Terms of Service
The terms that apply to this website and, where no signed agreement exists, to services we provide.
1. Agreement to these terms
These Terms of Service govern your use of the website at lios.mtechmpl.com and, where no separate signed agreement exists, the provision of services by Lios Technology Group LLC. By using this website you accept these terms. If you do not accept them, please do not use the site.
Where you have signed a Master Services Agreement or Statement of Work with us, that document takes precedence over these terms in the event of any conflict.
2. Use of this website
You may view, download and print pages from this site for your own business purposes. You may not republish material from this site, sell or sub-licence it, or use automated tools to harvest content, without our written permission.
You agree not to use the site in any way that is unlawful, that interferes with its operation, or that attempts to gain unauthorised access to any part of it or to any system connected to it.
3. Services
Services are provided under a written Statement of Work that sets out scope, deliverables, timing and fees. Anything not listed in the Statement of Work is out of scope and will be quoted separately before it is carried out.
We will perform services with reasonable skill and care, using suitably qualified personnel. Where a service depends on information, access or decisions from you, timelines assume those are provided within the agreed period.
4. Your responsibilities
- Provide accurate information, timely access to systems and a named decision-maker for the engagement.
- Hold valid licences for all software we are asked to support or migrate.
- Maintain your own insurance appropriate to your business.
- Notify us promptly of any change likely to affect the services.
5. Fees and payment
Fees are as set out in the applicable Statement of Work or in our published rates. Unless agreed otherwise, invoices are payable within 15 days of the invoice date. Amounts unpaid after 30 days may attract interest at 1.5% per month or the maximum permitted by Texas law, whichever is lower, and we may suspend services after written notice.
All fees are exclusive of applicable taxes, which are added where required.
6. Intellectual property
Content on this website, including text, layout, graphics and the Lios name and logo, belongs to us or our licensors.
For delivered work: on full payment, you own the deliverables created specifically for you, including custom source code and documentation. We retain ownership of our pre-existing tools, templates and methods, and grant you a perpetual, non-exclusive licence to use them as embedded in your deliverables.
7. Confidentiality
Each party will keep the other's confidential information secret, use it only for the purposes of the engagement, and protect it with at least the care it applies to its own confidential information. This obligation survives the end of the engagement by five years. We are happy to sign a separate mutual non-disclosure agreement on request.
8. Warranties and disclaimers
We warrant that services will be performed in a professional and workmanlike manner. Except as expressly stated, the website and its content are provided “as is” without warranties of any kind, whether express or implied, including implied warranties of merchantability and fitness for a particular purpose.
We do not warrant that the website will be uninterrupted or error-free, nor that any security measure will prevent every possible incident. Information published on this site is general in nature and is not professional advice for your specific circumstances.
9. Limitation of liability
To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, however caused.
Our total aggregate liability arising out of or relating to an engagement is limited to the fees paid by you to us for that engagement in the twelve months preceding the event giving rise to the claim. Nothing in these terms limits liability for fraud, wilful misconduct, or anything else that cannot lawfully be limited.
10. Term, suspension and termination
Managed service agreements continue month to month after the initial onboarding period and may be terminated by either party on 30 days written notice. Project engagements end on acceptance of the final deliverable. Either party may terminate immediately for material breach that is not remedied within 15 days of written notice, or on insolvency.
On termination you remain liable for work performed and expenses committed up to the termination date. See our Refund & Cancellation Policy for how amounts are settled.
11. Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, utility or carrier failure, government action or large-scale internet disruption. The affected party will notify the other promptly and use reasonable efforts to mitigate.
12. Governing law and disputes
These terms are governed by the laws of the State of Texas, without regard to conflict of law rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Travis County, Texas. Before commencing proceedings, the parties will attempt in good faith to resolve the dispute through discussion between senior representatives for at least 30 days.
13. General
If any provision is found unenforceable, the remainder continues in force. Failure to enforce a provision is not a waiver of it. Neither party may assign the agreement without the other's written consent, except to a successor of its business. These terms, together with any Statement of Work, form the entire agreement between the parties.
We may update these terms from time to time; the effective date at the top of the page shows the current version. Continued use of the website after an update constitutes acceptance of the revised terms.
If anything in this document is unclear, write to support@lios.mtechmpl.com or call +1 (804) 289-2596 and a member of the team will explain it in plain language.