Terms of Service

Acceptance of Terms

1.1 Agreement to Terms

By accessing or using our Site or Services, you confirm that:

• You are at least 18 years of age, or the age of legal majority in your jurisdiction
• You have the legal capacity and authority to enter into a binding agreement
• You are not prohibited from using our Services under applicable laws
• If you are using the Services on behalf of an organization, you have the authority to bind that organization to these Terms

1.2 Additional Terms

Certain features, services, or products may be subject to additional terms and conditions, which will be presented to you when you access those features. Such additional terms are incorporated into these Terms by reference.

1.3 Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our Site and updating the "Last Updated" date. Your continued use of the Site or Services after such changes constitutes your acceptance of the revised Terms.

Description of Services

2.1 Services Offered

AMB Digital Group, LLC provides professional IT consulting, cybersecurity, and infrastructure services, including but not limited to:

2.2 Service Availability

We strive to maintain the availability of our Site and Services but do not guarantee uninterrupted access. We may modify, suspend, or discontinue any aspect of our Services at any time without prior notice.

2.3 Service Engagements

Professional services are provided pursuant to separate service agreements, statements of work, or contracts that specify the scope, deliverables, timeline, and fees. In the event of any conflict between these Terms and a signed service agreement, the service agreement shall prevail.

User Accounts

3.1 Account Creation

Certain features of our Site may require you to create an account. When creating an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Immediately notify us of any unauthorized access or use of your account
• Accept responsibility for all activities that occur under your account

3.2 Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. We recommend using a strong, unique password and enabling any available security features.

3.3 Account Termination

We reserve the right to suspend or terminate your account at any time, with or without cause, with or without notice, if we believe you have violated these Terms or if your account poses a security risk.

Acceptable Use Policy

4.1 Permitted Use

You may use our Site and Services only for lawful purposes and in accordance with these Terms. You agree to use the Site and Services in a manner consistent with all applicable local, state, national, and international laws and regulations.

4.2 Prohibited Conduct

You agree NOT to:

4.3 Enforcement

We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates this provision, including removing content, suspending or terminating access, and reporting to law enforcement authorities.

Intellectual Property

5.1 Our Intellectual Property

The Site and its entire contents, features, and functionality—including but not limited to all text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, and the design, selection, and arrangement thereof—are owned by AMB Digital Group, LLC, its licensors, or other providers and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

5.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your personal or internal business purposes. This license does not include:

• The right to modify, copy, or distribute our content (except as expressly permitted)
• The right to use our trademarks, logos, or branding without written consent
• The right to reverse engineer, decompile, or disassemble any software or technology
• The right to create derivative works based on our content
• The right to use our content for commercial purposes without authorization

5.3 Trademarks

"AMB Digital Group," our logo, and all related names, logos, product and service names, designs, and slogans are trademarks of AMB Digital Group, LLC. You may not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans are the trademarks of their respective owners.

5.4 Copyright Infringement

If you believe that any content on our Site infringes your copyright, please see our DMCA Policy for information on how to submit a notice of infringement.

User Content

6.1 User Submissions

Our Site may allow you to submit, post, or transmit content, including but not limited to comments, feedback, suggestions, questions, and other materials ("User Content"). You retain ownership of your User Content, but by submitting it, you grant us certain rights as described below.

6.2 License to User Content

By submitting User Content, you grant AMB Digital Group, LLC a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, display, and perform such User Content in any media now known or hereafter developed.

6.3 Representations and Warranties

By submitting User Content, you represent and warrant that:

• You own or have the necessary rights to submit the content
• Your content does not infringe any third party's intellectual property or other rights
• Your content does not contain any defamatory, obscene, or unlawful material
• Your content does not contain viruses or other harmful code
• Your content complies with all applicable laws and regulations

6.4 Content Moderation

We reserve the right, but are not obligated, to review, monitor, edit, or remove any User Content at our sole discretion and without notice. We are not responsible for any User Content posted by users or third parties.

Payment Terms

7.1 Fees and Pricing

Fees for our professional services are set forth in individual service agreements, statements of work, or quotes. All prices are in U.S. dollars unless otherwise specified. We reserve the right to change our pricing at any time, provided that changes will not affect existing contracts.

7.2 Payment Methods

We accept various payment methods as specified during the checkout or contracting process. By providing payment information, you represent that you are authorized to use the payment method and authorize us to charge the fees due.

7.3 Payment Terms

Unless otherwise specified in a service agreement:

• Invoices are due within thirty (30) days of the invoice date
• Late payments may incur interest at 1.5% per month or the maximum rate permitted by law
• You are responsible for all costs of collection, including reasonable attorney's fees
• We may suspend services for accounts with overdue payments

7.4 Taxes

All fees are exclusive of taxes. You are responsible for paying all applicable taxes, including sales tax, use tax, VAT, and similar taxes imposed by any government authority. If we are required to collect taxes, they will be added to your invoice.

