Terms of Service
These Terms of Service constitute a legally binding agreement between you and ATLANTIC TECH, LLC, a Maine limited liability company operating under the brand name Tidal Tech. By accessing our website at https://tidaltech.lat, engaging our computer systems design services, or otherwise interacting with us in a business capacity, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our website or services.
Please read these Terms carefully. They contain important provisions regarding your rights and obligations, limitations of liability, dispute resolution procedures, and other legal matters.
1. Definitions
For the purposes of these Terms of Service, the following definitions apply:
- Company, we, us, or our refers to ATLANTIC TECH, LLC, a Maine limited liability company with its principal place of business at 484 Cumberland Ave APT 2, Portland, ME 04101-2248, operating under the brand name Tidal Tech.
- Client, you, or your refers to the individual or legal entity accessing or using our website, or engaging our services.
- Services refers to the computer systems design, infrastructure design, cloud architecture, systems security, managed operations, consulting, and any other services provided by the Company, whether described on our website or memorialized in a separate written agreement.
- Website refers to https://tidaltech.lat and all subdomains, subpages, and associated digital properties operated by the Company.
- Service Agreement refers to a separately executed statement of work, master services agreement, engagement letter, proposal acceptance, or other written document describing the specific Services to be performed, deliverables, timelines, and fees.
- Content refers to all text, images, graphics, code, designs, documentation, data, and other materials appearing on the Website or produced as part of the Services.
2. Acceptance of Terms
By accessing or using the Website, or by engaging our Services, you represent and warrant that:
- You are at least eighteen (18) years of age and have the legal capacity to enter into a binding contract.
- If you are entering into these Terms on behalf of a legal entity, you have the authority to bind that entity to these Terms.
- You have read, understood, and agree to be bound by these Terms in their entirety.
- All information you provide to us is truthful, accurate, current, and complete.
We reserve the right to modify these Terms at any time. Material changes will be communicated by posting the updated Terms on this page with a revised Effective Date and, where practicable, by email notice to active clients. Your continued use of the Website or Services after the effective date of any changes constitutes acceptance of the modified Terms.
3. Description of Services
ATLANTIC TECH, LLC, operating as Tidal Tech, provides computer systems design services and related consulting, including but not limited to:
- Infrastructure design: server architecture planning, networking topology design, hardware evaluation and selection.
- Cloud architecture: multi-cloud and hybrid strategy development, migration planning, cost optimization, vendor-agnostic architecture design.
- Systems security: infrastructure hardening, security architecture review, monitoring system design, incident response planning.
- Managed operations: ongoing systems monitoring, maintenance planning, incident response, operational documentation.
- Technical consulting and advisory services related to the above categories.
The specific scope, deliverables, timeline, and fees for any engagement will be set forth in a separate Service Agreement executed by both parties. In the event of any conflict between these Terms and a Service Agreement, the Service Agreement shall govern with respect to the specific engagement described therein.
4. Website Use
4.1 Permitted Use
You may access and use the Website for lawful purposes only, including to learn about our services, contact us with inquiries, and access publicly available information. You agree not to:
- Use the Website in any way that violates applicable federal, state, local, or international law or regulation.
- Attempt to gain unauthorized access to any portion of the Website, the server on which it is hosted, or any server, computer, or database connected to the Website.
- Introduce any viruses, malware, trojans, worms, logic bombs, or other malicious or technologically harmful material.
- Engage in any automated data collection, scraping, or harvesting without our express prior written consent.
- Use the Website to transmit or facilitate the transmission of unsolicited commercial communications (spam).
- Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity.
- Interfere with or disrupt the operation of the Website or the servers or networks connected to it.
4.2 Website Availability
We strive to maintain the availability and accessibility of the Website. However, we do not guarantee uninterrupted or error-free operation. We reserve the right to suspend, withdraw, or restrict the availability of all or any part of the Website for operational, maintenance, security, or other business reasons without prior notice. We will not be liable for any loss or damage arising from the unavailability of the Website.
5. Intellectual Property
5.1 Company Intellectual Property
All Content on the Website, including text, graphics, logos, icons, images, audio clips, video clips, data compilations, page layout, underlying code, and software, is the property of ATLANTIC TECH, LLC or its content suppliers and is protected by United States and international copyright, trademark, and other intellectual property laws. The Tidal Tech name, the Tidal Tech logo, and all related names, logos, product and service names, designs, and slogans are trademarks of ATLANTIC TECH, LLC. You must not use such marks without our prior written permission.
5.2 Deliverables and Work Product
Unless otherwise agreed in the applicable Service Agreement:
- Upon full payment for Services rendered, the Company grants the Client a perpetual, irrevocable, non-exclusive, non-transferable license to use the deliverables produced specifically for the Client in connection with the Client's internal business operations.
- The Company retains all rights, title, and interest in and to any pre-existing materials, tools, methodologies, know-how, frameworks, code libraries, templates, and processes used in the performance of the Services, whether developed before or during the engagement (collectively, Background IP). Background IP may be used by the Company in engagements with other clients.
- The Company retains the right to display examples of completed work in its portfolio, subject to the confidentiality obligations set forth in Section 7, unless otherwise agreed in writing.
5.3 Client Materials
You retain all rights in any materials, data, specifications, or other information that you provide to us in connection with the Services. You grant us a limited, non-exclusive license to use such materials solely as necessary to perform the Services and as otherwise provided in these Terms or the applicable Service Agreement.
6. Fees and Payment
The fees for our Services, payment terms, invoicing schedule, and expense reimbursement policies will be set forth in the applicable Service Agreement. Unless otherwise specified in the Service Agreement:
- All fees are quoted and payable in United States Dollars (USD).
- Invoices are payable within thirty (30) calendar days of the invoice date.
- Late payments accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law.
- You are responsible for all applicable sales, use, value-added, and other taxes, duties, or governmental assessments (excluding taxes based on our net income) arising from or related to the Services.
- We reserve the right to suspend or terminate Services if payment is not received within forty-five (45) calendar days of the invoice due date, following written notice and a ten (10) calendar day cure period.
- Any fees paid are non-refundable unless otherwise stated in the applicable Service Agreement.
7. Confidentiality
7.1 Definition of Confidential Information
Confidential Information means any non-public information disclosed by one party (the Disclosing Party) to the other (the Receiving Party), whether orally, in writing, or in electronic form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to:
- Business strategies, plans, financial information, and projections.
- Technical data, trade secrets, know-how, algorithms, and proprietary processes.
- Client lists, vendor information, and personnel data.
- System architectures, network diagrams, security configurations, and infrastructure specifications.
- Source code, documentation, and technical designs.
- Information subject to a separate non-disclosure agreement between the parties.
7.2 Obligations
The Receiving Party agrees to:
- Use Confidential Information solely for the purpose of performing its obligations or exercising its rights under these Terms and the applicable Service Agreement.
- Protect Confidential Information using the same degree of care it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care.
- Limit access to Confidential Information to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein.
- Not disclose Confidential Information to any third party without the Disclosing Party's prior written consent, except as required by law.
7.3 Exclusions
Confidential Information does not include information that: (a) is or becomes publicly available without breach of these Terms; (b) was lawfully known to the Receiving Party before disclosure by the Disclosing Party; (c) is received from a third party without breach of any obligation of confidentiality; (d) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information; or (e) is required to be disclosed by law, regulation, or court order, provided that the Receiving Party gives the Disclosing Party prompt written notice (where legally permitted) and reasonable assistance to seek a protective order.
7.4 Duration
The confidentiality obligations under this Section 7 shall survive termination of these Terms and any Service Agreement for a period of five (5) years, or indefinitely with respect to trade secrets, whichever is longer.
8. Limitation of Liability
THIS SECTION SETS FORTH THE ENTIRE LIABILITY OF THE COMPANY AND YOUR EXCLUSIVE REMEDIES WITH RESPECT TO THE WEBSITE AND SERVICES.
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ATLANTIC TECH, LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, SUBCONTRACTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- THE COMPANY'S TOTAL AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS, THE WEBSITE, OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO THE COMPANY FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
- THE FOREGOING LIMITATIONS SHALL NOT APPLY TO: (a) LIABILITY ARISING FROM THE COMPANY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD; (b) LIABILITY FOR DEATH OR PERSONAL INJURY; OR (c) ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
- THE WEBSITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE WEBSITE'S OPERATION OR THE INFORMATION, CONTENT, OR MATERIALS INCLUDED ON THE WEBSITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
9. Indemnification
You agree to defend, indemnify, and hold harmless ATLANTIC TECH, LLC, its members, managers, officers, employees, agents, subcontractors, and affiliates from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:
- Your violation of these Terms of Service.
- Your use of the Website, including any use of the Website's Content other than as expressly authorized in these Terms.
- Your violation of any applicable law, regulation, or third-party right, including any intellectual property right or privacy right.
- Any claim that Client Materials you provided to us infringe or misappropriate the intellectual property rights of a third party.
The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with the Company in asserting any available defenses. You shall not settle any claim without the Company's prior written consent if the settlement imposes any obligation on, or admission of liability by, the Company.
10. Disclaimer of Warranties
EXCEPT AS EXPRESSLY SET FORTH IN AN APPLICABLE SERVICE AGREEMENT:
- THE SERVICES ARE PROVIDED ON AN AS-IS BASIS, AND THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
- THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL MEET ALL OF YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, BE ERROR-FREE, OR ACHIEVE ANY SPECIFIC BUSINESS OUTCOME OR RESULT.
- THE COMPANY DOES NOT WARRANT THAT ANY SECURITY MEASURES IMPLEMENTED AS PART OF THE SERVICES WILL RENDER YOUR SYSTEMS IMPERVIOUS TO UNAUTHORIZED ACCESS, DATA BREACHES, OR OTHER SECURITY INCIDENTS.
- ANY ADVICE, RECOMMENDATIONS, OR GUIDANCE PROVIDED BY THE COMPANY ARE BASED ON INFORMATION AVAILABLE AT THE TIME AND ARE SUBJECT TO CHANGE. YOU ARE RESPONSIBLE FOR EVALUATING THE SUITABILITY OF ANY RECOMMENDATION FOR YOUR SPECIFIC CIRCUMSTANCES.
11. Termination
11.1 Termination of Website Access
We reserve the right to terminate or suspend your access to the Website, without prior notice or liability, for any reason, including breach of these Terms. Provisions of these Terms that by their nature should survive termination shall survive, including Sections 5, 7, 8, 9, 10, 12, 13, 14, 15, and 17.
11.2 Termination of Services
Termination of specific Services shall be governed by the applicable Service Agreement. Unless otherwise specified in the Service Agreement:
- Either party may terminate a Service Agreement upon thirty (30) calendar days' written notice.
- Either party may terminate a Service Agreement immediately upon written notice if the other party materially breaches these Terms or the Service Agreement and fails to cure the breach within fifteen (15) calendar days after receiving written notice of the breach.
- Upon termination, you shall pay for all Services performed through the effective date of termination at the agreed-upon rates. Any pre-paid fees for Services not yet rendered shall be refunded on a pro-rata basis, unless termination results from your breach.
- Upon termination, each party shall return or destroy (at the Disclosing Party's election) the other party's Confidential Information, except that each party may retain one copy for archival and legal compliance purposes.
12. Governing Law and Jurisdiction
These Terms and any dispute or claim arising out of or in connection with them, their subject matter, or their formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of Maine, without giving effect to any choice-of-law or conflict-of-law principles that would result in the application of the laws of any other jurisdiction.
Any legal action, suit, or proceeding arising out of or related to these Terms or the Services shall be instituted exclusively in the state courts of Cumberland County, Maine, or the federal courts of the United States located in the District of Maine. Each party irrevocably submits to the exclusive jurisdiction of such courts and waives any objection based on improper venue or forum non conveniens.
13. Dispute Resolution
13.1 Informal Resolution
Before initiating any formal legal proceeding, each party agrees to first attempt to resolve the dispute informally. The party raising a dispute shall provide written notice to the other party describing the nature of the dispute and the relief sought. The parties shall then engage in good-faith negotiations for a period of at least thirty (30) calendar days. If the dispute is not resolved within that period, either party may proceed with formal dispute resolution as set forth below.
13.2 Mediation
If informal resolution is unsuccessful, the parties agree to submit the dispute to non-binding mediation administered by a mutually agreed-upon mediation service in Portland, Maine. Each party shall bear its own costs of mediation, and the parties shall share equally the fees and expenses of the mediator.
13.3 Arbitration
If mediation is unsuccessful, any unresolved dispute shall be settled by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Portland, Maine, by a single arbitrator mutually selected by the parties. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction thereof. Each party shall bear its own costs of arbitration, and the parties shall share equally the fees and expenses of the arbitrator and the AAA, unless the arbitrator determines that a different allocation is appropriate. This Section 13.3 does not preclude either party from seeking injunctive or other equitable relief in a court of competent jurisdiction as provided in Section 12.
13.4 Class Action Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS, AND YOU WAIVE ANY RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING. YOU MAY NOT BRING CLAIMS AGAINST THE COMPANY ON BEHALF OF A CLASS OR IN ANY REPRESENTATIVE CAPACITY.
14. Third-Party Services and Links
The Website may contain links to third-party websites, applications, or services that are not owned or controlled by ATLANTIC TECH, LLC. We have no control over, and assume no responsibility for, the content, privacy policies, terms of service, or practices of any third-party websites or services. You acknowledge and agree that the Company shall not be 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 such content, goods, or services available on or through any third-party websites or services. We encourage you to review the terms and privacy policies of any third-party sites you visit.
15. Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms or any Service Agreement (except for payment obligations) to the extent caused by circumstances beyond the party's reasonable control, including but not limited to acts of God, natural disasters, flood, fire, earthquake, epidemic, pandemic, public health emergency, war, terrorism, civil unrest, riot, government action, law, regulation, embargo, labor dispute (other than of the affected party's own workforce), internet or telecommunications failure, power outage, or denial-of-service attack. The affected party shall notify the other party promptly of the force majeure event and take reasonable steps to mitigate its effects and resume performance. If the force majeure event continues for more than thirty (30) calendar days, either party may terminate the affected Service Agreement upon written notice without penalty.
16. Notices
All notices, requests, demands, and other communications under these Terms shall be in writing and shall be deemed given: (a) upon personal delivery; (b) upon confirmation of receipt when sent by email to the addresses specified below; or (c) three (3) business days after deposit with a nationally recognized overnight courier service or certified mail, return receipt requested, to the addresses specified below or such other address as either party may specify in writing.
Notices to ATLANTIC TECH, LLC:
ATLANTIC TECH, LLC (Tidal Tech)
484 Cumberland Ave APT 2
Portland, ME 04101-2248
United States
Email: contact@tidaltech.lat
Notices to you shall be sent to the email address or physical address you provide to us in connection with your account, inquiry, or Service Agreement. You are responsible for keeping your contact information current.
17. General Provisions
17.1 Entire Agreement
These Terms, together with any applicable Service Agreement and our Privacy Policy, constitute the entire agreement between you and ATLANTIC TECH, LLC regarding the subject matter herein and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral.
17.2 Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to achieve as nearly as possible the original intent of the parties within the bounds of applicable law, and the remaining provisions shall continue in full force and effect.
17.3 No Waiver
No failure or delay by either party in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof. A waiver of any breach shall not constitute a waiver of any subsequent breach.
17.4 Assignment
You may not assign or transfer these Terms, or any rights or obligations hereunder, without our prior written consent. The Company may assign or transfer these Terms without restriction, including to an affiliate, or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. Any attempted assignment in violation of this Section is void. These Terms shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.
17.5 Relationship of the Parties
Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties. The Company is an independent contractor in the performance of all Services. Neither party has the authority to bind the other or to incur any obligation on the other's behalf.
17.6 Third-Party Beneficiaries
These Terms are for the sole benefit of the parties hereto and their respective successors and permitted assigns. Nothing in these Terms, express or implied, is intended to confer upon any third party any rights, benefits, or remedies of any nature whatsoever.
17.7 Headings
The section headings in these Terms are for convenience only and have no legal or contractual effect.
17.8 Counterparts
These Terms and any Service Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Electronic signatures shall have the same legal effect as original signatures.
17.9 Survival
Sections 5 (Intellectual Property), 7 (Confidentiality), 8 (Limitation of Liability), 9 (Indemnification), 10 (Disclaimer of Warranties), 11 (Termination), 12 (Governing Law and Jurisdiction), 13 (Dispute Resolution), and 17 (General Provisions), and any other provisions that by their nature should survive, shall survive termination or expiration of these Terms and any Service Agreement.
18. Contact Information
For questions, concerns, or notices regarding these Terms of Service, please contact us at:
ATLANTIC TECH, LLC (operating as Tidal Tech)
484 Cumberland Ave APT 2
Portland, ME 04101-2248
United States
Email: contact@tidaltech.lat
Phone: +1 (910) 941-9788