party Services on your behalf as necessary to perform the Services. You are responsible for maintaining any required accounts, subscriptions, and access credentials for Third-Party Services used in connection with your engagement.

10. Acceptable Use

You agree not to use the Services to: (a) violate any applicable law, regulation, or third-party right; (b) transmit or store unlawful, infringing, defamatory, harassing, or fraudulent content; (c) interfere with or disrupt the Services or any infrastructure we use to provide them; (d) attempt to gain unauthorized access to any part of the Services, our systems, or the systems of our other clients; (e) reverse engineer, decompile, or attempt to derive the source code of any component of the Services except as expressly permitted by Section 6 or by applicable law; (f) use the Services to send unsolicited commercial communications in violation of applicable anti-spam laws; or (g) use the Services in any way that could reasonably damage Meanwhile Lake Tahoe's reputation or subject Meanwhile Lake Tahoe to liability.

11. WARRANTY DISCLAIMER

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MEANWHILE SOLUTIONS, INC., DOING BUSINESS AS MEANWHILE LAKE TAHOE, EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR SPECIFIC REQUIREMENTS, THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS OBTAINED FROM THE USE OF THE SERVICES (INCLUDING ANY OUTPUT GENERATED BY AI ASSISTANTS) WILL BE ACCURATE OR RELIABLE, OR THAT ANY ERRORS IN THE SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT FULLY APPLY TO YOU.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MEANWHILE SOLUTIONS, INC., DOING BUSINESS AS MEANWHILE LAKE TAHOE, OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONTRACTORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR COST OF SUBSTITUTE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO MEANWHILE LAKE TAHOE IN THE TWELVE (12) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

The parties acknowledge that the limitations of liability set forth in this section are a fundamental element of the basis of the bargain between Meanwhile Lake Tahoe and you. Some jurisdictions do not allow certain limitations on liability, so the above limitations may not apply to the full extent in your jurisdiction.

13. Indemnification

You agree to defend, indemnify, and hold harmless Meanwhile Solutions, Inc., doing business as Meanwhile Lake Tahoe, and its directors, officers, employees, agents, successors, and assigns from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Services; (b) Client Content or Your IP; (c) your breach of these Terms or any Service Agreement; (d) your violation of any applicable law or regulation; (e) your violation of any third-party rights; or (f) any dispute between you and any third party.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses. You shall not settle any claim without our prior written consent if such settlement imposes any obligation, restriction, or liability on us.

14. Term and Termination

These Terms remain in effect for as long as you use our Services or have an active Service Agreement with us. Either party may terminate an engagement by providing written notice as specified in the applicable Service Agreement. If no notice period is specified, thirty (30) days' written notice is required for either party to terminate.

We may terminate these Terms and any Service Agreement immediately, without prior notice or liability, if you materially breach these Terms and fail to cure such breach within ten (10) days of written notice, become insolvent or make an assignment for the benefit of creditors, or engage in any conduct that we reasonably determine poses a risk of harm to us, our other clients, or third parties.

Upon termination: (a) all licenses granted to us under these Terms immediately terminate; (b) you shall promptly pay all outstanding fees owed through the termination date; (c) each party will promptly return or, at the other party's election, securely destroy the other party's confidential information; (d) source-code transfer obligations under Section 6 survive in accordance with their terms; and (e) any provisions of these Terms that by their nature should survive termination shall survive, including Sections 5, 6, 11, 12, 13, 15, and 16.

15. Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Any dispute, controversy, or claim arising out of or relating to these Terms, any Service Agreement, or the Services, including any question regarding their existence, validity, or termination, shall be resolved by binding arbitration administered by JAMS (or its successor) in South Lake Tahoe, California, under its then-current rules for commercial disputes. Judgment on the arbitral award may be entered in any court of competent jurisdiction. The arbitrator shall have the authority to award any remedy available at law or in equity, except as limited by these Terms. The arbitration shall be conducted in English, and the arbitrator's decision shall be final and binding.

CLASS ACTION WAIVER: YOU AND MEANWHILE LAKE TAHOE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Meanwhile Lake Tahoe agree otherwise in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.

Nothing in this section shall prevent either party from seeking emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending the outcome of arbitration. For any claims that are not subject to mandatory arbitration under applicable law, or where arbitration is found unenforceable, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in El Dorado County, California.

16. Governing Law

These Terms and any dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

17. Force Majeure

Neither party shall be liable to the other for any delay or failure to perform its obligations under these Terms to the extent such delay or failure is caused by circumstances beyond that party's reasonable control, including but not limited to acts of God, natural disasters, fire, flood, earthquake, pandemic, epidemic, war, terrorism, civil unrest, government action, power outages, internet service disruptions, cyberattacks, or failures of third-party services ("Force Majeure Event").

The party affected by a Force Majeure Event shall provide prompt written notice to the other party and shall use commercially reasonable efforts to resume performance as soon as practicable. If a Force Majeure Event continues for more than sixty (60) consecutive days, either party may terminate the affected Service Agreement upon written notice without further liability, except for payment of fees for Services rendered through the date of termination.

18. Severability

If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, it shall be severed from these Terms, and the remaining provisions shall continue in full force and effect. The invalidity or unenforceability of any provision in one jurisdiction shall not affect the validity or enforceability of that provision in any other jurisdiction.

19. Modifications to These Terms

We reserve the right to modify these Terms at any time at our sole discretion. We will provide notice of material changes by posting the updated Terms on our website with a new effective date and version, by re-prompting acceptance through the client portal where applicable, and, where practicable, by sending an email notice to the primary contact on file for active clients. Your continued use of the Services after the effective date of any modifications constitutes your acceptance of the revised Terms.

If you do not agree to the modified Terms, you must stop using the Services and provide written notice of termination in accordance with Section 14. We encourage you to review these Terms periodically.

20. Intellectual Property and Service Terms

Any Services Meanwhile Lake Tahoe provides to you as a paying client — including software development, operational work performed on your behalf, and ongoing support — are governed by a separate Master Service Agreement ("MSA") and one or more Statements of Work ("SOWs") that you sign when you become a client.

Except as expressly transferred to Client under Section 6 or a separate Service Agreement, Meanwhile Lake Tahoe retains ownership of all work product it creates. During an active subscription, and subject to any transfer that has occurred under Section 6, you receive a non-exclusive license to use work product retained by Meanwhile Lake Tahoe for your business. These Terms govern your use of our website and any public-facing content. The MSA and SOW govern the specific work we do for you and the license under which you use it.

21. Contact Information

If you have any questions about these Terms, please contact us:

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