Terms & Conditions (“Terms”)

Last updated: July 27, 2025

Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using the BitPerfection.com website (the “Service”) operated by Bit Perfection  (“us”, “we”, or “our”).

Your access to and use of the Service is conditioned upon your acceptance of and compliance with these terms. These terms apply to all visitors, users and others who wish to access or use the Service.

By accessing or using the Service you agree to be bound by these terms. If you disagree with any part of the terms then you do not have permission to access the Service.

GENERAL

1.  DEFINITIONS AND INTERPRETATION

In these Conditions, the Rate Schedule and every Quote, Order, Plan contract, or other arrangement in connection with the supply of Goods or Services by Bit Perfection the following words have the following meanings:

 “After Hours” means from 6PM – 9PM EST Monday through Friday and all day Saturday and Sunday, including Public Holidays.

“Business Hours” means the standard published business hours of Bit Perfection, as posted on Our Google Business profile or otherwise notified to You in writing from time to time, excluding public holidays.

“Client”, “You” or “Your” means a person who seeks or obtains a quote for, or who orders, Goods or Services from Us, and includes any person whose name appears on an Order or who places an Order on behalf of another party, and each of their heirs, successors, and assigns.

“Conditions” means these terms and conditions.

“Goods” means any goods and/or services sourced or provided by Us in connection with such goods and/or services, including computer hardware and Software and any related services.

“Sales Tax” means any applicable federal, state, or local sales, use, or excise tax under U.S. law.

“Order” means any order requested by You to Us for Goods or Services in any form.

“Quote” means a written estimate or quotation provided to You by Us.

“Period” means a particular number of days, weeks, months, or any other period agreed between Us and You during which Services will be provided.

“Plan” means any arrangement between Us and You (whether alone or with any other person) for Services (including unlimited support) and/or Goods, as set out in a Plan Schedule or similar agreement.

“Plan Schedule” means the key terms applicable to specific Plans as set, and as may be updated by Us from time to time.

“Public Holidays” means any day that is a public holiday in the State of Kentucky.

“Rates” means the hourly rates and other charges for Services (including any call-out fees or return/cancellation fees) set out in the Rate Schedule, a Plan, or related agreement.

“Rate Schedule” means the schedule of rates, charges, and conditions for Our Services as published or provided from time to time.

“Reasonable Assistance Limits” has the meaning set out in clause 17.2.

 “Return/Cancellation Fee” means a fee charged pursuant to clause 12.5 as set by Us from time to time.

“Service request” means any request for work made by You, or initiated by Us proactively on Your behalf, including but not limited to technical assistance, adds, moves, and changes.

“Services” means any professional or technical services provided by Us, including Work, advice, and recommendations.

“Software” means any software, installation, update, associated software, and related services provided in connection therewith.

” Us”, “Our”or“We”means Door 2 Door Computer Services, LLC DBA Bit Perfection and its successors and assigns.

 “Work” means any activity We may perform, provide, customize, produce, or acquire for You, including testing, troubleshooting, installation, configuration, consulting, planning, documentation, and quoting.

Interpretation Rules:

In these Conditions, the Rate Schedule, and every Quote, Order, Plan, contract, or other arrangement in connection with the supply of Goods or Services by Us, unless the contrary intention appears:

  • Singular includes plural and vice versa.
  • Any reference to gender includes all genders.
  • References to laws include amendments, replacements, and re-enactments.
  • Headings and bold terms are for convenience only and do not affect interpretation.
  • All dollar amounts refer to United States Dollars (USD).
  • Time references are to Eastern Standard Time (EST).
  • A reference to a person includes any corporation, partnership, trust, or other legal entity.
  • References to documents include amendments, novations or replacements.
  • “Includes” means “includes without limitation.”
  • “Will” indicates a condition, not merely a warranty.
  • References to insolvency include bankruptcy, liquidation, administration, dissolution, or similar proceedings under any applicable jurisdiction.

2.  APPLICATIONS OF THESE CONDITIONS

Unless otherwise agreed by Us in writing, these Conditions are incorporated into and prevail over the terms of every Quote, Order, Plan, contract, or other arrangement in connection with the supply of Goods and/or Services by Us to You.

If any provision of these Conditions is held invalid or unenforceable, the remaining provisions remain in full force and effect.

3.  COMMITMENT TERM

  • The minimum term that You acquire the Service for is outlined in Our Quote or Proposal to You, beginning from the first day of the next month after the date of signing or approving the Quote.
    • After the expiry of the initial term, the Agreement will automatically renew for the same period as the original term and continue unless terminated by either party as specified in Clause 4.
    • You acknowledge that this automatic renewal clause has been clearly disclosed and that You may cancel renewal at any time with written notice in accordance with Clause 4.

4.  TERMINATION

  • This Agreement may be terminated by You upon ninety (90) days’ written notice if We: 
    • Fail to fulfill any material obligation under this Agreement and do not cure such failure within thirty (30) days after receiving written notice;
    • Breach any material term or condition of this Agreement and fail to remedy such breach within thirty (30) days of receiving notice; or
    • Cease or suspend business operations, unless succeeded by a permitted assignee.
    • We may terminate this Agreement with ninety (90) days’ written notice to You, or immediately if You fail to pay amounts due or materially breach this Agreement.
    • If either party terminates this Agreement, We will assist in an orderly transition of Services to another provider, billed at Our standard hourly rates.
    • If You terminate before the end of the commitment term, You agree to pay all remaining amounts due for the remainder of the term.

5.  REPRESENTATIONS

  • You acknowledge that no employee or agent of Ours has authority to make any representation, warranty, or promise in relation to the supply of Goods or Services unless expressly stated in these Conditions or another written agreement.

6.  NOTICES

  • Any notice given under these Conditions must be in writing and sent by email to the most recent email address provided by the recipient. Notices are deemed received when successfully transmitted, unless a delivery failure notice is received.

7.  GOVERNING LAW

  • These Conditions are governed by and construed in accordance with the laws of the Commonwealth of Kentucky, United States of America. The parties submit to the non-exclusive jurisdiction of the state and federal courts located in Kentucky.

8.  ASSIGNMENT

  • You may not assign or transfer Your rights or obligations under this Agreement without Our prior written consent. We may assign or subcontract any or all of Our rights and obligations without Your consent.

9.  VARIATION OF THESE TERMS AND CONDITIONS

  • We may revise these Terms and Conditions from time to time by posting the updated version on Our website and notifying You at least thirty (30) days before changes take effect. Continued use of Our Services after that period constitutes acceptance of the updated terms.

GOODS AND SERVICES

10.      QUOTES

  1. Quotes are valid for seven (7) calendar days from the date issued unless otherwise stated. A Quote is an invitation for You to place an Order with Us; acceptance of a Quote alone does not create a binding contract.
    1. Once a Quote has been reviewed and confirmed in writing by both parties, the prices listed become final unless further modifications are mutually agreed.
    1. We reserve the right to adjust pricing where product costs or supplier rates change prior to Your confirmation.
    1. If You later request changes to the Quote, We may charge for additional time or costs at Our prevailing rates.
    1. Quotes and estimates are based on information available at the time of issue.
    1. If products or components become unavailable, We will propose suitable replacements subject to Your approval.
    1. Freight and delivery charges, where applicable, will be added unless otherwise specified.
    1. Any special pricing, discounts, or promotions apply only to the specific Quote and cannot be combined with other offers.
    1. Expired Quotes are automatically void unless re-issued or extended in writing.

11.      ORDERS

  1. You may place an Order for Goods and/or Services with Us by submitting a signed Order form or approving a Quote electronically (via email or an authorized web system). 
    1. We may rely on the apparent authority of any individual who places or approves an Order on Your behalf. 
    1. An Order becomes binding only after:
      1. We accept it in writing or by fulfillment, and
      1. We receive any required upfront payment or deposit in cleared funds.
    1. We are not obligated to deliver or perform Services until payment requirements are met. 
    1. You may not cancel an Order once placed unless We agree in writing.
    1. Where cancellation is permitted, You agree to pay all costs incurred up to the date of cancellation and any applicable Return/Cancellation Fee.
    1. We may perform credit checks before extending payment terms.

12.   PRICING AND RATES

  1. All prices and rates exclude applicable Sales Tax and government-imposed fees, unless expressly stated otherwise.
    1. You must pay for Goods and Services at the Rates set out in the applicable Plan, Proposal, or Rate Schedule then in effect. 
    1. We may update the Rate Schedule periodically. Changes will take effect on the first day of the next billing cycle following thirty (30) days’ written notice.
    1. Call-out Fees, travel, lodging, or related expenses may be charged in addition to standard Rates as itemized on invoices.
    1. Where charges are calculated in time increments, billing will round up to the next full increment (e.g., 30 minutes or 1 hour) as stated in the Rate Schedule.
    1. Managed Service Agreements (MSAs): Fees and inclusions defined in a signed MSA or Proposal supersede any conflicting provision of these Conditions.
    1. Pre-Paid Blocks of Service: Payment must be made in advance; unused hours expire at the end of the applicable Period and are non-refundable.

13.   SERVICES AND PLANS

  1. We may add, modify, or discontinue Services or Plans at any time with reasonable notice to affected Clients.
    1. You may request a copy of the current Rate Schedule or any Plan Schedule at any time.

14.   CONTRACTING

  1. We may subcontract any or all Services while retaining primary responsibility for performance under this Agreement.

15.   DELIVERY, TITLE AND RISK

  1. We will use commercially reasonable efforts to deliver Goods by the stated date, but are not liable for delays caused by circumstances beyond Our control.
    1. Risk of loss transfers to You upon delivery to the shipping address designated by You.
    1. You must ensure Goods are adequately insured from the time of delivery.
    1. Until full payment is received:
      1. Title to Goods remains with Us;
      1. You hold such Goods as fiduciary bailee;
      1. You must not resell or dispose of them without Our consent; and
      1. We may enter Your premises to recover unpaid Goods after reasonable notice.

16.   RETURNS AND CLAIMS FOR GOODS AND SERVICES

  1. Returns are subject to the return policies of the original manufacturer or supplier.
    1. Customized or special-order items are non-returnable.
    1. You must inspect all Goods immediately upon delivery and notify Us in writing of any defect or discrepancy within seven (7) days.
    1. Returned Goods must be in original condition and packaging unless defective.
    1. You are responsible for shipping and related costs of returns unless otherwise required by law or covered by manufacturer policy. 
    1. Once Goods are used, installed, or resold, You assume all related risk and liability.

17.   COMPUTER UTILITY, FUNCTIONALITY AND FITNESS FOR PURPOSE

  1. You acknowledge that the delivery of technology Services may involve trial and adjustment. While We use commercially reasonable efforts and industry best practices, We do not guarantee that Services or Goods will meet all specific requirements or achieve any particular outcome.
    1. Reasonable Assistance Limits: Our obligation is limited to providing assistance We consider reasonable in the circumstances. Additional work outside such limits will be billed at standard Rates unless otherwise agreed.
    1. You accept responsibility for determining whether to follow Our recommendations, and for any decisions regarding hardware, software, or system changes.
    1. You agree to hold Us harmless for any performance issues, incompatibilities, or unsuitability of third-party products or integrations.

18.   FORCE MAJEURE

  1. We are not liable for any failure or delay in performance caused by circumstances beyond Our reasonable control, including but not limited to acts of nature, fire, flood, cyberattack, labor disputes, supplier failure, or government action.
    1. If a Force Majeure event continues for more than thirty (30) days, either party may terminate the affected portion of Services by written notice.

19.    PRODUCT SPECIFICATIONS

  1. We may supply Goods with minor variations in dimensions or specifications if the manufacturer has modified them after the Order date.
    1. If an ordered item becomes unavailable, We may substitute an item of equal or superior quality at the same price, subject to Your approval.

20. WARRANTIES

  • You will rely on the manufacturer’s warranties for Goods supplied.
    • We disclaim all other express or implied warranties, including merchantability or fitness for a particular purpose, to the fullest extent permitted by law.
    • You agree to pursue warranty claims directly with the manufacturer.
    • We are not liable for any manufacturer’s failure to perform under its own warranty.

21.   LIABILITY

22. ERRORS AND OMISSIONS

  • We take reasonable care to ensure all prices and descriptions are accurate.
    If a material error occurs, We may rescind the affected transaction and refund any payments made. Our liability for such an error is limited solely to the refund amount.

OUR RESPONSIBILITIES

23. PRIVACY STATEMENTS AND YOUR RIGHTS

  • We collect and process personal information only as needed to prepare Quotes, fulfill Orders, and deliver Services (“Authorized Purposes”).
    • You consent to Our use and disclosure of information to:
      • employees, agents, or subcontractors assisting in providing Goods or Services;
      • third-party vendors or cloud service providers supporting Our operations; and
      • government or legal authorities where required by law.
    • We maintain administrative, technical, and physical safeguards consistent with industry standards (e.g., NIST/FTC guidelines) to protect Your information.
    • Personal information is stored primarily in the United States, though certain data may be processed in other jurisdictions using reputable providers.
    • You may request access to, or correction of, Your personal information at any time by contacting Us in writing.
    • We rely on You to provide accurate and complete information; You acknowledge that providing incorrect data may cause delays or additional costs.

24. OUR WEBSITE

  • Our website content is provided “as is.” We make no warranties that:
    • information is complete, current, or error-free;
    • the website will be continuously available or secure; or
    • any third-party sites or products referenced are endorsed by Us.

25. INSURANCE COVERAGE

  • We maintain commercial general liability insurance with coverage of at least $2,000,000 aggregate for bodily injury and property damage. Upon reasonable request, We will provide certificates of insurance.

YOUR RESPONSIBILITIES

26. LODGING OF SERVICE REQUESTS

  • In order for Us to provide You with the agreed Service, You agree to follow Our process for lodging of Service Requests as outlined in Appendix A.

27. ACCESS TO SYSTEMS, SITES AND PEOPLE

  • You agree to provide timely access to equipment, systems, facilities, and personnel as reasonably required for Us to deliver Services.
    • You authorize installation of management or monitoring software that enables secure remote access and system visibility. Devices may need to remain powered on outside of normal hours to facilitate maintenance or updates.

28. THIRD PARTY AUTHORISATIONS

  • You will provide any necessary authorizations for Us to communicate with Your third-party vendors or service providers (e.g., Internet or software suppliers) on Your behalf.
    • We are not responsible for delays or failures caused by Your vendors or by lack of authorization.

29. PAYMENT, LATE PAYMENT AND DEFAULT

  • Invoices are due per the payment terms shown on each invoice. Payments may be made via check, ACH, credit card, or other approved method.
    • If any invoice remains unpaid seven (7) days past due, We may suspend Services until payment is received.
    • You are responsible for all costs of collection, including reasonable attorneys’ fees.
    • Interest accrues on overdue balances at the maximum rate allowed by law, calculated daily.
    • Payments are applied first to collection costs, then to accrued interest, then to the oldest outstanding principal amounts.
    • We may require a security deposit or collateral for continued Service if chronic late payment occurs.
    • If any agreed repayment plan defaults, We may immediately suspend or terminate Services without further notice.

30. NON-SOLICITATION OF CLIENTS AND EMPLOYEES

31. SOFTWARE

  • All software licenses remain Your responsibility. You must maintain proof of ownership for all software installed on Your systems.
    • You indemnify and hold Us harmless from any claim arising out of:
      • unlicensed or unauthorized software use by You;
      • installation of software provided by You where You lack proper rights; or
      • defects or failures in third-party software.
    • All copyright and intellectual property in any custom software or scripts developed by Us remain Our property until all related invoices are paid in full, unless otherwise agreed in writing.

32. COPYRIGHT AND CONFIDENTIALITY

  • You warrant that any materials or intellectual property You provide belong to You or that You have rights to use them. You indemnify Us against any claims arising from breach of that warranty.
    • All intellectual property created by Us in connection with Services (including documentation, configurations, and code) remains Our property unless expressly transferred in writing after full payment.
    • Both parties agree to maintain the confidentiality of non-public or proprietary information disclosed in the course of business.
    • Confidential information may only be shared with employees or agents who need to know it to perform obligations and are bound by similar confidentiality terms.
    • Either party may disclose confidential information if required by law or court order, after giving reasonable notice to the other party where legally permissible.

APPENDIX A

SERVICE REQUEST LODGEMENT PROCESS

When you contact us to lodge a service request only the methods below must be used:

Phone: 1-502-599-2444

Email:  support@bitperfection.com

Web Portal: portal.bitperfection.com

Include a short description of the problem and any screenshots of errors to assist in the resolution of the issue.

If the issue is being lodged by either phone or external email you must include your name, company and return contact details.

Service requests must not be lodged directly with technicians, as this detracts them from resolving the current issue.

SERVICE REQUESTS OUTSIDE OF OUR BUSINESS HOURS

Requests requiring attention outside Business Hours must be lodged by phone. After-hours work will incur additional charges per the current Rate Schedule.
Requests lodged by email or portal after hours will be reviewed on the next Business Day.

Intellectual Property

The Service and its original content, features and functionality are and will remain the exclusive property of Bit Perfection and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Bit Perfection or representatives.

Links To Other Websites

Our Service may contain links to third party web sites or services that are not owned or controlled by us.

We have no control over, and assume no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that we 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 content, goods or services available on or through any such third party web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.

Indemnification

You agree to defend, indemnify and hold harmless Bit Perfection and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, or b) a breach of these terms.

Limitation Of Liability

In no event shall Bit Perfection, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

Disclaimer

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Bit Perfection, its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Governing Law

These terms shall be governed and construed in accordance with the laws of Kentucky, United States, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these terms will not be considered a waiver of those rights. If any provision of these terms is held to be invalid or unenforceable by a court, the remaining provisions of these terms will remain in effect. These terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.

Changes

We reserve the right, at our sole discretion, to modify or replace these terms at any time. If a revision is material, we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.

Contact Us

If you have any questions about these terms, please contact us.