Welcome to TWG Morgan GP, LLC. These Terms of Service govern your access to and use of the website located at https://www.twgmorgan.lol and any related services provided by TWG Morgan GP, LLC (collectively referred to as TWG Morgan, we, us, or our). By accessing or using our website or services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you must not access or use our website or services.
For the purposes of these Terms of Service, the following terms have the meanings ascribed to them below:
Website means the online platform operated by TWG Morgan GP, LLC at the domain https://www.twgmorgan.lol, including all subdomains, pages, content, and functionality.
Services means the computer systems design, computer integrated systems design, and related professional services provided by TWG Morgan to its clients, as further described on the website and in individual service agreements.
Client or Customer means any individual, organization, or legal entity that accesses the website or engages TWG Morgan for services.
Content means all text, graphics, images, data, information, software, documentation, and other materials displayed on or provided through the website.
Intellectual Property includes but is not limited to patents, copyrights, trademarks, trade secrets, know-how, proprietary methodologies, software code, design documents, system architectures, and all related rights.
By accessing the website, submitting an inquiry, requesting a proposal, or engaging TWG Morgan for any services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and any supplementary terms referenced herein. These Terms constitute a legally binding agreement between you and TWG Morgan GP, LLC. If you are accessing the website or using our services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
TWG Morgan GP, LLC provides computer systems design and related services, with a specialized focus on computer integrated systems design. Our services include but are not limited to systems architecture design, integrated systems engineering, embedded systems development, network infrastructure planning, software integration, feasibility analysis, technical consulting, and project management for technology implementation projects. Detailed scopes of work, deliverables, timelines, and fees are established in separate service agreements executed between TWG Morgan and each client. Unless otherwise agreed in writing, these Terms serve as the general framework governing all services provided by TWG Morgan.
All Intellectual Property rights in and to the website content, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software code, and documentation, are owned by or licensed to TWG Morgan GP, LLC. The compilation, arrangement, and display of all content on the website are the exclusive property of TWG Morgan and are protected by United States and international copyright laws, trademark laws, and other intellectual property laws.
Upon full payment of all fees due under a service agreement, TWG Morgan assigns to the client all Intellectual Property rights in the specific deliverables created exclusively for that client under the agreement. TWG Morgan retains the right to use any general knowledge, skills, experience, methodologies, and pre-existing tools or technologies that were utilized in creating the deliverables, including any improvements or enhancements thereto.
We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the website for its intended purposes. You may not reproduce, distribute, modify, create derivative works from, publicly display, or commercially exploit any content from the website without our prior written consent.
TWG Morgan, the TWG Morgan logo, and any associated product or service names are trademarks of TWG Morgan GP, LLC. You may not use these trademarks without our prior written permission. All other trademarks, service marks, and trade names appearing on the website are the property of their respective owners.
When accessing or using the website, you agree to comply with all applicable laws and regulations. You agree not to engage in any of the following prohibited activities:
All services provided by TWG Morgan are governed by a separate service agreement, statement of work, or purchase order that references these Terms. Each service agreement specifies the scope of services, deliverables, timeline, fees, payment terms, and any project-specific conditions. No services shall be deemed to have been engaged until both parties have executed a written service agreement.
Fees for services are as set forth in the applicable service agreement. Unless otherwise specified, invoices are due within thirty days of the invoice date. Late payments shall accrue interest at the rate of one and one-half percent per month or the maximum rate permitted by applicable law, whichever is lower. TWG Morgan reserves the right to suspend performance of services if any invoice remains unpaid for more than fifteen days beyond the due date.
Client is responsible for all applicable taxes, duties, and governmental charges arising from the services or deliverables, excluding taxes based on TWG Morgan net income. If TWG Morgan is required to pay any such taxes, they shall be reimbursed by Client unless Client provides a valid tax exemption certificate.
Client shall reimburse TWG Morgan for all reasonable out-of-pocket expenses incurred in connection with the performance of services, including but not limited to travel, lodging, meals, shipping, and third-party software or equipment costs, unless otherwise agreed in the service agreement.
