Terms of Service

1. Agreement to Terms

By accessing or using any products or services provided by 3PL Digital LLC, a South Carolina limited liability company ("3PL Digital", "we", "our", or "us"), you agree to be bound by these Terms of Service ("Terms"). If you are using our products on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

If you do not agree to these Terms, do not use our products or services.

2. Description of Services

3PL Digital provides pre-configured software appliances and infrastructure tools designed for security and compliance purposes. Our products are delivered as machine images through cloud marketplaces (AWS, Azure, Google Cloud) and run entirely within your own cloud infrastructure.

We may also provide documentation, support services, and related materials.

3. License Grant

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to:

• Deploy and use our software appliances within your organization's cloud infrastructure
• Access and use our documentation and support resources
• Make reasonable copies for backup and disaster recovery purposes

4. License Restrictions

You may not:

• Copy, modify, or create derivative works of our software (except as needed for normal operation)
• Reverse engineer, decompile, disassemble, or attempt to derive source code from our software
• Remove, alter, or obscure any proprietary notices, labels, or branding
• Resell, sublicense, lease, or transfer our software to third parties
• Use our software to provide services to third parties (unless specifically authorized)
• Use our software in violation of any applicable law or regulation
• Attempt to circumvent any licensing or usage restrictions

5. Your Responsibilities

You are solely responsible for:

• • Maintaining the security of your cloud account, credentials, and API keys
• • Configuring appropriate access controls, security groups, and network settings
• • Regularly backing up your data and configurations
• • Keeping your instances updated when we release security patches
• • Ensuring your use complies with all applicable laws and regulations
• • Any data processed, stored, or transmitted through our software
• • The actions of any users you authorize to access your deployment
• • Obtaining any required licenses, permits, or compliance certifications for your organization

6. Compliance Disclaimer

Our products are designed with security best practices and configured to support compliance efforts for frameworks such as HIPAA, FTC Safeguards Rule, SOC 2, and others. However:

• • Our software is not certified or guaranteed compliant with any regulatory framework
• • Compliance is a shared responsibility between you, your cloud provider, and your organization
• • You must independently assess whether our products meet your specific compliance requirements
• • We do not provide legal, regulatory, compliance, or medical advice
• • Using our products does not make your organization compliant with any regulation

You should consult with qualified legal and compliance professionals regarding your specific obligations.

7. Data Ownership and Handling

Our software runs entirely within your cloud infrastructure. This means:

• You own all your data. We claim no ownership or rights to any data you process.
• We do not access, collect, store, or process your data
• We do not have access to your running instances or configurations
• We cannot monitor, intercept, or view any traffic passing through our software
• We do not transmit any data from your infrastructure to our systems

You maintain full control, ownership, and responsibility for all data at all times.

8. Payment and Billing

Products purchased through cloud marketplaces (AWS, Azure, Google Cloud) are billed according to the respective marketplace's terms. You agree to pay all fees associated with your subscription.

• • All fees are non-refundable unless otherwise stated
• • You are responsible for any applicable taxes
• • Failure to pay may result in suspension or termination of your license
• • We may change pricing with 30 days notice; changes apply to new subscription periods

9. Support

Support is provided according to the terms of your subscription plan. We will make reasonable efforts to respond to support requests in a timely manner, but we do not guarantee specific response times unless specified in a separate service level agreement.

10. Updates and Changes

We may release updates, patches, or new versions of our software. These may include:

• • Security patches (we strongly recommend applying these promptly)
• • Bug fixes and stability improvements
• • New features and functionality
• • Changes required by cloud provider updates

We will notify you of significant updates through our documentation or email. You are responsible for applying updates to your deployed instances.

11. Warranty Disclaimer

12. Limitation of Liability

13. Indemnification

You agree to indemnify, defend, and hold harmless 3PL Digital and its members, managers, officers, employees, agents, and affiliates from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from:

• • Your use or misuse of our products
• • Your violation of these Terms
• • Your violation of any applicable law or regulation
• • Your violation of any rights of a third party
• • Any data you process, store, or transmit using our products

14. Termination

By You: You may terminate your use of our products at any time by canceling your marketplace subscription and removing our software from your infrastructure.

By Us: We may terminate or suspend your license immediately, without notice, if you:

• • Violate these Terms
• • Fail to pay applicable fees
• • Use our products in a way that could harm us or other users
• • Become subject to bankruptcy or insolvency proceedings

Effect of Termination: Upon termination, your license ends immediately. You must stop using our products and remove them from your infrastructure. Sections 4, 6, 7, 11-13, 15, and 16 survive termination.

15. Governing Law and Disputes

These Terms shall be governed by and construed in accordance with the laws of the State of South Carolina, United States, without regard to its conflict of law provisions.

Any disputes arising from these Terms or your use of our products shall be resolved exclusively in the state or federal courts located in South Carolina. You consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

Waiver of Jury Trial: To the fullest extent permitted by law, you and 3PL Digital each waive the right to a jury trial for any dispute arising from these Terms or your use of our products.

16. General Provisions

• • Entire Agreement: These Terms constitute the entire agreement between you and 3PL Digital regarding our products and supersede any prior agreements.
• • Severability: If any provision is found unenforceable by a court of competent jurisdiction, the remaining provisions remain in full force and effect.
• • Waiver: Our failure to enforce any right or provision does not constitute a waiver of that right or provision.
• • Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations freely.
• • Force Majeure: We are not liable for delays or failures in performance due to circumstances beyond our reasonable control, including natural disasters, acts of government, or internet outages.
• • No Agency: Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and 3PL Digital.
• • Notices: We may provide notices to you via email or by posting on our website. Notices to us should be sent to legal@3pl.digital.
• • Headings: Section headings are for convenience only and have no legal effect.

17. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify users of material changes by updating the "Last updated" date and posting a notice on our website. For significant changes, we may also notify you by email. Your continued use of our products after changes constitutes acceptance of the modified Terms.

18. Contact

For questions about these Terms of Service: