EIDDI delivers managed IT operations, network and server infrastructure, software development and related IT consulting services to US businesses. The specific scope, deliverables, timeline and pricing for each engagement are defined in a written Statement of Work (SOW) or Service Agreement signed by both parties before work begins. Nothing outside the signed SOW is considered in scope unless agreed in writing via a change order.
All engagements require a signed SOW or Service Agreement before EIDDI commences any billable work. The SOW defines the complete scope, acceptance criteria, payment milestones and delivery timeline. Any work requested outside the agreed scope requires a written change order signed by both parties prior to commencement. Verbal instructions, emails or informal requests do not constitute a change order.
Project deliverables are subject to a written acceptance process defined in the SOW. Upon delivery, the Client has 10 business days to raise documented, specific objections in writing. Deliverables are deemed accepted if no written objection is received within that period. Acceptance triggers the corresponding payment milestone. EIDDI will address specific, documented defects within the agreed timeline at no additional charge. General dissatisfaction or out-of-scope requests do not constitute grounds for non-acceptance.
Upon receipt of full payment for a project engagement, EIDDI assigns all intellectual property rights in the client-specific deliverables — including source code, design assets, databases, documentation and configurations — to the Client. This assignment is confirmed in writing in the SOW. EIDDI retains no ongoing licence or claim to client-specific deliverables once payment is complete.
Pre-existing tools, frameworks, methodologies and libraries used in delivery that are not specific to the Client's engagement remain the property of EIDDI or their respective rights holders. Open-source components are governed by their applicable open-source licences, which will be documented at handover. See our full IP Policy for details.
Both parties agree to treat as confidential all non-public, proprietary or sensitive information received from the other party in connection with an engagement ("Confidential Information"). Confidential Information shall not be disclosed to third parties without prior written consent, except as required by applicable law, court order or regulatory authority. Each party will use the other's Confidential Information only for the purposes of the engagement. This obligation survives termination of the engagement for a period of three (3) years.
EIDDI warrants that services will be performed in a professional manner consistent with industry standards by qualified personnel. EIDDI does not warrant that services will be uninterrupted or entirely error-free, that all security vulnerabilities will be identified or eliminated, or that third-party platforms or services integrated as part of a project will perform as expected. To the maximum extent permitted by applicable law, EIDDI disclaims all implied warranties including merchantability, fitness for a particular purpose and non-infringement.
EIDDI's total aggregate liability for any claim arising out of or related to a service engagement — whether in contract, tort, negligence or otherwise — shall not exceed the total fees paid by the Client to EIDDI in the three (3) months immediately preceding the event giving rise to the claim. In no event shall EIDDI be liable for indirect, incidental, consequential, punitive, special or exemplary damages, including loss of profits, loss of data or business interruption, even if advised of the possibility of such damages.
Either party may terminate a managed services agreement with 30 days written notice. Project agreements may be terminated by either party for material breach if the breach remains uncured 14 days after written notice identifying the breach. Upon termination, the Client is responsible for fees for all work completed up to the effective termination date. EIDDI will deliver all completed work product, credentials and documentation to the Client within 10 business days of termination, upon receipt of all outstanding payments.
Neither party shall be liable for delays or failures in performance resulting from circumstances genuinely beyond their reasonable control, including but not limited to acts of God, natural disasters, government actions, internet infrastructure failures, power outages, pandemics or third-party service outages. The affected party must notify the other in writing within 5 business days of the force majeure event and use reasonable efforts to mitigate its impact.
The parties agree to first attempt to resolve any dispute through good-faith written negotiation within 30 days of the dispute being raised. If the dispute remains unresolved, it shall be submitted to binding arbitration in Pinellas County, Florida, under the rules of the American Arbitration Association (AAA), conducted in English. Each party bears its own legal fees unless the arbitrator determines otherwise. Judgement upon the arbitration award may be entered in any court of competent jurisdiction.
EIDDI reserves the right to update these Terms of Service at any time. Updated terms will be posted on this page with a revised effective date and a minimum 14-day notice period communicated to active clients by email. Continued engagement after the effective date constitutes acceptance of the updated terms. Signed SOWs in effect prior to an amendment continue to be governed by the terms in force at the time of signing unless both parties agree in writing to apply the updated terms.
Questions? Contact legal@eiddisolutions.com — EIDDI Solutions LLC • EIN 30-1489816 • St. Petersburg, FL