Both parties agree to maintain the confidentiality of all proprietary or confidential information disclosed during the course of their business relationship. Confidential information includes but is not limited to technical data, business plans, financial information, client lists, system architectures, software code, trade secrets, and any information marked as confidential or that a reasonable person would understand to be confidential under the circumstances. Neither party shall disclose confidential information to any third party without the prior written consent of the disclosing party, except as required by law or legal process. The obligations of confidentiality shall survive the termination of any service agreement and continue for a period of five years from the date of disclosure.
To the maximum extent permitted by applicable law, TWG Morgan GP, LLC and its officers, directors, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages arising out of or related to the use of the website or the provision of services, including but not limited to loss of profits, loss of data, business interruption, or cost of procurement of substitute services, even if TWG Morgan has been advised of the possibility of such damages. TWG Morgan total cumulative liability for any claims arising under or related to these Terms or the services, whether in contract, tort, or otherwise, shall not exceed the total fees paid by the client to TWG Morgan in the twelve-month period preceding the event giving rise to the claim. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of these limitations may not apply to you.
The website and all content and services provided through it are provided on an as is and as available basis without any warranties of any kind, either express or implied. TWG Morgan expressly disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and warranties arising from course of dealing or usage of trade. TWG Morgan does not warrant that the website will be uninterrupted, error-free, secure, or free from viruses or other harmful components. While we strive to provide accurate and current information, we make no representations or warranties regarding the completeness, accuracy, reliability, suitability, or availability of any content on the website. The services provided by TWG Morgan are delivered with professional care and in accordance with industry standards, but specific results or outcomes cannot be guaranteed.
You agree to indemnify, defend, and hold harmless TWG Morgan GP, LLC and its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses, including reasonable legal fees, arising out of or in any way related to your use of the website, your violation of these Terms, your violation of applicable laws, or your infringement of any intellectual property or other rights of any third party. TWG Morgan reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with TWG Morgan in asserting any available defenses.
These Terms shall remain in full force and effect as long as you continue to access or use the website. TWG Morgan may terminate or suspend your access to the website immediately, without prior notice or liability, if you breach any provision of these Terms. Upon termination, your right to use the website will immediately cease. Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property provisions, confidentiality obligations, disclaimers of warranties, limitations of liability, and indemnification obligations. Service agreements entered into prior to termination shall continue in accordance with their own terms.
These Terms and any disputes arising out of or relating to them shall be governed by and construed in accordance with the laws of the State of Indiana, United States, without regard to its conflict of laws principles. 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 Marion County, Indiana, and both parties hereby consent to the personal jurisdiction and venue of such courts. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or any service agreement.
Before initiating any legal proceeding, the parties agree to attempt to resolve any dispute informally by providing written notice to the other party describing the dispute in reasonable detail. The parties shall then meet and confer in good faith to resolve the dispute. If the dispute cannot be resolved within thirty days of the initial notice, either party may pursue formal legal remedies.
TWG Morgan reserves the right to modify or replace these Terms at any time at its sole discretion. Material changes will be effective upon posting the updated Terms on the website with a revised effective date. Your continued use of the website or services following any such changes constitutes your acceptance of the new Terms. We encourage you to review these Terms periodically for any updates. If you do not agree to any modified Terms, you must discontinue your use of the website and services.
These Terms, together with any service agreements, statements of work, and policies referenced herein, constitute the entire agreement between you and TWG Morgan regarding the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, and communications, whether written or oral.
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving its intent.
No waiver of any provision of these Terms shall be effective unless in writing and signed by the waiving party. The failure of either party to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
You may not assign or transfer your rights or obligations under these Terms without the prior written consent of TWG Morgan. TWG Morgan may assign or transfer its rights and obligations under these Terms at any time without restriction, provided that the assignee agrees to be bound by these Terms.
These Terms are for the sole benefit of the parties and their permitted assigns and nothing herein, express or implied, is intended to confer upon any third party any legal or equitable right, benefit, or remedy of any nature whatsoever.
Neither party shall be liable for any failure or delay in performing its obligations under these Terms if such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, governmental action, strikes, labor disputes, supply chain disruptions, internet service failures, or public health emergencies.
If you have any questions, concerns, or inquiries regarding these Terms of Service, please contact TWG Morgan using the following information: