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Terms of Service

Last updated: May 1, 2026

Effective Date: May 1, 2026
Last Updated: May 1, 2026

These Terms of Service (the "Terms") govern your access to and use of the website located at https://www.eightpointsolutions-tech.com (the "Site") and any services, deliverables, consulting engagements, assessments, training, or work product (collectively, the "Services") provided by Eight Point Solutions LLC, a Maryland limited liability company doing business as EPS Tech ("EPS Tech," "we," "us," or "our").

By accessing the Site, contacting us through any intake form, executing a Statement of Work, accepting a proposal, paying an invoice, or otherwise engaging EPS Tech, you ("you," "Client," or "User") agree to be bound by these Terms. If you do not agree, you must not use the Site or engage the Services.

If you are entering into these Terms on behalf of a company, agency, or other legal entity, you represent that you have authority to bind that entity, in which case "you" refers to that entity.

1. Definitions

1.1 "Agreement" means these Terms together with any executed Statement of Work, Master Services Agreement, Non-Disclosure Agreement, or other written instrument signed by both parties referencing or incorporating these Terms.

1.2 "Client Data" means data, files, credentials, system access, or other information provided by Client to EPS Tech, or to which EPS Tech is given access, in connection with the Services.

1.3 "Deliverables" means reports, assessments, code, configurations, training materials, and other tangible work product specifically identified in a Statement of Work and delivered to Client.

1.4 "EPS Tech IP" means all intellectual property owned, developed, licensed, or used by EPS Tech, including methodologies, frameworks, templates, tools, scripts, code libraries, training curricula, threat models, and pre-existing know-how, whether developed before, during, or after the engagement.

1.5 "Statement of Work" or "SOW" means a written engagement document executed by both parties that describes the specific Services, scope, schedule, fees, and deliverables for a particular engagement.

1.6 "Site" means the website at https://www.eightpointsolutions-tech.com and any related subdomains, pages, or properties operated by EPS Tech.

2. Scope of Services

EPS Tech provides cybersecurity consulting, open-source intelligence (OSINT) and digital threat assessment, digital privacy protection, secure web development, security training, and related advisory services. The specific Services to be performed under any engagement are governed by the applicable SOW.

Information presented on the Site, including service descriptions, capability statements, and marketing materials, is general in nature and does not constitute an offer to perform any specific scope of work. No engagement exists until a written SOW or other engagement document is executed by both parties or until Client makes payment against an EPS Tech invoice referencing the engagement.

3. Eligibility

You must be at least 18 years old and legally capable of entering into a binding contract to use the Site or engage the Services. Services are intended for businesses, government entities, non-profit organizations, and qualified individuals. EPS Tech reserves the right to refuse Service to any party at its sole discretion, including but not limited to refusal based on conflict of interest, capacity constraints, or compliance review.

You represent and warrant that you are not (a) located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive U.S. trade sanctions, (b) listed on any U.S. Government list of prohibited or restricted parties (including the OFAC Specially Designated Nationals List, the Department of Commerce Denied Persons List, or the Department of State Debarred Parties List), or (c) acting on behalf of any such party.

4. Engagement and Statements of Work

4.1 SOW Required. All paid engagements require a written SOW signed by both parties. In the event of any conflict between these Terms and an executed SOW, the SOW controls for that engagement only, except for Sections 11 (Limitation of Liability), 12 (Indemnification), 17 (Governing Law), and 18 (Dispute Resolution), which control over any inconsistent SOW provision unless expressly superseded in a separately negotiated and signed Master Services Agreement.

4.2 Changes. Any change to the scope, schedule, or fees of an SOW must be made in a written change order signed by both parties. EPS Tech is not obligated to perform out-of-scope work without a signed change order.

4.3 Subcontractors. EPS Tech may engage qualified subcontractors to perform any portion of the Services, provided EPS Tech remains responsible for the performance of such subcontractors under the Agreement.

5. Fees, Invoicing, and Payment

5.1 Fees.Fees, rates, and payment terms are as set forth in the applicable SOW or invoice. Unless otherwise stated, all fees are quoted in U.S. dollars and are exclusive of taxes, duties, and similar charges, which are Client's responsibility.

5.2 Payment Terms. Unless an SOW provides otherwise, invoices are due net thirty (30) days from the invoice date. Amounts not paid when due bear interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law.

5.3 Suspension and Costs.EPS Tech may suspend the Services and withhold Deliverables if Client fails to pay any undisputed invoice within fifteen (15) days after written notice of nonpayment. Client agrees to reimburse EPS Tech for all reasonable costs of collection, including attorneys' fees and court costs.

5.4 Disputed Invoices. Any dispute regarding an invoice must be raised in writing within fifteen (15) days of the invoice date. Failure to dispute an invoice within that period constitutes acceptance of the invoice.

5.5 Expenses. Pre-approved travel, lodging, software, third-party data subscriptions, broker submission fees, and other reasonable out-of-pocket expenses incurred in performing the Services are reimbursable at cost.

6. Client Responsibilities and Authorization

6.1 Cooperation. Client shall cooperate with EPS Tech and provide timely access to personnel, systems, documentation, credentials, and information reasonably required for performance of the Services. Delays or deficiencies caused by Client may result in schedule slippage and additional fees, for which Client is responsible.

6.2 Authorization for Cybersecurity Testing. If the Services include penetration testing, vulnerability scanning, red team operations, social engineering simulations, or any active assessment of systems or personnel, Client represents and warrants that:

  1. Client owns or has full legal authority to authorize testing of all in-scope systems, networks, applications, accounts, and infrastructure;
  2. Client has obtained all necessary consents from any third-party hosting providers, cloud vendors, or service providers whose acceptable use policies may apply;
  3. Client will provide a written authorization letter or "rules of engagement" document specifying scope, methods, and target systems prior to any active testing;
  4. Client accepts that active testing carries an inherent risk of system instability, performance degradation, data corruption, or unintended downtime, and Client assumes all such risk; and
  5. Client has notified relevant internal stakeholders and law enforcement liaisons as required by Client's own incident response protocols.

6.3 Lawful Use. Client represents and warrants that its requested Services and the use of any Deliverables will comply with all applicable federal, state, local, and international laws, including computer fraud, wiretap, privacy, data protection, export control, anti-money laundering, and securities laws.

6.4 No Use Against Unauthorized Targets.Client shall not direct EPS Tech to perform OSINT, surveillance, threat assessment, digital privacy, or technical work targeting any individual, system, or organization that Client does not have a lawful basis to investigate or engage. Lawful basis includes, without limitation, threat-to-self, threat-to-employees, executive protection, due diligence with consent, litigation support with retained counsel, or other legally cognizable interest. Client is solely responsible for ensuring such basis exists and shall provide written representation of basis upon EPS Tech's request.

7. Intellectual Property

7.1 EPS Tech IP. EPS Tech retains all right, title, and interest in and to EPS Tech IP, including all methodologies, tools, frameworks, templates, code libraries, threat models, training curricula, and know-how used to perform the Services, whether existing prior to the engagement or developed during the engagement. Nothing in these Terms transfers ownership of EPS Tech IP to Client.

7.2 Deliverables License.Subject to full payment of all fees, EPS Tech grants Client a perpetual, non-exclusive, non-transferable, non-sublicensable license to use the Deliverables for Client's internal business purposes. This license does not include the right to resell, redistribute, or sublicense the Deliverables to third parties.

7.3 Custom Code and Web Development. Where the Services include custom code or website development, ownership of the final, paid-for, project-specific custom code shall transfer to Client upon full payment, except for any embedded EPS Tech IP, third-party libraries, open-source components, and pre-existing materials, which remain subject to their respective licenses. Client receives a perpetual non-exclusive license to use any embedded EPS Tech IP solely as integrated within the delivered code.

7.4 Client Data. Client retains all right, title, and interest in and to Client Data. Client grants EPS Tech a limited license to access, process, store, analyze, and use Client Data solely as necessary to perform the Services and to comply with these Terms.

7.5 Feedback. Any suggestions, comments, or feedback Client provides regarding the Services or EPS Tech IP may be used by EPS Tech without obligation, attribution, or compensation to Client.

7.6 Site Content.All content on the Site, including text, graphics, logos, the EPS Tech name, the EPS Tech mark, the motto "Absolutus Denego," images, videos, and code, is owned by or licensed to EPS Tech and is protected by U.S. and international copyright, trademark, and other intellectual property laws. You may view and print Site content for your personal, non-commercial reference only. No other use is permitted without prior written consent.

8. Confidentiality

8.1 Definition."Confidential Information" means any non-public information disclosed by one party to the other in connection with the Services that is marked confidential, identified as confidential at the time of disclosure, or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure. Confidential Information includes, without limitation, Client Data, technical infrastructure details, security findings, threat assessments, source code, business strategies, personnel information, pricing, and SOW terms.

8.2 Obligations. Each party shall (a) use Confidential Information solely to perform its obligations or exercise its rights under the Agreement, (b) protect Confidential Information using at least the same degree of care it uses for its own confidential information of like importance, but in no event less than a reasonable standard of care, and (c) limit disclosure to employees, subcontractors, and advisors with a need to know who are bound by confidentiality obligations no less protective than these.

8.3 Exclusions.Confidential Information does not include information that (a) is or becomes publicly known through no breach of these Terms, (b) was rightfully known by the receiving party prior to disclosure, (c) is rightfully obtained from a third party without confidentiality obligation, or (d) is independently developed without use of or reference to the disclosing party's Confidential Information.

8.4 Compelled Disclosure. If the receiving party is compelled by law, subpoena, or court order to disclose Confidential Information, it shall, to the extent legally permissible, provide prompt notice to the disclosing party and reasonable cooperation in seeking a protective order or other appropriate remedy.

8.5 Survival. Confidentiality obligations survive termination of the Agreement for a period of five (5) years, except for Confidential Information constituting a trade secret under applicable law, which shall remain protected for so long as it qualifies as a trade secret.

9. Data Protection and Privacy

9.1 Privacy Policy.EPS Tech's collection and processing of personal information through the Site is governed by the EPS Tech Privacy Policy, which is incorporated by reference. The Privacy Policy is available at https://www.eightpointsolutions-tech.com/privacy.

9.2 Client Data Handling. EPS Tech will implement and maintain reasonable administrative, technical, and physical safeguards designed to protect Client Data against unauthorized access, use, disclosure, alteration, or destruction. These safeguards include encryption in transit, access controls, least-privilege provisioning, and secure disposal practices.

9.3 Required Data Processing Agreement. If Client Data includes personal data subject to GDPR, CCPA/CPRA, HIPAA, GLBA, FERPA, or any similar law that requires a written data processing or business associate agreement, the parties shall execute a separate agreement governing such processing. EPS Tech will not knowingly process such data absent a signed agreement.

9.4 Data Retention and Return.Upon termination or expiration of an engagement, EPS Tech will, upon Client's written request within thirty (30) days of termination, return or destroy Client Data in its possession, except for (a) data EPS Tech is required to retain by law, (b) data retained in routine backups subject to standard deletion cycles, and (c) work papers, methodologies, and engagement records EPS Tech retains for professional and regulatory purposes, all of which remain subject to the confidentiality obligations of these Terms.

10. Service-Specific Disclaimers

10.1 OSINT and Threat Assessment Disclaimers.Open-source intelligence work product is based on information available from public, semi-public, commercial, and third-party sources at the time of collection. EPS Tech does not warrant the accuracy, completeness, currency, or authenticity of any third-party source. OSINT findings represent EPS Tech's professional analysis and opinion based on information reviewed and are not statements of fact. Client acknowledges that:

  1. OSINT Deliverables are not legal evidence and are not prepared in compliance with the Federal Rules of Evidence, state evidentiary rules, or chain-of-custody standards unless an SOW expressly states otherwise and provides for the engagement of a qualified expert witness;
  2. OSINT Deliverables are not consumer reports under the Fair Credit Reporting Act and shall not be used for employment, tenancy, credit, insurance underwriting, or other FCRA-regulated purposes;
  3. EPS Tech does not engage in unauthorized access, hacking, social engineering targeting unwitting individuals, pretexting, or any other unlawful collection method;
  4. Client is solely responsible for any decision made or action taken based on OSINT Deliverables; and
  5. EPS Tech expressly disclaims any liability for actions or omissions by Client or third parties based on OSINT findings.

10.2 Cybersecurity Assessment Disclaimers. Cybersecurity assessments are point-in-time evaluations limited to the scope, methods, and time window agreed in the SOW. Client acknowledges that:

  1. No cybersecurity assessment can identify all vulnerabilities, threats, or risks;
  2. The absence of a finding in a Deliverable does not mean a system is secure or free of vulnerabilities;
  3. Threat landscapes evolve continuously, and findings may become stale shortly after delivery;
  4. EPS Tech does not warrant that Client's systems will be free from compromise, breach, intrusion, or data loss as a result of the Services;
  5. Active testing carries inherent risk of unintended impact, and EPS Tech disclaims liability for downtime, data corruption, or system instability resulting from authorized testing performed within the agreed scope;
  6. EPS Tech is not responsible for vulnerabilities introduced by Client, third parties, or third-party software after delivery; and
  7. Implementation of remediation recommendations is Client's sole responsibility.

10.3 Digital Privacy Protection Disclaimers. Digital privacy services include the identification of personal information exposed on data broker sites, opt-out request submission, and ongoing monitoring. Client acknowledges that:

  1. Data brokers and aggregators operate independently of EPS Tech, and removal is contingent on the broker's policies, legal obligations, and processing timelines;
  2. EPS Tech cannot guarantee removal of any specific record, permanent removal, or removal within any specific timeframe;
  3. Records may reappear, be re-aggregated, or be republished by the same or different brokers after removal;
  4. The digital exposure landscape is dynamic and continuous monitoring does not eliminate exposure risk;
  5. Some categories of public records (court records, property records, voter registrations, etc.) cannot be removed by any private service;
  6. EPS Tech does not provide legal services and does not represent Client in any litigation, demand letter, or formal legal proceeding against any data broker; and
  7. EPS Tech's digital privacy services are not a substitute for legal counsel where Client believes legal action against a broker may be warranted.

10.4 Web Development Disclaimers. Where the Services include website or application development, Client acknowledges that:

  1. EPS Tech does not warrant that delivered code will be error-free, uninterrupted, or free of all security vulnerabilities;
  2. Third-party libraries, frameworks, plugins, and hosting environments are governed by their own licenses and warranties, which EPS Tech cannot extend or modify;
  3. Client is responsible for ongoing maintenance, patching, monitoring, and operational security of any delivered system unless a separate maintenance SOW is executed; and
  4. Compatibility with future browser versions, operating systems, runtime environments, or third-party services is not warranted absent a specific written commitment.

10.5 Training Disclaimers.Training and educational content provided by EPS Tech is for informational and instructional purposes. Completion of training does not constitute certification by any government, industry, or accrediting body unless EPS Tech expressly identifies the training as accredited and the SOW so states. Client and individual trainees are responsible for applying training in compliance with applicable law and Client's internal policies.

11. Disclaimer of Warranties and Limitation of Liability

11.1 No Warranty.EXCEPT AS EXPRESSLY STATED IN A SIGNED SOW, THE SITE, THE SERVICES, AND ALL DELIVERABLES ARE PROVIDED "AS IS" AND "AS AVAILABLE." EPS TECH DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND QUIET ENJOYMENT. EPS TECH DOES NOT WARRANT THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

11.2 Cap on Liability.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EPS TECH'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT, THE SITE, OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, SHALL NOT EXCEED THE GREATER OF (A) THE FEES ACTUALLY PAID BY CLIENT TO EPS TECH UNDER THE APPLICABLE SOW DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIVE THOUSAND U.S. DOLLARS ($5,000).

11.3 Excluded Damages. IN NO EVENT SHALL EPS TECH BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOST PROFITS; LOST REVENUE; LOST BUSINESS; LOST DATA; LOSS OF GOODWILL; BUSINESS INTERRUPTION; COST OF SUBSTITUTE SERVICES; OR REGULATORY FINES OR PENALTIES IMPOSED ON CLIENT, EVEN IF EPS TECH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.4 Carve-Outs.The limitations in Sections 11.2 and 11.3 do not apply to (a) Client's payment obligations, (b) either party's breach of confidentiality, (c) either party's indemnification obligations, (d) infringement of the other party's intellectual property rights, or (e) liability that cannot be limited under applicable law.

11.5 Basis of Bargain. The parties acknowledge that the limitations and exclusions in this Section 11 are an essential basis of the bargain between them and shall apply even if any limited remedy fails of its essential purpose.

12. Indemnification

12.1 By Client.Client shall defend, indemnify, and hold harmless EPS Tech and its members, managers, officers, employees, agents, and subcontractors from and against any third-party claim, demand, action, loss, liability, damage, fine, penalty, cost, or expense (including reasonable attorneys' fees) arising out of or relating to:

  1. Client's breach of these Terms or any SOW;
  2. Client's breach of any representation or warranty, including those in Sections 3 and 6;
  3. Client's use of the Site, the Services, or any Deliverable in violation of applicable law;
  4. Client's failure to obtain necessary authorizations, consents, or licenses for cybersecurity testing or OSINT collection;
  5. Client's negligence, willful misconduct, or fraudulent acts; or
  6. Any allegation that Client Data, or EPS Tech's authorized use of Client Data, infringes or misappropriates the rights of any third party.

12.2 By EPS Tech.EPS Tech shall defend, indemnify, and hold harmless Client from and against any third-party claim alleging that the Deliverables, as delivered by EPS Tech and used in accordance with the Agreement, infringe a U.S. copyright, registered trademark, or issued patent. EPS Tech's obligation under this Section 12.2 does not extend to claims arising from (a) Client Data, (b) Client's modifications to the Deliverables, (c) combination of Deliverables with materials not provided by EPS Tech, (d) use of Deliverables outside the scope of the license granted, or (e) Client's continued use of an allegedly infringing Deliverable after EPS Tech has provided a non-infringing alternative.

12.3 Procedure.The indemnified party shall (a) promptly notify the indemnifying party of any claim, (b) grant the indemnifying party sole control of the defense and settlement (provided that no settlement requiring an admission of liability or payment by the indemnified party may be made without consent, not to be unreasonably withheld), and (c) provide reasonable cooperation at the indemnifying party's expense.

13. Insurance

EPS Tech maintains commercial general liability, professional liability (errors and omissions), and cyber liability insurance in commercially reasonable amounts. Certificates of insurance will be provided to Client upon written request for engagements where insurance evidence is required.

14. Federal Contracting and Compliance

14.1 SDVOSB Status. EPS Tech operates Eight Point Solutions LLC, a Service-Disabled Veteran-Owned Small Business certified by the U.S. Small Business Administration through SBA VetCert. EPS Tech is registered in the System for Award Management (SAM.gov).

14.2 FAR Flow-Down. Where Services are performed under or in support of a federal prime contract, applicable Federal Acquisition Regulation (FAR), Defense Federal Acquisition Regulation Supplement (DFARS), or other agency-specific clauses required to be flowed down to subcontractors are deemed incorporated by reference, but only to the extent (a) required by law or by the prime contract, (b) applicable to the nature, scope, and dollar value of the engagement, and (c) provided to EPS Tech in writing prior to the start of work. Client shall identify all flow-down clauses in writing in the SOW. EPS Tech is not bound by any flow-down clause not so identified.

14.3 Compliance with Laws. Each party shall comply with all federal, state, and local laws, regulations, and executive orders applicable to its performance under the Agreement, including but not limited to anti-corruption laws (FCPA, UK Bribery Act), anti-discrimination and equal employment opportunity laws, export control laws (EAR, ITAR), and U.S. Treasury Office of Foreign Assets Control (OFAC) sanctions regulations.

14.4 Export Controls. Client shall not export, re-export, or transfer Deliverables, technical data, or any product of the Services to any destination, person, or entity prohibited by U.S. law without first obtaining all required authorizations.

15. Independent Contractor

EPS Tech is engaged as an independent contractor. Nothing in these Terms or any SOW creates a partnership, joint venture, agency, employment, or fiduciary relationship between the parties. Neither party has authority to bind the other except as expressly authorized in writing.

16. Term, Termination, and Suspension

16.1 Term. These Terms apply from the date of first acceptance and remain in effect until terminated. Each SOW remains in effect for the term stated therein.

16.2 Termination for Convenience.Either party may terminate an SOW for convenience on thirty (30) days' written notice, unless the SOW expressly provides otherwise. Upon termination for convenience, Client shall pay EPS Tech for all Services performed and reasonable costs incurred through the effective date of termination, plus any non-cancellable commitments.

16.3 Termination for Cause. Either party may terminate the Agreement or any SOW for cause if the other party materially breaches its obligations and fails to cure the breach within thirty (30) days after written notice describing the breach in reasonable detail. EPS Tech may also terminate immediately if Client fails to pay any undisputed invoice and the failure continues for fifteen (15) days after written notice of nonpayment.

16.4 Effect of Termination.Upon termination, (a) Client shall pay all amounts owed for Services rendered through the date of termination, (b) each party shall return or destroy the other's Confidential Information as required by Section 8 and Section 9.4, and (c) the rights and obligations that by their nature should survive termination shall survive, including Sections 5 (regarding amounts owed), 7, 8, 9.4, 10, 11, 12, 14.4, 17, 18, and 21.

16.5 Suspension. EPS Tech may suspend the Site or Services without liability if (a) required by law or court order, (b) reasonably necessary to prevent harm to EPS Tech, Client, or any third party, or (c) Client materially breaches the Agreement.

17. Governing Law and Venue

These Terms and any non-contractual obligations arising out of or in connection with these Terms are governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Subject to Section 18 (Dispute Resolution), the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Prince George's County, Maryland for any action permitted to be brought in court.

18. Dispute Resolution and Mandatory Arbitration

18.1 Informal Resolution. Before initiating any formal proceeding, the parties shall attempt in good faith to resolve any dispute through direct negotiation between authorized representatives for at least thirty (30) days following written notice of the dispute.

18.2 Binding Arbitration.Except as set forth in Section 18.4, any dispute, claim, or controversy arising out of or relating to the Agreement, the Site, or the Services that is not resolved through informal negotiation shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Prince George's County, Maryland, in the English language. Judgment on the award may be entered in any court of competent jurisdiction.

18.3 Class Action Waiver. The parties agree to bring any dispute in their individual capacity only, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate claims or preside over any form of class proceeding.

18.4 Carve-Outs. Nothing in this Section 18 prevents either party from (a) seeking provisional or injunctive relief in a court of competent jurisdiction to protect Confidential Information or intellectual property pending arbitration, (b) bringing a claim in small-claims court if the claim qualifies, or (c) pursuing an action to collect undisputed amounts owed.

18.5 Costs.Each party shall bear its own attorneys' fees and costs. The arbitrator's fees and AAA administrative fees shall be split equally, except that the arbitrator may award fees and costs to the prevailing party as permitted by law.

19. Acceptable Use of the Site

You agree that you will not, and will not authorize any third party to:

  1. Access the Site by any means other than through interfaces expressly provided by EPS Tech;
  2. Use any robot, spider, scraper, or automated means to access, copy, or index any portion of the Site without prior written consent, except for search engines and other public archives operating in accordance with their published guidelines;
  3. Probe, scan, or test the vulnerability of any system or network associated with the Site, or breach or attempt to breach any security or authentication measures;
  4. Submit content that is unlawful, harmful, threatening, defamatory, obscene, harassing, or that infringes any third-party right;
  5. Submit any malicious code, virus, worm, ransomware, or other harmful component;
  6. Use the Site to transmit unsolicited commercial communications;
  7. Impersonate any person or entity or misrepresent your affiliation;
  8. Reverse engineer, decompile, or disassemble any portion of the Site or any software made available through the Site, except as expressly permitted by applicable law; or
  9. Use the Site in any manner that could disable, overburden, damage, or impair its operation.

EPS Tech reserves the right to investigate and take appropriate action against any user who violates these provisions, including reporting suspected unlawful activity to law enforcement.

20. Third-Party Links and Services

The Site may contain links to third-party websites or services not owned or controlled by EPS Tech. EPS Tech is not responsible for the content, privacy practices, or availability of any third-party website or service. Inclusion of a link does not imply endorsement.

21. Force Majeure

Neither party shall be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, government action, public health emergencies, fire, flood, earthquake, labor disputes, internet or telecommunications failures, cyberattacks, or supply chain disruptions. The affected party shall provide prompt notice and use commercially reasonable efforts to resume performance.

22. Notices

All notices required or permitted under the Agreement shall be in writing and delivered by (a) hand, (b) certified or registered U.S. mail, return receipt requested, (c) reputable overnight courier with tracking, or (d) email to the address designated by the receiving party in the SOW or by written notice. Notice to EPS Tech shall be addressed to:

Eight Point Solutions LLC
Attn: Managing Partner
7404 Executive Place, 5th Floor, Suite L-17
Lanham, MD 20706
Email: rogers@eightpointsolutions.com

Notice is effective upon receipt for hand delivery and email, three business days after deposit for certified mail, and one business day after deposit for overnight courier.

23. Assignment

Client may not assign or transfer the Agreement or any rights or obligations under it, by operation of law or otherwise, without EPS Tech's prior written consent. Any attempted assignment in violation of this Section is void. EPS Tech may assign the Agreement in connection with a merger, acquisition, sale of substantially all assets, or corporate reorganization upon written notice to Client. The Agreement binds and benefits the parties and their permitted successors and assigns.

24. Modifications

EPS Tech may modify these Terms from time to time by posting an updated version on the Site with a revised "Last Updated" date. Material changes will, where practicable, be communicated by email to Client contacts of record or by prominent notice on the Site at least fifteen (15) days before the effective date. Continued use of the Site or Services after the effective date of any modification constitutes acceptance of the modified Terms. If any modification is unacceptable, Client's sole remedy is to discontinue use of the Site and Services.

25. Severability, Waiver, Entire Agreement

25.1 Severability. If any provision of these Terms is held invalid or unenforceable by a court or arbitrator of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, or, if that is not possible, severed, and the remaining provisions shall remain in full force and effect.

25.2 Waiver. No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right. No waiver is effective unless in writing and signed by the waiving party.

25.3 Entire Agreement. These Terms, together with the Privacy Policy, any executed SOW, and any documents expressly incorporated by reference, constitute the entire agreement between the parties with respect to the subject matter and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written. In the event of conflict, the order of precedence is: (1) a separately negotiated and signed Master Services Agreement, (2) an executed SOW, (3) these Terms, and (4) the Privacy Policy.

25.4 No Third-Party Beneficiaries. The Agreement is for the exclusive benefit of the parties and their permitted successors and assigns and confers no rights on any third party.

25.5 Headings. Section headings are for convenience only and do not affect interpretation.

25.6 Counterparts and Electronic Signatures. Any SOW, change order, or other engagement document may be executed in counterparts, each of which is an original, and electronic signatures and copies have the same effect as original signatures.

26. Contact

Questions regarding these Terms should be directed to:

Eight Point Solutions LLC (d/b/a EPS Tech)
7404 Executive Place, 5th Floor, Suite L-17
Lanham, MD 20706
Email: rogers@eightpointsolutions.com
Phone: (410) 525-5775
Web: https://www.eightpointsolutions-tech.com

Eight Point Solutions LLC. SDVOSB Certified. All rights reserved.