Effective Date: January 1, 2025

Last Updated: January 1, 2025

1. Acceptance of Terms

By accessing and using the services provided by ABHITO LLC ("Company," "we," "our," or "us"), you ("Client," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our services.

2. Description of Services

ABHITO LLC provides enterprise integration, business automation, and agentic AI solutions, including but not limited to:

  • Enterprise system integration services
  • Business process automation solutions
  • Artificial intelligence and machine learning implementations
  • Electronic Data Interchange (EDI) solutions
  • Technology consulting and support services
  • Custom software development
  • Training and educational services

3. Client Responsibilities

3.1 Information Accuracy

You agree to provide accurate, current, and complete information when using our services and to update such information to maintain its accuracy.

3.2 Compliance

You agree to comply with all applicable laws, regulations, and industry standards in your use of our services.

3.3 System Access

You are responsible for maintaining appropriate access credentials and ensuring the security of your systems and data.

3.4 Cooperation

You agree to provide reasonable cooperation, including timely access to personnel, systems, and information necessary for service delivery.

4. Service Level Agreements

4.1 Performance Standards

Specific service level agreements (SLAs) will be defined in individual service contracts and may include:

  • System availability and uptime commitments
  • Response time guarantees
  • Support response timeframes
  • Performance benchmarks

4.2 Service Credits

In the event of SLA breaches, service credits may be provided as specified in individual contracts.

5. Payment Terms

5.1 Fees

Service fees will be specified in individual contracts or statements of work. Payment terms typically include:

  • Project-based fixed pricing
  • Time and materials billing
  • Recurring subscription fees
  • Support and maintenance fees

5.2 Payment Schedule

Unless otherwise specified, invoices are due within thirty (30) days of receipt. Late payments may incur interest charges and service suspension.

5.3 Disputed Charges

Any billing disputes must be raised within sixty (60) days of the invoice date.

6. Intellectual Property Rights

6.1 Company IP

All intellectual property rights in our proprietary solutions, methodologies, and pre-existing technologies remain with ABHITO LLC.

6.2 Client IP

You retain ownership of your pre-existing intellectual property and data. We will not use your confidential information except as necessary to provide services.

6.3 Work Product

Ownership of custom developments and work products will be specified in individual contracts, typically transferring to the client upon full payment.

6.4 License Grants

We grant you a non-exclusive license to use our solutions as specified in your service agreement.

7. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information shared during the course of our business relationship. This includes:

  • Technical specifications and system designs
  • Business processes and strategies
  • Financial information
  • Customer data and personal information

Confidentiality obligations survive termination of services for a period of five (5) years.

8. Data Protection and Security

8.1 Data Handling

We will handle your data in accordance with our Privacy Policy and applicable data protection laws, including GDPR, CCPA, and other relevant regulations.

8.2 Security Measures

We implement industry-standard security measures to protect your data, including:

  • Encryption in transit and at rest
  • Access controls and authentication
  • Regular security assessments
  • Incident response procedures

8.3 Data Breach Notification

In the event of a data breach, we will notify you promptly and assist with any required notifications to regulatory authorities.

9. Limitation of Liability

9.1 Disclaimer

Our services are provided "as is" without warranties of any kind, express or implied. We disclaim all warranties, including merchantability, fitness for a particular purpose, and non-infringement.

9.2 Liability Limits

To the maximum extent permitted by law, our total liability for any claims arising from our services shall not exceed the total amount paid by you for services in the twelve (12) months preceding the claim.

9.3 Excluded Damages

We shall not be liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, data loss, or business interruption.

10. Indemnification

You agree to indemnify and hold harmless ABHITO LLC from any claims, damages, or expenses arising from:

  • Your use of our services in violation of these Terms
  • Your violation of applicable laws or regulations
  • Your infringement of third-party intellectual property rights
  • Your negligent or willful misconduct

11. Service Termination

11.1 Termination for Convenience

Either party may terminate services with thirty (30) days written notice, subject to completion of ongoing work and payment obligations.

11.2 Termination for Cause

Either party may terminate immediately for material breach that remains uncured after thirty (30) days written notice.

11.3 Effect of Termination

Upon termination:

  • All outstanding fees become immediately due
  • We will provide transition assistance as reasonably requested
  • You will return or destroy confidential information
  • Survival clauses will remain in effect

12. Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including natural disasters, government actions, cyber attacks, or other force majeure events.

13. Dispute Resolution

13.1 Negotiation

The parties agree to first attempt to resolve disputes through good-faith negotiation.

13.2 Mediation

If negotiation fails, disputes will be resolved through binding mediation before a qualified mediator.

13.3 Arbitration

If mediation is unsuccessful, disputes will be resolved through binding arbitration under the rules of the American Arbitration Association.

13.4 Governing Law

These Terms are governed by the laws of the State of [State] without regard to conflict of law principles.

14. General Provisions

14.1 Entire Agreement

These Terms, together with any executed service agreements, constitute the entire agreement between the parties.

14.2 Modifications

These Terms may be modified only by written agreement signed by both parties, except for updates posted on our website with reasonable notice.

14.3 Severability

If any provision of these Terms is found unenforceable, the remaining provisions shall continue in full force and effect.

14.4 Assignment

You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

14.5 Notices

All notices must be in writing and delivered to the addresses specified in the service agreement or as updated by written notice.

15. Contact Information

For questions about these Terms of Service, please contact us:

ABHITO LLC
Legal Department
11710, Plaza America Drive
Suite 2000
Reston, VA 20190
United States
Phone: 703-988-6515
Contact Form: Submit Legal Inquiry

Acknowledgment

By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.