By accessing or using any product or service provided by BITS Blackrock IT Solutions LLC ("BITS," "we," "us," or "our"), including Miter (gomiter.io), you agree to be bound by these Terms of Service ("Terms"). If you are accepting on behalf of a company or legal entity, you represent that you have the authority to bind that entity. If you do not agree, do not use our services.
1. Definitions
- "Service" means any software, platform, or product offered by BITS Blackrock IT Solutions LLC, including but not limited to its SaaS products such as Miter.
- "Customer" means the individual or entity that has subscribed to or is using the Service.
- "User" means any individual authorized by the Customer to access the Service.
- "Agreement" means these Terms, together with any applicable Order Form, SLA, or DPA.
- "Data" means any content, information, or material submitted to the Service by the Customer or its Users.
2. Services
BITS grants the Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Service during the subscription term, strictly in accordance with these Terms and any applicable documentation.
We reserve the right to modify, suspend, or discontinue any feature or aspect of the Service with reasonable notice, except where immediate action is required for security or legal reasons.
3. Customer Obligations
The Customer agrees to:
- Provide accurate account and billing information and keep it current.
- Ensure all Users comply with these Terms.
- Use the Service only for lawful purposes and in accordance with our Acceptable Use Policy.
- Maintain the confidentiality of account credentials and notify BITS immediately of any unauthorized access.
- Not resell, sublicense, or otherwise make the Service available to third parties without prior written consent from BITS.
4. Prohibited Uses
The Customer must not:
- Reverse engineer, decompile, or attempt to extract the source code of the Service.
- Use the Service to transmit malicious code, conduct unauthorized access attempts, or interfere with the Service's infrastructure.
- Use the Service in any way that violates applicable local, national, or international law or regulation.
- Scrape, mine, or systematically extract data from the Service without written authorization.
- Use the Service to infringe the intellectual property rights of BITS or any third party.
5. Intellectual Property
All rights, title, and interest in the Service, including all underlying technology, software, designs, and documentation, remain exclusively with BITS Blackrock IT Solutions LLC. Nothing in these Terms transfers any IP rights to the Customer.
Customer Data remains the property of the Customer. By using the Service, the Customer grants BITS a limited license to process Customer Data solely to provide and improve the Service, as further described in our Privacy Policy and, where applicable, a Data Processing Agreement.
6. Fees and Payment
- Fees are as set out in the applicable Order Form or subscription plan.
- Payment is due on the dates specified. Late payments may incur interest at 1.5% per month or the maximum rate permitted by law, whichever is lower.
- All fees are non-refundable unless otherwise stated or required by applicable law.
- BITS reserves the right to suspend access to the Service for non-payment after reasonable notice.
- Fees are exclusive of taxes. The Customer is responsible for all applicable taxes, duties, and levies.
7. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential. Neither party will use the other's confidential information for any purpose outside the scope of these Terms. This obligation survives termination for a period of three (3) years.
8. Data Protection
BITS processes personal data in accordance with its Privacy Policy and, where applicable, a Data Processing Agreement. The Customer is responsible for ensuring it has a lawful basis for submitting personal data to the Service and for obtaining necessary consents from its Users and data subjects.
9. Warranties and Disclaimers
BITS warrants that it will provide the Service with reasonable skill and care. Beyond this, the Service is provided "as is." BITS disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement, to the fullest extent permitted by law.
10. Limitation of Liability
To the maximum extent permitted by applicable law:
- Neither party will be liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, data, or goodwill.
- BITS's total aggregate liability to the Customer for any claims arising under or related to these Terms will not exceed the total fees paid by the Customer in the twelve (12) months preceding the claim.
- Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded by law.
11. Indemnification
The Customer agrees to indemnify, defend, and hold harmless BITS Blackrock IT Solutions LLC and its officers, directors, employees, and agents from any claims, damages, losses, and costs (including reasonable legal fees) arising from: (a) the Customer's use of the Service in violation of these Terms; (b) Customer Data that infringes a third party's rights; or (c) the Customer's violation of applicable law.
12. Term and Termination
- These Terms remain in effect for the duration of the Customer's subscription.
- Either party may terminate for material breach if the breach is not cured within thirty (30) days of written notice.
- BITS may terminate immediately for violations of the Acceptable Use Policy, non-payment, or legal requirement.
- Upon termination, the Customer's right to access the Service ceases. Customer Data will be retained for thirty (30) days post-termination, after which it will be deleted in accordance with our Data Retention Policy.
13. Governing Law and Dispute Resolution
These Terms are governed by the laws of Egypt. Any dispute arising out of or in connection with these Terms will first be attempted to be resolved through good-faith negotiation. If unresolved within thirty (30) days, disputes will be referred to the competent courts of Egypt.
14. Modifications
BITS reserves the right to update these Terms at any time. We will provide at least thirty (30) days' notice of material changes via email or in-platform notification. Continued use of the Service after the effective date of changes constitutes acceptance.
15. General
- Entire Agreement. These Terms, together with any Order Form, SLA, and DPA, constitute the entire agreement between the parties regarding the Service.
- Severability. If any provision is found unenforceable, the remaining provisions remain in full effect.
- Waiver. Failure to enforce any provision does not constitute a waiver of future enforcement.
- Assignment. The Customer may not assign these Terms without BITS's prior written consent. BITS may assign to an affiliate or in connection with a merger or acquisition.
- Force Majeure. Neither party is liable for delays caused by circumstances beyond their reasonable control.
Contact
BITS Blackrock IT Solutions LLC
Email: info@bits-solution.com
Website: www.bits-solution.com