7.5 Refunds

Refund policies are specified in individual service agreements. Generally, fees for completed work are non-refundable. For subscription services, refunds may be available as described in the applicable terms.

Confidentiality

8.1 Definition of Confidential Information

"Confidential Information" means any non-public information disclosed by either party to the other, whether orally, in writing, or electronically, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

8.2 Protection of Confidential Information

Each party agrees to:

• Maintain the confidentiality of the other party's Confidential Information
• Use Confidential Information only for purposes related to the Services
• Not disclose Confidential Information to third parties without prior written consent
• Protect Confidential Information using at least the same degree of care used for their own confidential information

8.3 Exceptions

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no fault of the receiving party
• Was rightfully known to the receiving party before disclosure
• Is independently developed by the receiving party
• Is rightfully obtained from a third party without confidentiality restrictions
• Is required to be disclosed by law, provided reasonable notice is given

Disclaimers

9.2 No Guarantee of Results

We do not warrant that:

• The Site or Services will meet your specific requirements or expectations
• The Site or Services will be uninterrupted, timely, secure, or error-free
• The results obtained from use of the Services will be accurate or reliable
• Any errors in the Site or Services will be corrected

9.3 Third-Party Content

Our Site may contain links to third-party websites, content, or resources. We do not endorse and are not responsible for any third-party content, products, or services. Your use of third-party websites is at your own risk and subject to their terms and policies.

9.4 Professional Advice

Information provided on our Site is for general informational purposes only and should not be construed as professional advice. For specific advice regarding your situation, please consult with qualified professionals.

Limitation of Liability

10.2 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SITE AND SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

10.3 Basis of the Bargain

You acknowledge that we have set our prices and entered into these Terms in reliance upon the disclaimers and limitations of liability set forth herein, and that these provisions reflect a fair and reasonable allocation of risk between you and us.

10.4 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain damages. If you reside in such a jurisdiction, some or all of the above limitations may not apply to you, and you may have additional rights.

Indemnification

You agree to defend, indemnify, and hold harmless AMB Digital Group, LLC, its officers, directors, employees, agents, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Site or Services
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights
• Your violation of any applicable law, rule, or regulation
• Your User Content
• Any misrepresentation made by you

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate with our defense of such claims.

Termination

12.1 Termination by You

You may stop using our Site and Services at any time. If you have an account, you may close it by contacting us. Termination of your account does not relieve you of any obligations incurred prior to termination.

12.2 Termination by Us

We may suspend or terminate your access to the Site and Services immediately, without prior notice or liability, for any reason, including but not limited to:

• Breach of these Terms
• Request by law enforcement or government agency
• Suspected fraudulent, abusive, or illegal activity
• Nonpayment of fees owed to us
• Extended periods of inactivity
• Discontinuation of the Site or Services

12.3 Effect of Termination

Upon termination:

• Your right to use the Site and Services will immediately cease
• We may delete your account and any associated data
• All provisions of these Terms that should survive termination shall survive, including intellectual property provisions, disclaimers, limitations of liability, and indemnification

Governing Law & Dispute Resolution

13.1 Governing Law

These Terms and any disputes arising out of or related to them or the Site and Services shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles.

13.2 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us to attempt to resolve any dispute informally. We will try to resolve disputes within thirty (30) days of receiving notice.

13.3 Binding Arbitration

If we cannot resolve a dispute informally, any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Harris County, Texas, and shall be conducted in English. The arbitrator's decision shall be final and binding.

13.4 Class Action Waiver

YOU AND AMB DIGITAL GROUP, LLC 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 PROCEEDING.

13.5 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights pending the outcome of arbitration.

13.6 Time Limitation

Any cause of action or claim you may have arising out of or relating to these Terms or the Site must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.

Changes to Terms

We reserve the right to modify these Terms at any time at our sole discretion. When we make changes, we will:

• Update the "Last Updated" date at the top of these Terms
• Post the revised Terms on our Site
• For material changes, provide additional notice such as email notification or a prominent notice on our Site

Your continued use of the Site or Services following the posting of revised Terms means that you accept and agree to the changes. If you do not agree to the new Terms, you must stop using the Site and Services.

We encourage you to review these Terms periodically to stay informed of updates.

General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy and any service agreements, constitute the entire agreement between you and AMB Digital Group, LLC regarding your use of the Site and Services, superseding any prior agreements between you and us.

15.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of AMB Digital Group, LLC.

15.4 Assignment

You may not assign or transfer these Terms or your rights and obligations hereunder without our prior written consent. We may assign these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties and their respective successors and assigns.

15.5 Force Majeure

We shall not be liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, labor disputes, government orders, or failure of third-party services.

15.6 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

15.7 Notices

We may provide notices to you by posting on the Site, by email, or by other reasonable means. You may provide notices to us by contacting us at the address provided in Section 16.

Contact Information

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

We will respond to your inquiry as soon as reasonably practicable.