Terms of Service

Last Updated: May 12, 2026

1. Acceptance of Terms

By accessing the ORBIT SIGNS, INC website, utilizing our custom software development services, or deploying our proprietary CMS and telemetry tools, you ("Client", "User", or "Entity") agree to be bound by these comprehensive Terms of Service ("Terms"). If you do not agree to all terms and conditions set forth herein, you are strictly prohibited from utilizing our platforms, APIs, or infrastructure.

2. Master Service Agreements (MSA) & Statements of Work (SOW)

These Terms serve as the foundational agreement for all engagements. Specific project deliverables, timelines, custom engineering scopes, and dedicated hardware integration details will be governed by individually executed Master Service Agreements (MSAs) and appended Statements of Work (SOW). In the event of a conflict between these Terms and a signed MSA, the stipulations of the MSA shall strictly supersede.

3. Intellectual Property & Codebase Licensing

Our software infrastructure is provided on a custom-license or Software-as-a-Service (SaaS) basis. Unless explicitly transferred via a legally binding IP Transfer Agreement, ORBIT SIGNS, INC fully retains all intellectual property rights to the underlying codebase architectures, routing algorithms, CMS engines, and edge-computing telemetry libraries. Clients are granted a non-exclusive, non-transferable license to utilize the compiled software for its intended business purpose. Reverse engineering, decompiling, or attempting to extract source code from our proprietary endpoints is strictly prohibited and will result in immediate termination of service.

4. Service Level Agreements (SLA) & Uptime Targets

ORBIT SIGNS, INC targets a 99.99% network uptime for our hosted CMS and API middleware platforms, excluding scheduled maintenance windows (which are communicated 72 hours in advance). Uptime guarantees do not cover client-side internet failures, physical hardware degradation (e.g., failed SOCs on digital signs), or power grid interruptions at the deployment edge.

5. Client Responsibilities & API Usage Constraints

Clients utilizing our API endpoints for POS integration or inventory synchronization must adhere to strict rate-limiting policies outlined in their respective SOWs. Abuse of API endpoints, intentional deployment of malicious payloads, or failure to secure edge-node authentication tokens will result in automated IP banning and potential contractual penalties.

6. Payment Terms, Invoicing & Late Penalties

Custom engineering projects operate on a milestone-based billing model. Standard terms dictate Net-30 payment upon milestone delivery, unless otherwise specified. Failure to remit payment within 15 days past the due date will incur a late fee of 1.5% per month on the outstanding balance. ORBIT SIGNS, INC reserves the right to suspend API access and CMS deployment until accounts are brought current.

7. Hardware Procurement & Third-Party Liability

While ORBIT SIGNS, INC develops the software layer, we frequently interface with third-party hardware (e.g., Samsung Tizen displays, LG WebOS SOCs, custom CNC routers). We are not liable for manufacturer defects, firmware deprecations introduced by the hardware vendor, or physical damage incurred during installation by third-party contractor fleets.

8. Confidentiality and Non-Disclosure

Both parties agree to maintain the strict confidentiality of all proprietary business data, retail pricing structures, and architectural schematics shared during the course of the engagement. This mutual non-disclosure obligation survives the termination of any active MSA for a period of five (5) years.

9. Limitation of Liability

To the maximum extent permitted by applicable law, ORBIT SIGNS, INC, its officers, directors, and engineers shall not be liable for any indirect, incidental, special, or consequential damages. This includes, but is not limited to, loss of revenue due to offline retail displays, data corruption resulting from client-side network failures, or supply chain delays.

10. Termination of Services

Either party may terminate a monthly SaaS agreement with 30 days written notice. Custom engineering contracts may be terminated only under conditions of material breach that remain uncured for 14 days following written notification. Upon termination, all client access to the proprietary CMS and API endpoints will be immediately revoked.

11. Governing Law & Dispute Resolution

These terms shall be governed by and construed strictly in accordance with the laws of the State of Florida. Any disputes, claims, or controversies arising out of or relating to these Terms or the breach thereof shall be resolved through binding arbitration in Broward County, Florida, before resorting to litigation.

12. Contact Information

For legal inquiries, dispute notifications, or questions regarding these Terms, please contact our legal compliance team at:
ORBIT SIGNS, INC
19 RONALD RD, WEST PARK, FL 33023
Email: connect@orbitsignstech.com
Phone: +1 (954) 555-0812