Terms of Service

01 Acceptance of Terms

By accessing, browsing, or using www.fibrefab.lol or any services provided by Fibrefab, Inc., you acknowledge that you have read, understood, and agree to be bound by these Terms of Service, including any additional guidelines, policies, or restrictions referenced herein. These Terms apply to all visitors, users, clients, and any other parties who access or use our website or services.

If you are accepting these Terms on behalf of an organization or legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, in which case the term Client shall refer to such entity. Fibrefab reserves the right to update or modify these Terms at any time, and such changes will be effective immediately upon posting. Your continued use of the website or services following the posting of revised Terms constitutes your acceptance of those changes.

02 Description of Services

Fibrefab, Inc. is a professional computer systems design and integration firm operating within the Computer Systems Design and Related Services industry (NAICS 541512). Our services encompass the full lifecycle of technology infrastructure, including but not limited to:

• Systems architecture design and blueprinting for enterprise environments, including hardware specification, software stack selection, and integration planning.
• Network infrastructure design, deployment, and optimization including LAN, WAN, SD-WAN, and edge computing architectures.
• Cloud and hybrid infrastructure integration bridging on-premise systems with public and private cloud environments.
• IT consulting and strategic advisory services covering technology roadmapping, digital transformation, and compliance alignment.
• Systems security architecture including zero-trust frameworks, threat modeling, vulnerability assessment, and security operations planning.
• Data systems and storage architecture design for high-availability, disaster recovery, and performance-critical workloads.
• Computer integrated systems design connecting disparate hardware and software systems into cohesive operational frameworks.

The specific scope, deliverables, timelines, and fees for any engagement shall be set forth in a separate Statement of Work, engagement letter, or service agreement executed by both parties. These Terms of Service govern the overarching relationship and apply to all engagements unless expressly superseded by written agreement.

03 User and Client Obligations

You agree to use our website and services only for lawful purposes and in a manner consistent with these Terms. As a condition of your use of our website and services, you warrant and agree that:

• You will provide accurate, complete, and current information when creating an account, submitting a contact form, or entering into a service engagement with Fibrefab, and you will promptly update such information as necessary to maintain its accuracy.
• You will not use the website or services to transmit any material that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable, or that infringes upon the intellectual property rights of any third party.
• You will not attempt to gain unauthorized access to any portion of the website, the server on which the website is hosted, or any other systems or networks connected to the website, whether through hacking, password mining, or any other illegitimate means.
• You will not interfere with or disrupt the operation of the website or services, including through the introduction of viruses, malware, denial-of-service attacks, or any other harmful code or activity.
• You will provide reasonable access, information, and cooperation necessary for Fibrefab to perform the agreed-upon services, including access to relevant systems, personnel, and facilities where required by the engagement scope.
• You are responsible for maintaining the confidentiality of any account credentials associated with our services and for all activities that occur under your account.

04 Intellectual Property Rights

All content, materials, and elements accessible on or through the website, including but not limited to text, graphics, logos, icons, images, audio clips, video, software, data compilations, page layout, color schemes, design elements, and the overall look and feel of the website (collectively, the Site Content), are the exclusive property of Fibrefab, Inc. or its content suppliers and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

Fibrefab grants you a limited, non-exclusive, non-transferable, revocable license to access and use the website and Site Content for your personal or internal business purposes, subject to these Terms. You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any Site Content except as expressly permitted herein or with prior written consent from Fibrefab.

With respect to deliverables produced in the course of a service engagement, the ownership and license terms for any architecture designs, documentation, configurations, code, or other work product shall be specified in the applicable Statement of Work or service agreement. Unless otherwise agreed in writing, Fibrefab retains ownership of all pre-existing tools, methodologies, frameworks, templates, and intellectual property used in the delivery of services.

Any feedback, suggestions, or ideas you provide to Fibrefab regarding the website or services shall become the sole property of Fibrefab, and we may use such feedback for any purpose without obligation or compensation to you.

05 Fees and Payment Terms

Fees for Fibrefab services shall be established in the applicable Statement of Work, engagement letter, or service agreement between Fibrefab and the Client. Fee structures may include fixed-price project fees, time-and-materials billing, retainer-based arrangements, milestone-based payments, or other structures as mutually agreed upon.

Unless otherwise specified in writing, payment terms are net thirty days from the date of invoice. Invoices not paid within the specified payment period may be subject to a late payment charge of one and one-half percent per month on the outstanding balance, or the maximum rate permitted by applicable law, whichever is lower. Client shall be responsible for all reasonable collection costs, including attorneys fees, incurred by Fibrefab in collecting past-due amounts.

Client shall be responsible for all applicable federal, state, and local taxes, duties, or levies arising from the services provided, excluding taxes based on Fibrefab's net income. Fibrefab reserves the right to suspend or terminate services if payment is not received in accordance with the agreed terms, and such suspension shall not relieve Client of any payment obligations for services already rendered.

06 Limitation of Liability

To the fullest extent permitted by applicable law, Fibrefab, Inc., its directors, officers, employees, agents, affiliates, subcontractors, and licensors shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, revenue, goodwill, use, data, business interruption, or other intangible losses, arising out of or relating to the use of or inability to use the website or services, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, even if Fibrefab has been advised of the possibility of such damages.

In no event shall the aggregate liability of Fibrefab, Inc. for all claims arising out of or relating to these Terms or any services provided exceed the total fees actually paid by you to Fibrefab for the specific services giving rise to the claim during the twelve-month period immediately preceding the event giving rise to the liability. The foregoing limitation shall apply to the maximum extent permitted by applicable law, regardless of whether the remedy fails of its essential purpose.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages or the limitation of liability for certain types of claims. In such jurisdictions, Fibrefab's liability shall be limited to the maximum extent permitted by law.

07 Indemnification

You agree to indemnify, defend, and hold harmless Fibrefab, Inc., its directors, officers, employees, agents, affiliates, subcontractors, and licensors from and against any and all claims, demands, causes of action, liabilities, damages, losses, costs, and expenses, including reasonable attorneys fees and court costs, arising out of or related to:

• Your use of or access to the website or services in violation of these Terms of Service or applicable law.
• Your breach of any representation, warranty, or covenant contained in these Terms or any service agreement with Fibrefab.
• Your violation of any third-party right, including without limitation any intellectual property right, privacy right, or proprietary right.
• Any claim that information, materials, or instructions you provided to Fibrefab caused damage or liability to a third party.
• Any negligent, reckless, or intentional misconduct by you or your employees, agents, or representatives in connection with the website or services.

Fibrefab reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate fully with Fibrefab in asserting any available defenses.

08 Termination

These Terms of Service shall remain in full force and effect while you use the website or are engaged in an active service relationship with Fibrefab. Either party may terminate a service engagement in accordance with the termination provisions set forth in the applicable Statement of Work or service agreement.

Fibrefab may, in its sole discretion, suspend or terminate your access to the website, or terminate your service engagement, at any time and without prior notice, for any reason including but not limited to: your breach of these Terms; your failure to pay fees when due; your engagement in conduct that Fibrefab determines to be harmful to its interests or the interests of other clients; or your violation of any applicable law or regulation.

Upon termination of a service engagement, Client shall pay Fibrefab for all services rendered and costs incurred through the effective date of termination. All provisions of these Terms that by their nature should survive termination shall survive, including without limitation ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.

Upon termination of your right to access the website, the license granted herein shall immediately cease, and you must destroy all copies of Site Content in your possession or control.

09 Warranty Disclaimers

The website and all services provided by Fibrefab, Inc. are offered on an as-is and as-available basis, without any warranty of any kind, whether express or implied. To the fullest extent permitted by applicable law, Fibrefab expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
• Any warranty that the website or services will be uninterrupted, error-free, secure, or free of viruses or other harmful components.
• Any warranty that the results obtained from the use of the website or services will be accurate, reliable, or meet your expectations or requirements.
• Any warranty arising from course of dealing, course of performance, or usage of trade.

Fibrefab does not guarantee that any architectural design, configuration, or recommendation provided will be suitable for your specific environment or that it will achieve any particular outcome. You acknowledge that computer systems design inherently involves uncertainty and that no professional services firm can guarantee specific results. You assume full responsibility for validating and testing any designs, configurations, or recommendations before deploying them in a production environment.

10 Governing Law and Jurisdiction

These Terms of Service and any service agreements entered into between you and Fibrefab, Inc. shall be governed by and construed in accordance with the laws of the State of South Carolina, without regard to its conflict of law principles or rules that would cause the application of the laws of any other jurisdiction.

Any legal action, suit, or proceeding arising out of or relating to these Terms or any service engagement shall be instituted exclusively in the federal courts of the United States or the courts of the State of South Carolina, in each case located in the county of Spartanburg. Each party irrevocably submits to the exclusive jurisdiction of such courts and waives any objection to venue or forum based on inconvenience or otherwise.

The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms or any services provided hereunder. If any provision of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be severed and the remaining provisions shall continue in full force and effect.

11 Dispute Resolution

Fibrefab, Inc. values its client relationships and is committed to resolving disputes efficiently and fairly. In the event of any dispute, claim, question, or disagreement arising from or relating to these Terms or any service engagement, the parties shall first attempt to resolve the dispute informally through good-faith negotiation.

The party raising a dispute shall provide written notice to the other party describing the nature of the dispute and the relief sought. The parties shall have a period of thirty days from receipt of such notice to attempt to resolve the dispute through direct communication and negotiation, which may include escalation to senior management of each party where appropriate.

If the parties are unable to resolve the dispute through negotiation within the thirty-day period, either party may proceed to pursue any remedies available at law or in equity, including the commencement of litigation in the courts identified in the Governing Law section above. Nothing in this section shall preclude either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm.

All negotiations pursuant to this section shall be treated as confidential settlement discussions and shall not be admissible as evidence in any subsequent proceeding. Each party shall bear its own costs and attorneys fees incurred in connection with any dispute resolution efforts, except as may otherwise be ordered by a court or provided in the applicable service agreement.

12 Confidentiality and Non-Disclosure

In the course of evaluating or providing services, Fibrefab and Client may disclose to one another certain information that is proprietary or confidential, including but not limited to business plans, financial data, technical specifications, customer information, trade secrets, and system architectures (Confidential Information). Each party agrees to use the Confidential Information of the other only in connection with the purposes of the engagement and to protect such Confidential Information with the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.

Confidential Information does not include information that: is or becomes publicly available through no breach of these Terms; was rightfully known or independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information; is lawfully received from a third party without restriction and without breach of any obligation of confidentiality; or is required to be disclosed by law, regulation, or court order, provided that the receiving party gives the disclosing party prompt notice of such requirement and reasonable cooperation in seeking a protective order.

These confidentiality obligations shall survive termination of these Terms and any service engagement for a period of three years, or indefinitely with respect to trade secrets and other information that retains its confidential character beyond that period.

13 Modifications to Terms and Services

Fibrefab, Inc. reserves the right to modify, amend, or replace these Terms of Service at any time in its sole discretion. When we make material changes, we will update the Last Updated date at the top of this page and make reasonable efforts to notify you, such as by posting a notice on the website or sending an email to the address associated with your account, if applicable.

Your continued use of the website or services after the effective date of any revised Terms constitutes your acceptance of the modified Terms. If you do not agree to the revised Terms, you must discontinue use of the website and services. It is your responsibility to review these Terms periodically for changes.

Fibrefab also reserves the right to modify, suspend, or discontinue any aspect of the website or services at any time, including the availability of any feature, database, or content, without prior notice or liability. Fibrefab may impose limits on certain features and services or restrict your access to parts or all of the website without notice or liability.

14 Force Majeure

Fibrefab, Inc. shall not be liable for any failure or delay in performance under these Terms or any service agreement to the extent caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, fire, flood, earthquake, hurricane, pandemic, epidemic, war, terrorism, civil unrest, riot, labor disputes, strikes, utility or telecommunications failures, Internet disruptions, denial-of-service attacks, changes in law or regulation, government actions or restrictions, embargoes, or the failure of third-party suppliers or subcontractors (each, a Force Majeure Event).

If a Force Majeure Event continues for a period of thirty days or more, either party may terminate the affected service engagement upon written notice to the other party, without liability other than payment for services rendered prior to the Force Majeure Event. Fibrefab shall make reasonable efforts to mitigate the impact of any Force Majeure Event and to resume normal operations as promptly as circumstances permit.

15 Independent Contractor Status

Fibrefab, Inc. is an independent contractor, and nothing in these Terms or any service agreement shall be construed to create a partnership, joint venture, agency, employment, or franchise relationship between Fibrefab and Client. Neither party shall have the authority to bind the other or to incur any obligation on the other's behalf without prior written consent.

Fibrefab shall be solely responsible for the payment of all compensation to its personnel, including applicable withholdings, benefits, and taxes. Fibrefab retains full discretion and control over the manner and means by which it performs its services, subject to the project scope, quality standards, and delivery timelines established in the applicable Statement of Work or service agreement.

16 Entire Agreement and Severability

These Terms of Service, together with any applicable service agreement, Statement of Work, or engagement letter executed between the parties, constitute the entire agreement between you and Fibrefab, Inc. concerning the subject matter hereof and supersede all prior or contemporaneous communications, understandings, and agreements, whether written or oral, relating to such subject matter.

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and Fibrefab's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Fibrefab to be effective.

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, reflecting as closely as possible the original intent of the parties. If such modification is not possible, the provision shall be severed, and the remaining provisions shall remain in full force and effect.