Terms of Service

1. Acceptance of Terms

By accessing or using the website ascend-t.com (the “Site”) or any services provided by Ascend Technology LLC (“Company,” “we,” “our,” or “us”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you must not use the Site or our services.

2. Services

Ascend Technology LLC provides IT services, web design, software development, and related technology consulting services (“Services”). The specific scope, deliverables, timeline, and fees for each engagement will be outlined in a separate Statement of Work (“SOW”) or written agreement between you and the Company.

3. Client Responsibilities

By engaging our Services, you agree to:

• Provide accurate, complete, and timely information, materials, and access necessary for us to perform the Services.
• Review and provide feedback on deliverables within the timeframes specified in the applicable SOW.
• Ensure that any materials you provide to us do not infringe on third-party intellectual property rights.
• Maintain the confidentiality of any account credentials we provide to you.

4. Intellectual Property

Client Materials: You retain all rights to any content, data, logos, trademarks, or other materials you provide to us.

Work Product: Upon full payment of all fees, ownership of custom-developed deliverables created specifically for you under a SOW will transfer to you, unless otherwise stated in the applicable SOW.

Company Tools & Frameworks: We retain ownership of all pre-existing tools, code libraries, frameworks, templates, and methodologies used in providing the Services. Where such materials are incorporated into your deliverables, we grant you a non-exclusive, perpetual, royalty-free license to use them within the scope of the delivered project.

Portfolio Rights: Unless otherwise agreed in writing, we reserve the right to display completed work in our portfolio and marketing materials.

5. Payment Terms

Payment terms, including fees, milestones, and schedules, will be specified in the applicable SOW or invoice. Unless otherwise stated:

• A deposit may be required before work begins.
• Invoices are due within thirty (30) days of the invoice date.
• Late payments may incur 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 that are more than thirty (30) days past due.

6. Warranties and Disclaimers

We will perform the Services in a professional and workmanlike manner consistent with generally accepted industry standards. We will correct, at no additional charge, any deliverable that does not materially conform to the specifications in the applicable SOW, provided you notify us in writing within thirty (30) days of delivery.

Except as expressly set forth above, the Services and Site are provided “as is” and “as available.” We disclaim all other warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

7. Limitation of Liability

To the maximum extent permitted by law, Ascend Technology LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business opportunities, arising out of or related to these Terms or the Services.

Our total aggregate liability under these Terms shall not exceed the total fees paid by you to us during the twelve (12) months preceding the claim.

8. Confidentiality

Each party agrees to maintain the confidentiality of any proprietary or confidential information disclosed by the other party during the course of the engagement. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

9. Termination

Either party may terminate an engagement by providing thirty (30) days' written notice. In the event of termination:

• You agree to pay for all Services performed and expenses incurred up to the effective date of termination.
• We will deliver all completed or in-progress work product to you.
• Either party may terminate immediately if the other party materially breaches these Terms and fails to cure the breach within fifteen (15) days of written notice.

10. Indemnification

You agree to indemnify, defend, and hold harmless Ascend Technology LLC, its members, employees, and contractors from and against any claims, liabilities, damages, losses, or expenses (including reasonable attorney's fees) arising from: (a) your breach of these Terms; (b) your use of the Services; or (c) any materials you provide that infringe on third-party rights.

11. Use of the Site

When using the Site, you agree not to:

• Use the Site for any unlawful purpose or in violation of any applicable laws or regulations.
• Attempt to gain unauthorized access to any part of the Site or its related systems.
• Interfere with or disrupt the integrity or performance of the Site.
• Upload or transmit any viruses, malware, or other harmful code.

12. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State in which Ascend Technology LLC is registered, without regard to its conflict of laws provisions. Any disputes arising from these Terms shall be resolved through good-faith negotiation, and if necessary, binding arbitration in accordance with the rules of the American Arbitration Association.

13. Modifications to Terms

We reserve the right to update or modify these Terms at any time. Changes will be effective upon posting to the Site with an updated effective date. Your continued use of the Site or Services after any changes constitutes acceptance of the revised Terms.

14. Severability

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

15. Entire Agreement

These Terms, together with any applicable SOW, constitute the entire agreement between you and Ascend Technology LLC regarding the subject matter herein and supersede all prior agreements, representations, and understandings.

16. Contact Information

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