Terms of Service
Last updated: February 28, 2026
These Terms of Service ("Terms") govern your use of the website and services provided by Merrill Digital Systems LLC ("MDS," "we," "us," or "our"). By accessing our website or engaging our services, you agree to be bound by these Terms.
1. Services
MDS provides custom software development, operations hub platforms, mobile and web application development, and related technology services. The specific scope, timeline, deliverables, and pricing for any project are defined in a separate Statement of Work (SOW) or service agreement between MDS and the client.
2. Engagement & Agreements
All project work is governed by a Master Services Agreement (MSA) and/or Statement of Work (SOW) signed by both parties. These Terms supplement but do not replace project-specific agreements. In the event of conflict, the project-specific agreement controls.
3. Intellectual Property
Unless otherwise specified in a project agreement:
- Client-specific deliverables are assigned to the client upon full payment.
- MDS retains ownership of pre-existing tools, frameworks, libraries, and methodologies used in the course of development.
- MDS retains the right to reuse general knowledge, techniques, and non-client-specific patterns gained during project work.
4. Payment
Payment terms are defined in the applicable SOW or service agreement. Unless otherwise agreed, invoices are due within 30 days of issuance. Late payments may be subject to interest at the rate specified in the project agreement.
5. Confidentiality
Both parties agree to treat confidential information shared during the course of engagement with reasonable care and not to disclose it to third parties without prior written consent, except as required by law.
6. Warranties & Disclaimers
MDS warrants that services will be performed in a professional and workmanlike manner. Beyond this, services are provided "as is." We disclaim all other warranties, express or implied, including implied warranties of merchantability and fitness for a particular purpose.
7. Limitation of Liability
To the maximum extent permitted by law, MDS's total liability for any claim arising from our services shall not exceed the total fees paid by the client for the specific project giving rise to the claim. MDS shall not be liable for indirect, incidental, consequential, or punitive damages.
8. Termination
Either party may terminate an engagement as specified in the applicable project agreement. In the absence of specific terms, either party may terminate with 30 days written notice. Client is responsible for payment of all work completed through the termination date.
9. Website Use
You may use our website for informational purposes. You agree not to:
- Attempt to interfere with the website's operation
- Use automated tools to scrape or collect data from the website
- Misrepresent your identity or affiliation when contacting us
10. Governing Law
These Terms are governed by the laws of the State of Utah, without regard to conflict of law principles. Any disputes shall be resolved in the courts located in Utah.
11. Changes to These Terms
We may update these Terms from time to time. Material changes will be posted on our website. Continued use of our services after changes are posted constitutes acceptance.
12. Contact
For questions about these Terms:
Merrill Digital Systems LLC
Email: [email protected]
Location: Utah, United States