Terms & Conditions

Epic IT Ninja LLC's Terms & Conditions outlining service agreements, client responsibilities, and legal framework for managed IT and MSP solutions.

Terms & Conditions

1. Introduction

These Terms and Conditions ("Terms") govern your use of the website (https://www.epicitninja.com) and services provided by Epic IT Ninja LLC ("Company," "we," "us," or "our"), a managed service provider offering IT solutions and support services. By accessing our website or engaging our services, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access our website or use our services.

2. Services

2.1 Service Description

Epic IT Ninja LLC provides managed IT services, technical support, cybersecurity solutions, cloud services, network management, and related IT consultation services to businesses. The specific services to be provided will be detailed in a separate Service Agreement or Statement of Work.

2.2 Service Level Agreements

Our response times, uptime guarantees, and support availability are governed by the specific Service Level Agreement (SLA) executed between Epic IT Ninja LLC and the client. The SLA forms part of these Terms by reference.

2.3 Service Modifications

Epic IT Ninja LLC reserves the right to modify, suspend, or discontinue any part of its services with or without notice. For substantial changes to contracted services, we will provide reasonable advance notice to active clients.

3. Client Responsibilities

3.1 Access and Cooperation

Clients agree to provide Epic IT Ninja LLC with necessary access to systems, networks, facilities, and information required to deliver contracted services. Clients will designate appropriate personnel to liaise with our team and respond to requests in a timely manner.

3.2 Acceptable Use

Clients shall:

  • Use our services only for lawful purposes
  • Comply with all applicable laws and regulations
  • Maintain the security of access credentials provided by us
  • Promptly report unauthorized access or security incidents
  • Not attempt to circumvent any security measures or access restrictions
  • Not use our services to transmit harmful code, conduct attacks, or engage in fraudulent activities

3.3 Hardware and Software Requirements

Clients are responsible for maintaining hardware and software that meets our minimum requirements for service delivery. Epic IT Ninja LLC may specify these requirements in the Service Agreement.

4. Payment Terms

4.1 Fees and Billing

Service fees, payment schedules, and billing methods are specified in the Service Agreement. Unless otherwise stated, subscription services are billed monthly or annually in advance, while project-based services may include milestone payments or different terms as agreed upon.

4.2 Late Payments

Payments not received within the specified timeframe are subject to late fees as outlined in the Service Agreement. Epic IT Ninja LLC reserves the right to suspend services for accounts with outstanding balances after providing notice.

4.3 Price Changes

Epic IT Ninja LLC may modify pricing for ongoing services with 30 days' advance notice. For fixed-term agreements, price changes will not take effect until the renewal period unless otherwise specified in the Service Agreement.

5. Term and Termination

5.1 Term

The term of service shall be as specified in the Service Agreement. Services may be offered on month-to-month, annual, or multi-year terms.

5.2 Termination by Client

Clients may terminate services according to the cancellation terms in their Service Agreement, which typically requires written notice within a specified timeframe.

5.3 Termination by Epic IT Ninja LLC

We reserve the right to terminate services under the following circumstances:

  • Violation of these Terms or the Service Agreement
  • Non-payment of fees
  • Client conduct that poses a security risk or liability
  • False information provided during the service engagement process
  • As otherwise permitted in the Service Agreement

5.4 Effects of Termination

Upon termination:

  • All outstanding payments become immediately due
  • Access to services will cease on the effective termination date
  • Client data will be handled according to the post-termination provisions in the Service Agreement
  • Any licensed software provided by Epic IT Ninja LLC must be removed from client systems
  • Confidentiality obligations survive termination

6. Intellectual Property

6.1 Company IP

All intellectual property owned by Epic IT Ninja LLC, including software, tools, processes, methodologies, documentation, and proprietary information, remains the exclusive property of the Company. Clients receive a limited license to use these assets solely in connection with our services.

6.2 Client IP

Client data, content, and intellectual property remain the property of the client. Epic IT Ninja LLC claims no ownership rights to client data processed through our services.

6.3 Feedback

Any feedback, suggestions, or ideas provided by clients regarding our services may be used by Epic IT Ninja LLC without restriction or compensation.

7. Confidentiality

7.1 Confidential Information

Both parties agree to maintain the confidentiality of proprietary information shared during the service relationship. Confidential information includes but is not limited to business strategies, technical specifications, client lists, financial data, and access credentials.

7.2 Exclusions

Confidentiality obligations do not apply to information that:

  • Is or becomes publicly available through no fault of the receiving party
  • Was known to the receiving party before disclosure
  • Is independently developed by the receiving party
  • Is rightfully obtained from a third party without restriction
  • Is disclosed with the prior written approval of the disclosing party
  • Must be disclosed to comply with applicable law or valid legal process

8. Data Security and Privacy

8.1 Data Processing

Epic IT Ninja LLC will process client data in accordance with our Privacy Policy and applicable data protection laws.

8.2 Security Measures

We implement reasonable technical, administrative, and physical safeguards to protect client data. However, no system can guarantee absolute security, and clients acknowledge this inherent limitation.

8.3 Incident Response

In the event of a data security incident affecting client data, Epic IT Ninja LLC will notify clients in accordance with applicable laws and our service agreements.

8.4 Compliance Assistance

Upon request, Epic IT Ninja LLC will provide reasonable assistance to clients in meeting their compliance obligations regarding data processed through our services.

9. Warranties and Disclaimers

9.1 Service Warranty

Epic IT Ninja LLC warrants that services will be performed in a professional manner consistent with industry standards. Our specific performance guarantees are outlined in the Service Level Agreement.

9.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED HEREIN, EPIC IT NINJA LLC PROVIDES SERVICES "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9.3 Internet Limitations

Epic IT Ninja LLC does not warrant that services will be uninterrupted or error-free, as service quality may be affected by factors beyond our reasonable control, including bandwidth limitations, internet outages, and third-party service disruptions.

10. Limitation of Liability

10.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EPIC IT NINJA LLC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, OR SYSTEM FAILURE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Maximum Liability

EPIC IT NINJA LLC'S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO SERVICES PROVIDED WILL NOT EXCEED THE AMOUNTS PAID BY CLIENT FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

11. Indemnification

11.1 Client Indemnification

Clients agree to indemnify, defend, and hold harmless Epic IT Ninja LLC from any third-party claims, liabilities, damages, costs, and expenses (including reasonable attorney's fees) arising from or related to client's use of our services, violation of these Terms, or infringement of any rights.

11.2 Company Indemnification

Epic IT Ninja LLC will defend and indemnify clients against third-party claims alleging that our services, as provided, infringe any valid U.S. patent, copyright, or trademark, subject to limitations specified in the Service Agreement.

12. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond their reasonable control, including but not limited to acts of God, natural disasters, pandemic, war, terrorism, riots, acts of government, power failures, internet or telecommunications disruptions.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of [Your State], without regard to its conflict of law provisions.

13.2 Dispute Resolution

Any dispute arising from or relating to these Terms or our services shall be resolved as follows:

  • The parties will attempt in good faith to resolve any dispute through executive negotiation
  • If unresolved within 30 days, the dispute shall be submitted to mediation
  • If mediation is unsuccessful, the dispute shall be resolved through binding arbitration conducted in [Your City, State] in accordance with the rules of the American Arbitration Association
  • The prevailing party shall be entitled to recover reasonable attorney's fees and costs

13.3 Exceptions to Arbitration

Notwithstanding the foregoing, either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

14. General Provisions

14.1 Entire Agreement

These Terms, together with any Service Agreement, Statement of Work, and other referenced documents, constitute the entire agreement between the parties regarding the subject matter herein.

14.2 Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

14.3 Assignment

Clients may not assign or transfer any rights or obligations under these Terms without the prior written consent of Epic IT Ninja LLC. We may assign our rights and obligations to an affiliate or successor entity.

14.4 Relationship of Parties

Nothing in these Terms creates any partnership, joint venture, agency, franchise, or employment relationship between the parties.

14.5 Waiver

No waiver of any breach of any provision of these Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provision hereof.

14.6 Notices

Notices to clients will be provided via email or through our client portal. Notices to Epic IT Ninja LLC should be sent to the contact information provided below.

14.7 Survival

Provisions that by their nature should survive termination will survive, including without limitation ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

15. Contact Information

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

Epic IT Ninja LLC
Email: legal@epicitninja.com
Phone: 1-855-TCH-SPRT

Last Updated: April, 2025

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