Terms of Service

1. Introduction and Acceptance of Terms

These Terms of Service ("Terms") govern your use of the services, products, and website provided by Chesapeake Network Design, a network design and consulting firm based in Chesapeake, Virginia ("Company," "we," "us," or "our"). By accessing our website, requesting our services, or engaging with our company in any capacity, you ("Client," "you," or "your") agree to comply with and be legally bound by these Terms in their entirety.

If you do not agree to these Terms, you must immediately cease using our website and services. We reserve the right to modify these Terms at any time. Your continued use of our services following any such modification constitutes your acceptance of the updated Terms.

2. Description of Services

Chesapeake Network Design provides network architecture design, assessment, consultation, and implementation services. Our offerings include, but are not limited to:

• • Enterprise-grade network design and architecture
• • Security assessment and hardening recommendations
• • Compliance-ready network design (HIPAA, PCI-DSS, NIST, etc.)
• • Network implementation and deployment support
• • Ongoing advisory and support services

All services are provided on a professional consulting basis and are subject to a separate Statement of Work (SOW) or service agreement negotiated between the parties. The scope, timeline, and deliverables for any engagement will be clearly defined in writing before work commences.

3. Client Responsibilities and Conduct

As a client or user of our services, you agree to:

• • Provide accurate, complete, and truthful information in all communications with us
• • Ensure that you have the authority to enter into agreements on behalf of your organization
• • Comply with all applicable laws, regulations, and industry standards
• • Cooperate fully with our team during assessments, design phases, and implementation
• • Maintain the security and confidentiality of access credentials and sensitive information
• • Not engage in any unlawful, harmful, or unethical conduct

You are responsible for all activities that occur under your account or through your use of our services. You agree to notify us immediately of any unauthorized use or breach of security.

4. Intellectual Property Rights

All materials, documents, designs, recommendations, and deliverables created by Chesapeake Network Design in connection with our services, including network diagrams, architecture documents, configuration guidelines, and proprietary methodologies, are the intellectual property of Chesapeake Network Design unless otherwise specified in a written agreement.

You are granted a limited, non-exclusive, non-transferable license to use the deliverables for your internal business purposes only. You may not reproduce, distribute, sell, or sublicense any of our work product without our prior written consent.

Any pre-existing intellectual property, tools, or methodologies developed by Chesapeake Network Design prior to or independent of your engagement remain our exclusive property. You retain ownership of your organization's data, systems, and any custom configurations developed specifically for your environment.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CHESAPEAKE NETWORK DESIGN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Our total liability for any claim arising from or related to these Terms or our services shall not exceed the total amount paid by you to Chesapeake Network Design in the twelve (12) months preceding the claim, or $5,000, whichever is greater.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitation may not apply to you. In such cases, our liability will be limited to the greatest extent permitted by applicable law.

6. Warranty Disclaimer

OUR SERVICES AND WEBSITE ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. CHESAPEAKE NETWORK DESIGN MAKES NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

While we strive to provide accurate, high-quality recommendations and designs, we do not guarantee that our services will be error-free, uninterrupted, or that they will meet all of your specific requirements. Network security and performance depend on many factors beyond our control, including your implementation, third-party systems, and operational practices.

You acknowledge that you are responsible for evaluating the suitability of our recommendations for your specific environment and for making final decisions regarding implementation and technology choices.

7. Service Modifications and Availability

Chesapeake Network Design reserves the right to modify, suspend, or discontinue any aspect of our services at any time, with or without notice. We may also impose limits on certain features or restrict access to all or portions of our services.

If we make material changes to our services that adversely affect an active engagement, we will make reasonable efforts to notify you in advance and work with you to address your concerns.

We do not guarantee uninterrupted availability of our website or services. We may perform maintenance, upgrades, or other activities that could result in temporary unavailability.

8. Termination of Services

Either party may terminate an engagement or service relationship by providing written notice to the other party. The specific termination terms, including notice periods and any associated fees or penalties, will be defined in the applicable Statement of Work or service agreement.

Upon termination, you remain responsible for any fees for services already rendered. We will return or destroy confidential information belonging to you in accordance with applicable agreements and laws.

Termination does not relieve you of obligations incurred prior to the effective date of termination, nor does it affect any provisions that are intended to survive termination, such as confidentiality, intellectual property, and limitation of liability clauses.

9. Confidentiality

During the course of our engagement, both parties may have access to confidential information, including network architectures, security configurations, business processes, and proprietary data. Each party agrees to maintain the confidentiality of such information and to use it solely for the purpose of performing services or evaluating our services.

Confidential information does not include information that is: (a) publicly available through no breach of this agreement; (b) rightfully received by one party from a third party without confidentiality obligations; (c) independently developed without reference to the other party's information; or (d) required to be disclosed by law or court order.

These confidentiality obligations survive termination of any engagement and continue for a period of three (3) years, unless a longer period is required by applicable law or our service agreement.

10. Dispute Resolution and Governing Law

These Terms and any disputes arising from or related to our services shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict of law principles.

Before initiating formal legal proceedings, the parties agree to attempt to resolve any dispute through good-faith negotiation. If negotiation fails, the parties may pursue mediation or arbitration as agreed upon in writing.

Any legal action or proceeding arising out of these Terms or our services shall be brought exclusively in the state or federal courts located in Chesapeake, Virginia or Norfolk, Virginia, and both parties consent to the jurisdiction and venue of such courts.

The prevailing party in any dispute may recover reasonable attorneys' fees and court costs from the non-prevailing party.

11. Indemnification

You agree to indemnify, defend, and hold harmless Chesapeake Network Design and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from or related to:

• • Your use of our services or website
• • Your violation of these Terms or any applicable law
• • Your implementation or modification of our recommendations
• • Any data or information you provide to us

12. Third-Party Links and Content

Our website may contain links to third-party websites, resources, and services. We do not endorse, control, or assume responsibility for the content, accuracy, or practices of any third-party sites. Your use of third-party services is governed by their terms and privacy policies, not ours.

We are not liable for any damages or losses resulting from your access to or use of third-party content or services.

13. Payment and Fees

Fees for services will be clearly outlined in a Statement of Work or service agreement provided prior to the commencement of work. Unless otherwise specified, payment is due within thirty (30) days of invoice.

Late payments may accrue interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend services if payment is not received within thirty (30) days of the due date.

You are responsible for all applicable taxes, including sales tax, unless you provide a valid tax-exempt certificate.

14. Entire Agreement

These Terms, together with any applicable Statement of Work, service agreement, privacy policy, and other written agreements between you and Chesapeake Network Design, constitute the entire agreement between the parties regarding the subject matter and supersede all prior and contemporaneous agreements, understandings, and negotiations.

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15. Contact Information and Questions

If you have questions about these Terms of Service, wish to report a violation, or need to contact us regarding your engagement, please reach out using the information below: