Terms of Service

1. Introduction and Acceptance

Welcome to Run It Down For Me, LLC ("Run It Down," "Company," "we," "us," or "our"). By accessing or using our website (ruitdown.buzz), our applications, our consulting services, or any other products or services offered by us (collectively, the "Services"), you ("User," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to all the terms and conditions of this agreement, you must not access or use the Services.

Run It Down For Me, LLC operates in the industry of Computer Systems Design and Related Services (NAICS 541512). Our work encompasses software architecture, systems integration, cloud infrastructure design, DevOps consulting, and tailored technical solutions for businesses of all sizes.

These Terms constitute a legally binding agreement between you and Run It Down For Me, LLC, a limited liability company organized under the laws of the State of Utah, United States.

2. Eligibility

By using our Services, you represent and warrant that:

• You are at least 18 years of age or the age of majority in your jurisdiction;
• You have the full power and authority to enter into this agreement;
• You are not located in a country subject to a United States government embargo or designated as a terrorist-supporting country; and
• You are not listed on any U.S. government list of prohibited or restricted parties.

3. Description of Services

Run It Down For Me, LLC provides professional computer systems design and related services, including but not limited to:

• Software Architecture & Design: Design and planning of complex software systems, microservices, distributed architectures, and application modernization strategies.
• Systems Integration: Connecting disparate software platforms, APIs, databases, and third-party services into cohesive operational ecosystems.
• Cloud Infrastructure: Design, deployment, and management of cloud-native solutions on AWS, Google Cloud Platform, Microsoft Azure, and hybrid environments.
• DevOps & CI/CD Consulting: Pipeline design, automation, monitoring, and incident response workflows.
• Technical Advisory: Code audits, performance optimization, security assessments, and technology stack recommendation.
• Website & Application Development: Custom web applications, landing pages, APIs, and progressive web applications.

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We shall not be liable to you or any third party for any such modification, suspension, or discontinuation.

4. User Accounts and Responsibilities

Certain features of our Services may require you to create an account. When you create an account, you must provide accurate, current, and complete information. You are solely responsible for:

• Maintaining the confidentiality of your account credentials;
• All activities that occur under your account;
• Notifying us immediately of any unauthorized use or security breach; and
• Ensuring that you log out of your account at the end of each session when using shared devices.

Run It Down For Me, LLC reserves the right to suspend or terminate accounts that provide false information, violate these Terms, or engage in activities harmful to the Company, other users, or third parties.

5. Payment Terms and Fees

For paid Services, fees are specified in your individual service agreement, statement of work, or project proposal. All fees are quoted and payable in United States Dollars (USD) unless otherwise agreed in writing.

• Invoicing: Invoices are issued per the schedule defined in your service agreement. Payment is due within the number of days specified on the invoice (typically Net 30).
• Late Payments: Overdue balances accrue interest at a rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.
• Taxes: You are responsible for all applicable sales, use, value-added, and other taxes related to the Services, except those based on our net income.
• Refunds: Unless otherwise stated in your service agreement, all fees are non-refundable.
• Disputed Charges: You must notify us in writing of any disputed charges within 15 days of the invoice date; otherwise, you waive the right to dispute.

6. Intellectual Property Rights

6.1 Our Intellectual Property

All content, trademarks, service marks, logos, designs, software code, documentation, and materials provided as part of the Services (excluding deliverables specifically transferred to you per a written agreement) are the exclusive property of Run It Down For Me, LLC or its licensors. These are protected by United States and international copyright, trademark, and intellectual property laws.

The name "Run It Down For Me" and the domain ruitdown.buzz are trademarks of Run It Down For Me, LLC. You may not use these without our prior written consent.

6.2 Deliverables and Work Product

Ownership of custom deliverables (code, designs, documentation, etc.) created for you under a paid service agreement transfers to you upon full payment of all outstanding invoices related to that engagement. Until full payment is received, Run It Down For Me, LLC retains all rights, title, and interest in such deliverables.

6.3 License to Use the Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use our Services for your internal business purposes. This license does not include any right to resell, redistribute, or sublicense the Services.

7. Acceptable Use Policy

You agree not to use the Services for any unlawful purpose or in violation of these Terms. Prohibited activities include, but are not limited to:

• Violating any applicable local, state, national, or international law or regulation;
• Infringing upon the intellectual property or proprietary rights of any party;
• Uploading or transmitting viruses, malware, ransomware, or any malicious code;
• Attempting to gain unauthorized access to our systems, networks, or data;
• Interfering with or disrupting the integrity or performance of the Services;
• Harvesting or scraping user data or content from the Services;
• Using the Services to transmit spam, phishing emails, or unsolicited commercial communications; and
• Engaging in any conduct that restricts or inhibits any other user from using or enjoying the Services.

We reserve the right to investigate and take appropriate legal action against anyone who violates this policy, including reporting such violations to law enforcement authorities.

8. Third-Party Services and Links

Our Services may integrate with or contain links to third-party websites, APIs, platforms, and services ("Third-Party Services") that are not owned or controlled by Run It Down For Me, LLC. We have no control over and assume no responsibility for the content, privacy policies, terms, or practices of any Third-Party Services.

By using our Services, you acknowledge and agree that Run It Down For Me, LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any Third-Party Services. We strongly advise you to read the terms and conditions and privacy policies of any Third-Party Services you interact with.

9. Confidentiality

In the course of providing Services, we may receive confidential information from you, including business plans, technical specifications, source code, financial data, and customer information ("Confidential Information"). We agree to:

• Use Confidential Information solely for the purpose of providing the Services;
• Not disclose Confidential Information to any third party without your prior written consent, except as required by law; and
• Protect Confidential Information using at least the same degree of care we use to protect our own confidential information of a similar nature, but no less than reasonable care.

These confidentiality obligations survive the termination of these Terms and your use of the Services. Information that is publicly known, independently developed by us without use of your Confidential Information, or rightfully received from a third party without restriction is not subject to these obligations.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RUN IT DOWN FOR ME, LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RUN IT DOWN FOR ME, LLC EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, error-free, secure, or free from viruses or other harmful components. We make no representations about the accuracy, completeness, or reliability of any content available through the Services.

12. Indemnification

You agree to defend, indemnify, and hold harmless Run It Down For Me, LLC, its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of or access to the Services;
• Your violation of any provision of these Terms;
• Your violation of any third-party right, including intellectual property or privacy rights; and
• Any claim that your content or materials caused damage to a third party.

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate fully with our defense.

13. Termination

These Terms remain in effect until terminated by either party. You may terminate these Terms at any time by discontinuing use of the Services and closing any account you hold with us.

We may terminate or suspend your access to the Services immediately, without prior notice, if:

• You breach any provision of these Terms;
• We are required to do so by law or regulatory authority;
• We discontinue the Services in whole or in part; or
• We determine, in our sole discretion, that your continued use poses a risk to us, our users, or third parties.

Upon termination, your right to use the Services ceases immediately. Provisions that by their nature should survive termination — including intellectual property rights, disclaimer of warranties, limitation of liability, indemnification, and governing law — shall survive.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, United States, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

14.2 Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall first be attempted to be resolved through informal negotiation. If the dispute cannot be resolved informally within thirty (30) days, either party may proceed to binding arbitration.

Arbitration shall be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with the hearing to take place in Utah County, Utah. The arbitration shall be conducted by a single arbitrator, and judgment on the award may be entered in any court having jurisdiction.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration.

15. Changes to These Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will make reasonable efforts to provide at least 30 days' notice prior to the new terms taking effect, via email (if you have provided one) or a prominent notice on our website.

Your continued use of the Services after any changes become effective constitutes your acceptance of the revised Terms. If you do not agree to the new Terms, you must discontinue use of the Services.

16. General Provisions

• Entire Agreement: These Terms, together with any service agreements, statements of work, and our Privacy Policy, constitute the entire agreement between you and Run It Down For Me, LLC regarding the Services and supersede all prior agreements.
• Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.
• Force Majeure: We shall not be liable for delays or failures in performance resulting from causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government actions, labor disputes, internet outages, or equipment failures.
• Relationship: No agency, partnership, joint venture, or employment relationship is created by these Terms. You and Run It Down For Me, LLC are independent contractors.
• Notices: Any notices to Run It Down For Me, LLC must be sent via email to feedback@ruitdown.buzz or by certified mail to our physical address.

17. Contact Us

If you have any questions, concerns, or comments about these Terms of Service, please contact us using the information below. We strive to respond to all inquiries within two business days.