Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Opsgility LLC ("Opsgility," "we," "us," or "our"), a Texas limited liability company, governing your access to and use of all training services, courses, materials, and platforms provided by Opsgility (collectively, the "Services").

By registering for, accessing, or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access or use our Services.

2. Eligibility

You must be at least 18 years of age and capable of entering into a legally binding contract under applicable law to use our Services. By agreeing to these Terms, you represent and warrant that you meet these eligibility requirements.

If you are accessing or using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and your agreement to these Terms will be treated as the agreement of that entity.

3. Services Provided

Opsgility provides enterprise-grade training services focused on cloud computing and artificial intelligence technologies, including but not limited to:

• Instructor-led training (in-person and virtual)
• Custom training programs and curriculum development
• Certification preparation courses
• Hackathon and hands-on learning experiences
• Training content licensing and development
• Lab environment hosting and infrastructure
• Staff augmentation and technical consulting
• AI-powered on-demand training through SkillMeUp.ai

Note: Use of the SkillMeUp.ai platform is governed by separate terms of service available at https://skillmeup.ai/terms. By using SkillMeUp.ai, you agree to be bound by those terms in addition to these Terms.

4. Registration and Account Security

To access certain Services, you may be required to create an account or register for courses. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information to keep it accurate and complete
• Maintain the security and confidentiality of your account credentials
• Immediately notify us at support@opsgility.com of any unauthorized access or security breach
• Accept responsibility for all activities that occur under your account

We reserve the right to suspend or terminate accounts that contain false, inaccurate, or incomplete information, or that we reasonably believe have been compromised or are being used in violation of these Terms.

5. Payment Terms

5.1 Pricing and Fees

Pricing for our Services can be found by contacting our sales team at sales@opsgility.com. All fees are stated in U.S. dollars unless otherwise specified. We reserve the right to modify our pricing at any time with reasonable notice.

5.2 Payment

Payment is due according to the terms specified in your invoice, purchase order, or service agreement. Unless otherwise agreed in writing, payment is due within thirty (30) days of the invoice date. Late payments may be subject to interest charges of 1.5% per month (or the maximum rate permitted by law, whichever is less).

5.3 Taxes

All fees are exclusive of applicable federal, state, local, or foreign taxes, levies, or duties. You are responsible for payment of all such taxes (excluding taxes based on our net income), and you will reimburse us for such taxes if we are required to pay them.

5.4 Purchase Orders

If you require a purchase order for payment processing, you must provide it at the time of registration or order. We are not obligated to honor purchase order terms that conflict with these Terms unless expressly agreed to in a separate written agreement signed by an authorized representative of Opsgility.

6. Intellectual Property Rights

6.1 Opsgility Content

All training materials, course content, documentation, videos, lab environments, software, code samples, trademarks, logos, and other intellectual property provided through our Services ("Opsgility Content") are the exclusive property of Opsgility LLC or our licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

6.2 Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use Opsgility Content solely for your personal or internal business training purposes. This license does not permit you to:

• Reproduce, distribute, publicly display, or create derivative works from Opsgility Content
• Sell, resell, license, sublicense, or otherwise commercialize Opsgility Content
• Remove, alter, or obscure any copyright, trademark, or proprietary notices
• Use Opsgility Content to provide training services to third parties
• Reverse engineer, decompile, or disassemble any software or technology provided through our Services

6.3 Content Licensing

If you are interested in licensing Opsgility Content for commercial purposes, please contact us at sales@opsgility.com to discuss licensing arrangements.

7. Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable federal, state, local, or international law or regulation
• Infringe upon or violate our intellectual property rights or the intellectual property rights of others
• Transmit any material that is defamatory, obscene, offensive, or otherwise objectionable
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Services
• Impersonate or attempt to impersonate Opsgility, an Opsgility employee, another user, or any other person or entity
• Use any automated system (bots, scripts, scrapers) to access the Services without our express written permission
• Attempt to gain unauthorized access to any portion of the Services, other accounts, computer systems, or networks
• Interfere with or disrupt the Services or servers or networks connected to the Services
• Share your account credentials or access with unauthorized third parties

8. Lab Environments and Cloud Resources

Certain training courses include access to cloud-based lab environments hosted on third-party platforms (including Microsoft Azure, Amazon Web Services, and Google Cloud Platform). When using these lab environments, you agree to:

• Use lab resources solely for completing the training exercises associated with your enrolled course
• Comply with the acceptable use policies of the underlying cloud service providers
• Not use lab environments for cryptocurrency mining, denial-of-service attacks, spam distribution, malware hosting, or any other abusive or illegal activity
• Acknowledge that lab environments are temporary and any data stored may be deleted when the session ends
• Accept responsibility for any costs incurred due to misuse of provisioned resources beyond the scope of training exercises

We reserve the right to immediately terminate lab access and suspend your account if we detect abuse or misuse of cloud resources.

