Snake River IT LLC – Terms & Conditions

1. Payment Terms

1. All invoices issued by Snake River IT LLC (“Service Provider”) are due and payable within thirty (30) days of the invoice date unless otherwise agreed to in a signed written document.
2. Any balance not paid by the due date shall accrue a late fee of ten percent (10%) per month, or the maximum allowed under Idaho law, whichever is lower.
3. Service Provider reserves the right to suspend, delay, or discontinue services for any overdue account.
4. Accepted payment methods include credit card, debit card, and PayPal.

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2. Scope of Services and Fees

1. Services performed are limited exclusively to those listed on the issued invoice. Work that exceeds or alters the originally defined scope shall be billed at standard hourly rates.
2. Any changes or additions requested after work has commenced may result in additional charges.
3. Fees are billed for labor, expertise, and time expended, regardless of client outcomes unless explicitly guaranteed in a separate written agreement.

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3. Disputes, Refunds, and Acceptance of Work

1. Any disputes or concerns regarding an invoice or completed service must be submitted in writing within ten (10) days of the invoice date. Failure to provide timely written notice constitutes full and unconditional acceptance.
2. Refunds shall only be issued at the sole discretion of Service Provider and only when services were demonstrably not performed.
3. Use of the services, continuation of work, or lack of timely objection constitutes acceptance of the work as completed.

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4. Confidentiality and Data Handling

1. Both parties agree to maintain strict confidentiality regarding any proprietary or sensitive information exchanged during the engagement.
2. Service Provider will not disclose client information to third parties except:
   1. when required by law or court order;
   2. when necessary to perform contracted services;
   3. with written consent from the client.
3. Client is responsible for safeguarding access credentials, passwords, and sensitive data.

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5. Limitation of Liability

1. To the fullest extent permitted by law, Service Provider shall not be liable for any indirect, incidental, consequential, exemplary, or punitive damages, including but not limited to loss of revenue, loss of data, business interruption, equipment failure, or reputational harm.
2. Under all circumstances, the maximum cumulative liability of Service Provider shall not exceed the total amount paid by the client for the specific service giving rise to the claim.
3. Client acknowledges that system security, data integrity, and performance depend on environmental and third-party factors outside the Service Provider’s control.
4. Service Provider shall not be liable for any issues caused by client failure to follow recommended security, backup, maintenance, or usage procedures.

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6. Liability Waiver

1. The client expressly waives all claims against Snake River IT LLC for damages arising from:
   1. cyberattacks, malware, phishing, hacking, or data breaches;
   2. third-party service outages (Google, Cloudflare, Wix, ISPs, hosting providers, etc.);
   3. hardware failures, software bugs, operating system defects, or user error;
   4. client modifications, negligence, or failure to maintain systems properly.
2. Client acknowledges the inherent risks of IT systems and accepts responsibility for potential downtime or data loss.

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7. No Guarantee of Results

1. Service Provider makes no warranties or guarantees, express or implied, regarding results, performance, security, uptime, or outcomes unless stated in a signed written contract.
2. Client acknowledges systems may still fail or experience issues even when services are performed correctly.
3. Service Provider’s responsibility is limited solely to performing services, not to achieving any particular outcome.

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8. Force Majeure

1. Service Provider shall not be liable for delays or failure to perform caused by circumstances beyond its control, including:
   1. natural disasters;
   2. war, terrorism, or civil unrest;
   3. labor disputes;
   4. supply chain failures;
   5. widespread outages or third-party disruptions;
   6. acts of government;
   7. pandemics or public emergencies.
2. Obligations will resume once performance becomes reasonably possible.

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9. Work Ownership & Intellectual Property

1. All work products, configurations, and documentation remain the intellectual property of Snake River IT LLC until all outstanding balances are paid in full.
2. Upon full payment, deliverables listed in the invoice transfer to the client.
3. Service Provider retains the right to reuse non-client-specific tools, scripts, and methods for other clients.
4. Client shall not reverse-engineer, duplicate, or distribute proprietary tools or configurations.

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10. Client Responsibilities

1. Client agrees to implement all recommended security, backup, and maintenance practices.
2. Failure to follow recommendations voids liability for related issues.
3. Client must provide timely access and accurate information.
4. Client-caused delays may result in additional charges.

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11. Termination of Services

1. Either party may terminate services with thirty (30) days’ written notice.
2. All fees for work performed remain due upon termination.
3. Service Provider may suspend services immediately in cases of non-payment or violation of terms.

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12. Governing Law & Legal Venue

1. These terms are governed exclusively by the laws of the State of Idaho.
2. Any disputes shall be filed exclusively in the state or federal courts of Jerome County, Idaho.
3. Client waives any objection based on venue or inconvenience.
4. Client agrees to reimburse Service Provider for attorney’s fees and court costs incurred in enforcement.

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13. Acceptance of Terms

By paying an invoice, using services, or continuing an engagement with Snake River IT LLC, the client acknowledges and agrees to be legally bound by these Terms & Conditions in full.