Terms of Service

1. Acceptance of These Terms

These Terms of Service govern your use of the website published at https://www.dgtrista.mom and the computer integrated systems design services provided by Dgtrista, LLC. By visiting the website, sending us an enquiry, or engaging us for services, you agree to be bound by these terms. If you do not agree, please do not use the website or our services.

Dgtrista, LLC operates from a drafting room at 1337 E 750 N, Orem - 84097-5480, United States (US). Where these terms refer to we, us or our, they mean Dgtrista, LLC. Where they refer to you or client, they mean the person or organization using the website or engaging our services, and any individual acting on that organization behalf.

These terms apply together with any written statement of work, proposal or master agreement that you and we sign. If there is a conflict between these terms and a signed agreement, the signed agreement governs for the services it covers. We may update these terms from time to time as described in Section 18.

2. Definitions

• Deliverables means the drawings, plans, maps, documents and reports we prepare and hand over during an engagement, including systems architecture plans, integration blueprints, automation maps, data flow documents, vendor evaluations and adoption guides.
• Engagement means the period during which we provide services to a client under a statement of work.
• Client Materials means information, systems access, documentation and data that a client provides to us so that we can perform the services.
• Statement of Work means a written description of the services, schedule, fees and responsibilities agreed between the parties.
• Website means the pages and files served from https://www.dgtrista.mom.

3. Eligibility and Authority

You may use this website if you are able to form a binding contract under the law that applies to you. Our services are offered to businesses and to professionals acting in a professional capacity, not to consumers, and not to children.

If you use the website or engage our services on behalf of an organization, you represent that you have authority to bind that organization to these terms. You also represent that the information you give us is accurate and that you will keep it current during an engagement.

4. Our Services

Dgtrista, LLC provides computer integrated systems design services in the professional, scientific and technical services sector. Our work is delivered from a drafting board discipline that traces a client existing systems, scales the architecture to an agreed ratio, and draws an integrated blueprint that a build team can follow.

Our six named services are systems architecture planning, integration blueprint design, process automation mapping, data flow documentation, vendor system evaluation, and adoption and training support. The scope of any particular engagement is set out in a statement of work, and only the services listed there are owed to the client.

Our services are advisory and design oriented. Unless a statement of work expressly says otherwise, we do not build, configure, host or operate client systems, and we do not act as the manufacturer or supplier of any third party product. Recommendations we make are based on the information available to us at the time and on the architecture we have drawn with the client.

5. Engagement and Statements of Work

Each engagement begins with a written statement of work that describes the objectives, the scope, the deliverables, the schedule, the assumptions and the fees. The statement of work becomes effective when both parties sign it or when the client confirms acceptance of a proposal in writing.

Changes to scope are handled by written change request. We will describe the effect of the change on schedule and fees before either party commits to it. Work that falls outside the agreed scope may be performed on a time and materials basis if both parties agree in writing, and will be invoiced according to the rates recorded in the statement of work.

We may use qualified personnel of our choosing to perform the services, and we remain responsible for the quality of the work they deliver. Any assignment of a statement of work to another provider requires the written consent of both parties.

6. Client Obligations

Integration and architecture work depends on accurate information about the client systems. The client agrees to provide timely access to the personnel, documentation and systems that the engagement requires, to answer questions truthfully and completely, and to designate a single point of contact with authority to make decisions about scope and priorities.

The client is responsible for maintaining backups of its own systems and data, for obtaining any consent needed from its personnel or vendors before sharing information with us, and for complying with the terms of its own third party agreements. Delays in providing access or information may extend the schedule, and we will give written notice when such a delay affects the plan.

The client agrees not to ask us to do anything that would breach a law, infringe the rights of a third party, or require us to misrepresent our findings. We may decline or stop work that would place us in such a position.

7. Fees and Payment

Fees are stated in each statement of work. Unless it says otherwise, fixed fee engagements are invoiced in stages tied to the milestones recorded in the statement, and time and materials work is invoiced monthly against the agreed rates.

Invoices are due within the period stated on the invoice, and in the absence of a stated period, within thirty days of the invoice date. Late amounts may attract interest at the rate stated in the statement of work or, if none is stated, at the maximum rate permitted by law. The client is responsible for any taxes that apply to the services, excluding taxes on our own income.

Amounts already invoiced for work performed are not refundable except as required by law. If an engagement is terminated early, the client pays for work performed and for non cancellable commitments made on the client behalf up to the date of termination.

8. Intellectual Property

Upon full payment of the fees for an engagement, Dgtrista, LLC assigns to the client the deliverables prepared specifically for that client, to the extent permitted by law. This assignment does not transfer title to any pre existing materials, methods, templates, know how or generic drafting techniques that we may use or adapt, and we retain all rights in those.

We grant the client a perpetual, non exclusive license to use, copy and adapt any retained pre existing material that is embedded in the deliverables, for the client own internal business purposes and for the operation of the systems concerned. This license does not permit the client to resell the retained material as a stand alone product.

This website, its text, layout and visual design remain the property of Dgtrista, LLC. No part of the website may be copied, reproduced or redistributed without our written permission, except that you may print or save a page for your own reference.

9. Client Materials

The client retains all rights in its Client Materials. The client grants us a limited license to use Client Materials only as required to perform the services, and only for the duration of the engagement.

We handle Client Materials as confidential information under Section 10. We return or delete Client Materials when the engagement ends, as the statement of work directs and as our legal retention obligations allow. We do not use Client Materials for the benefit of another client and we do not publish them without written permission.

The client confirms that it has the right to share the Client Materials with us and that doing so does not breach any agreement or law. If a third party claims that the Client Materials infringe its rights, the client is responsible for that claim, and the client will indemnify us as described in Section 15.

10. Confidentiality

Each party may receive information that the other treats as confidential, including system details, business processes, pricing and personnel information. Each party agrees to protect the confidential information of the other with reasonable care, to use it only for the purpose of the engagement, and to disclose it only to personnel and advisers who need it and who are bound to protect it.

Confidential information does not include information that is public through no fault of the receiving party, that the receiving party already held without a duty of confidence, that it develops independently, or that it receives lawfully from a third party. Where a law or court requires disclosure, the party disclosing will, where lawful, give prompt notice so that the other party may seek protective measures.

These confidentiality obligations survive the end of the engagement.

11. Acceptable Use of the Website

You agree to use this website lawfully and only for its intended purpose. You will not attempt to gain unauthorized access to any part of the site or to any service connected to it, will not probe or scan it for vulnerabilities without written permission, and will not interfere with its normal operation.

You will not use the website to send unlawful, deceptive or harmful material, to transmit malware, or to collect information about others without their consent. You will not scrape or harvest the site content by automated means, and you will not remove or alter any ownership notice that appears on the site.

We may restrict or block access to the website if we reasonably believe that a user is breaching these terms or placing the site or other users at risk. We will act proportionately and, where practical, give notice before or after restricting access.

12. Third Party Systems and Vendors

Our work frequently involves evaluating or designing connections to third party systems. We do not control those systems and we are not responsible for their availability, security, accuracy or terms. Where we recommend a vendor, the recommendation reflects the technical fit against the architecture we have drawn, based on the information available to us at the time.

A client that adopts a third party product does so under its own agreement with that vendor. Any loss arising from a third party product, its changes or its discontinuation is a matter between the client and the vendor, and is not a breach of our services.

13. Warranties and Disclaimers

We warrant that the services will be performed with the reasonable skill and care expected of a competent computer integrated systems design consultancy, and that the deliverables will conform in material respects to the statement of work. This is the sole warranty we give, and it is given to the client alone.

Except as stated above, the services and the website are provided as is and as available, and we disclaim all other warranties, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose and non infringement. We do not warrant that the website will be uninterrupted or error free, or that any recommendation will produce a particular business result.

Architecture and integration outcomes depend on factors outside our control, including the quality of client information, the behavior of third party systems and the decisions of the client own teams. We do not guarantee that a design will eliminate every risk or that a project will meet a schedule that depends on third party performance.

14. Limitation of Liability

To the maximum extent permitted by law, Dgtrista, LLC will not be liable for indirect, incidental, special, consequential or punitive damages, including lost profits, lost revenue, lost data or business interruption, even if we have been advised of the possibility of such damages.

To the maximum extent permitted by law, our total aggregate liability arising out of or relating to an engagement will not exceed the total fees paid by the client to us for that engagement in the twelve months preceding the event giving rise to the claim.

Nothing in these terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, or for fraud. The limitations in this section apply whether the claim is framed in contract, tort or any other legal theory, and they reflect the allocation of risk that the parties agreed when setting the fees.

15. Indemnification

The client agrees to indemnify and hold harmless Dgtrista, LLC and its personnel from any claim, loss, cost or expense, including reasonable legal fees, arising from the Client Materials, from the client breach of these terms, or from the client use of a deliverable in a manner for which it was not intended.

We agree to indemnify and hold harmless the client from any claim that a deliverable we prepared specifically for that client, used as intended, infringes the intellectual property rights of a third party, provided that the client notifies us promptly, allows us to control the defense, and gives us reasonable assistance. If such a claim arises, we may modify the deliverable, obtain a license, or refund the fees paid for the affected deliverable and terminate the affected work.

16. Term and Termination

These terms take effect when you first use the website or engage our services and continue until the relevant engagement ends or until terminated as described here. Either party may terminate an engagement for material breach by giving written notice, if the breach remains uncured for fifteen days after the notice.

Either party may terminate an engagement for convenience by giving the number of days written notice stated in the statement of work. On termination, the client pays for work performed and for non cancellable commitments up to the termination date, and each party returns or destroys the confidential information of the other except where retention is required by law.

The provisions of these terms that by their nature should survive termination, including those on intellectual property, confidentiality, fees, disclaimers, liability and governing law, remain in effect after the engagement ends.

17. Governing Law and Disputes

These terms are governed by the laws of the State of Utah in the United States, without regard to its conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Utah for any dispute that is not resolved by negotiation.

Before starting formal proceedings, the parties agree to attempt in good faith to resolve any dispute through negotiation between senior representatives. Either party may send a written notice describing the dispute, and the parties will meet, in person or remotely, within twenty days of that notice. If the dispute is not resolved within forty five days of the notice, either party may proceed as permitted by law.

Nothing in this section prevents either party from seeking urgent injunctive relief to protect its confidential information or intellectual property.

18. General Provisions

These terms, together with any signed statement of work, form the entire agreement between the parties on their subject matter and replace any prior understanding. If a provision is found unenforceable, it will be modified to the minimum extent necessary and the remaining provisions continue in force.

We may update these terms by posting a revised version on the website and revising the effective date. Material changes apply to engagements started after the revised date, and for ongoing use of the website take effect when posted. We will take reasonable steps to bring material changes to the attention of clients.

Neither party is liable for a failure to perform caused by events beyond its reasonable control. A waiver of a breach is not a waiver of any later breach. You may not assign these terms without our written consent, and we may not assign them without your consent except in connection with a merger or sale of substantially all our assets. Headings are for convenience only and do not affect interpretation.

19. How to Contact Us

Questions about these Terms of Service may be sent to our drafting room using the details below. The developer accountable for this website is DG Trista.

• Organization: Dgtrista, LLC
• Address: 1337 E 750 N, Orem - 84097-5480, United States (US)
• Email: office@dgtrista.mom
• Phone: +17079979867

Please describe your question clearly and include an email address or telephone number where we can reach you. We will respond within a reasonable time and will explain any further information we need to answer fully.