9. Certification and Exam Preparation

Opsgility provides training and preparation for various industry certifications. However, we do not guarantee that you will pass any certification examination or achieve any particular result. Certification exams are administered by third-party organizations, and passing requirements are determined solely by those organizations.

Exam vouchers, when included in course offerings, are subject to the terms and conditions of the issuing certification body and typically cannot be refunded or exchanged once issued.

10. Disclaimers and Limitations of Liability

10.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

OPSGILITY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.

10.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPSGILITY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF OPSGILITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OPSGILITY'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNT YOU PAID TO OPSGILITY FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

11. Indemnification

You agree to indemnify, defend, and hold harmless Opsgility and its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, losses, liabilities, expenses, damages, and costs, including reasonable attorneys' fees, arising out of or related to:

• Your violation of these Terms or any applicable law or regulation
• Your violation of any rights of any third party
• Your misuse of the Services or lab environments
• Any content or information you submit, post, or transmit through the Services

12. Third-Party Services and Links

Our Services may contain links to third-party websites, applications, or services that are not owned or controlled by Opsgility. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that Opsgility 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 use of or reliance on any such third-party content, goods, or services.

13. Confidentiality

During the course of providing Services, each party may disclose confidential information to the other. "Confidential Information" means any non-public information disclosed by one party to the other that is marked as confidential or would reasonably be considered confidential under the circumstances.

Each party agrees to: (a) use the same degree of care to protect the other party's Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care; (b) not disclose the other party's Confidential Information to third parties without prior written consent; and (c) use Confidential Information only for purposes of fulfilling obligations under these Terms.

Confidential Information does not include information that: (i) is or becomes publicly available through no breach of these Terms; (ii) was rightfully known prior to disclosure; (iii) is rightfully received from a third party without breach of confidentiality obligations; or (iv) is independently developed without use of the Confidential Information.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms and any dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions.

14.2 Venue

You agree that any legal action or proceeding arising out of or related to these Terms or the Services shall be brought exclusively in the state or federal courts located in Travis County, Texas, and you irrevocably consent to the personal jurisdiction and venue of such courts.

14.3 Informal Resolution

Before filing any formal legal action, you agree to first contact us at legal@opsgility.com to attempt to resolve the dispute informally. We will attempt to resolve the dispute informally by contacting you via email. If a dispute is not resolved within sixty (60) days of submission, you or Opsgility may bring a formal proceeding.

15. Term and Termination

15.1 Term

These Terms commence when you first access or use the Services and continue until terminated in accordance with this section.

15.2 Termination by You

You may terminate your account at any time by contacting us at support@opsgility.com. Termination does not relieve you of any payment obligations for Services already rendered or courses already enrolled in.

15.3 Termination by Opsgility

We may suspend or terminate your access to the Services immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Services will immediately cease.

15.4 Effect of Termination

Upon termination: (a) all licenses granted to you under these Terms will immediately terminate; (b) you must cease all use of the Services and Opsgility Content; (c) we may delete your account and any associated data; and (d) provisions that by their nature should survive termination shall survive, including intellectual property provisions, disclaimers, indemnification, limitations of liability, and dispute resolution provisions.

16. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last Updated" date at the top of this page. For material changes, we may also send notice to the email address associated with your account.

Your continued use of the Services after any such changes constitutes your acceptance of the new Terms. If you do not agree to the modified Terms, you must stop using the Services.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any separate written agreements between you and Opsgility, constitute the entire agreement between you and Opsgility regarding the Services and supersede all prior agreements and understandings.

17.2 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Opsgility's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

17.3 Severability

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect, and the invalid or unenforceable provision will be deemed modified to the minimum extent necessary to make it valid and enforceable.

17.4 Assignment

You may not assign or transfer these Terms or your rights hereunder, in whole or in part, without our prior written consent. We may assign these Terms at any time without notice. Any attempted assignment in violation of this section shall be void.

17.5 Force Majeure

Opsgility shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

17.6 Export Control

You agree to comply with all applicable export and import control laws and regulations in your use of the Services. You represent that you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.

17.7 Government End Users

If you are a U.S. Government end user, the Services are "Commercial Items" as defined in 48 C.F.R. §2.101, and are provided with only those rights as are granted to all other end users pursuant to these Terms.

18. Contact Information

If you have any questions about these Terms, please contact us: