Expert IT Consulting Services by COEUS Digitech Integrations

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Last Updated: April 2, 2026

These Terms and Conditions (“Terms”) govern your access to and use of the website located at www.coeusdigital.com, together with all related webpages, portals, forms, client areas, content, consultations, bookings, orders, products, deliverables, and services made available by COEUS Digitech Integrations (“COEUS,” “Company,” “we,” “us,” or “our”) (collectively, the “Site” and “Services”).

By accessing or using the Site or Services, including by browsing the Site, submitting a contact form, requesting information, booking a consultation, creating an account, placing an order, downloading materials, or otherwise communicating with us electronically, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not access or use the Site or Services.

You represent and warrant that you are at least eighteen (18) years old and have the legal capacity to enter into a binding agreement. If you access or use the Site or Services on behalf of a company, government agency, nonprofit, or other legal entity, you represent and warrant that you have full authority to bind that entity to these Terms, and “you” includes both you and that entity.

COEUS provides technology consulting and related services, which may include, without limitation, digital modernization, software engineering, systems integration, AI/LLM advisory and implementation, data analytics, cloud services, DevSecOps, cybersecurity support, governance, training, and related professional services.

The Site is provided for informational, commercial, and operational purposes. Certain Services may require a separate proposal, statement of work, master services agreement, subscription, order form, or other written contract signed by the parties (“Service Agreement”). If a valid Service Agreement exists, that agreement will control with respect to the purchased Services to the extent of any direct conflict with these Terms.

We may modify these Terms at any time, in our sole discretion. Updated Terms take effect when posted on the Site unless a later date is specified. Your continued use of the Site or Services after updated Terms are posted constitutes your acceptance of the revised Terms. You are responsible for reviewing these Terms periodically.

If the Site permits account registration, bookings, purchases, or access to restricted areas, you agree to provide current, complete, and accurate information and to update that information as needed promptly.

You are solely responsible for:

1. maintaining the confidentiality of your login credentials; 
2. restricting access to your account and devices; 
3. all activity occurring under your account, whether or not authorized by you; and 
4. notifying us immediately of any suspected unauthorized access or security incident. 

We reserve the right, in our sole discretion, to reject, cancel, suspend, or limit any account, booking, request, or order, including where we suspect fraud, abuse, inaccurate information, legal or compliance risk, resource constraints, or violation of these Terms.

You may use the Site and Services only for lawful purposes and in accordance with these Terms. You shall not, and shall not permit any third party to:

1. use the Site or Services in violation of any applicable law, regulation, contract, or third-party right; 
2. upload, transmit, distribute, or introduce any virus, worm, malicious code, exploit, or other harmful or destructive material; 
3. access or attempt to access any non-public area of the Site, systems, networks, or data without authorization; 
4. probe, scan, test, benchmark, scrape, mirror, harvest, frame, spider, or monitor the Site or Services, or any related system or network, without our prior written consent; 
5. interfere with or disrupt the integrity, security, performance, or availability of the Site or Services; 
6. circumvent or attempt to circumvent any security, authentication, rate-limiting, access-control, or usage restrictions; 
7. impersonate any person or entity, or misrepresent your affiliation, identity, or authority; 
8. use the Site or Services to create, train, fine-tune, or improve any competing service, dataset, model, or commercial offering, except as expressly authorized in writing; 
9. copy, modify, translate, decompile, disassemble, reverse engineer, or create derivative works from the Site, Services, or underlying software, except to the limited extent such restriction is prohibited by law; or 
10. use the Site or Services for unlawful, abusive, deceptive, discriminatory, defamatory, infringing, harassing, or harmful activity. 

Any unauthorized use of the Site or Services is a material breach of these Terms and may result in immediate suspension or termination, legal action, and referral to law enforcement where appropriate.

You retain responsibility for all data, files, prompts, instructions, configurations, credentials, text, images, software, documentation, and other materials that you submit, upload, transmit, or otherwise provide to COEUS (“Client Materials”).

You represent and warrant that:

1. You own or have all rights, permissions, consents, and legal bases necessary to provide the Client Materials and to permit COEUS to use them in connection with the Services; 
2. The Client Materials do not violate applicable law or infringe, misappropriate, or otherwise violate any intellectual property, privacy, publicity, confidentiality, or other rights; and 
3. The Client Materials are accurate, complete, and not misleading. 

You grant COEUS a limited, non-exclusive, worldwide, royalty-free license to host, access, reproduce, process, transmit, store, display, modify, and use Client Materials solely as necessary to provide, secure, maintain, support, and improve the Services, to comply with law, and to enforce our rights.

Unless otherwise expressly outlined in a signed Service Agreement, you are solely responsible for maintaining backup copies of Client Materials.

Unless COEUS has expressly agreed in writing and provided an approved secure transmission method, you shall not transmit through the Site, contact forms, general email channels, or unsecured collaboration tools any:

• protected health information; 
• payment card or banking data; 
• social security numbers or government-issued identification numbers; 
• classified information, controlled unclassified information, export-controlled data, or restricted government information; 
• credentials, secret keys, tokens, or production access secrets; or 
• other sensitive personal, regulated, or high-risk data. 

If you submit such data without our prior written authorization, you do so at your own risk, and COEUS disclaims liability arising from such unauthorized submission to the fullest extent permitted by law.

To the extent the Services involve artificial intelligence, machine learning, automation, large language models, retrieval-augmented generation, classification, recommendations, or similar technologies:

1. outputs may be probabilistic, incomplete, outdated, inaccurate, biased, or otherwise unsuitable for your intended use; 
2. outputs must be independently reviewed, tested, validated, and approved by qualified human personnel before use or reliance; 
3. yYouare solely responsible for all decisions, actions, implementations, and consequences arising from your use of any outputs; 
4. You shall not rely on AI-generated output as the sole basis for legal, compliance, employment, healthcare, financial, security, safety-critical, customer-facing, or other high-impact decisions; 
5. COEUS does not warrant that any AI output will be correct, non-infringing, fit for a particular purpose, or compliant with any law, policy, or framework; and 
6. Third-party model providers, cloud platforms, and integration tools may apply their own terms, conditions, and technical limitations. 

The Site and Services, including all software, source code, object code, interfaces, workflows, methods, documentation, text, graphics, logos, icons, branding, designs, templates, reports, dashboards, whitepapers, content, and other materials made available by COEUS, together with all related intellectual property rights, are and shall remain the exclusive property of COEUS or its licensors.

Except for the limited right to access and use the Site and Services in accordance with these Terms, no right, title, or license is granted to you, whether by implication, estoppel, exhaustion, or otherwise.

If COEUS provides deliverables, code, reports, work product, or implementation materials in connection with paid Services, ownership and license rights in such deliverables shall be governed exclusively by the applicable signed Service Agreement. Absent an express written assignment signed by COEUS and full payment of all amounts due, no intellectual property rights are transferred to you.

Notwithstanding anything to the contrary, COEUS retains all rights in and to its pre-existing materials, know-how, methodologies, frameworks, templates, libraries, scripts, tools, models, connectors, routines, processes, generalized learnings, and improvements.

If you provide COEUS with suggestions, ideas, recommendations, feature requests, corrections, comments, or other feedback regarding the Site or Services, you grant COEUS a perpetual, irrevocable, worldwide, sublicensable, transferable, royalty-free right and license to use, reproduce, modify, adapt, publish, distribute, commercialize, and otherwise exploit such feedback for any lawful purpose without notice, attribution, approval, or compensation to you.

The Site or Services may reference, interoperate with, or contain links to third-party websites, software, cloud environments, plug-ins, payment processors, communications tools, repositories, or other services not owned or controlled by COEUS. COEUS does not endorse and is not responsible for any third-party products, services, content, security, availability, performance, privacy practices, or terms. Your use of third-party services is solely at your own risk and subject to the applicable third-party terms.

Information submitted through the Site, including through contact forms, scheduling forms, subscription forms, general inquiry forms, or ordinary business email channels, shall not be considered confidential and shall not create any confidentiality obligation, fiduciary duty, or non-disclosure obligation on the part of COEUS unless and until the parties enter into a separate written confidentiality agreement expressly covering such disclosures.

You should not submit proprietary, export-controlled, restricted, or otherwise sensitive information unless COEUS has expressly authorized the submission method in writing.

All pricing, fees, retainers, subscriptions, consultation charges, implementation fees, support charges, and other amounts are stated in U.S. dollars unless otherwise specified. They are exclusive of taxes, duties, levies, and similar governmental assessments, all of which are your responsibility unless the law requires otherwise.

Unless otherwise stated in a signed Service Agreement or order:

1. All fees are non-cancelable and non-refundable once the applicable Services have commenced. 
2. Invoices are due upon receipt. 
3. past-due amounts may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law; 
4. You shall reimburse COEUS for reasonable costs of collection, including attorneys’ fees and expenses; and 
5. COEUS may suspend performance or access for nonpayment without liability. 

Scheduled consultations, assessments, or working sessions may be rescheduled only with reasonable prior notice. Missed appointments, late cancellations, and reserved time not canceled promptly may be forfeited and billed in full.

Any information provided on the Site or through the Services is for general business and technical purposes only unless a signed Service Agreement expressly states otherwise. COEUS does not provide legal advice, tax advice, accounting advice, audit opinions, or regulatory determinations. Any compliance-related guidance is operational or technical in nature and does not constitute a legal opinion or certification.

Unless expressly agreed in writing, COEUS does not warrant that the Site, Services, or any deliverable will satisfy any specific law, procurement requirement, agency mandate, industry framework, or audit standard.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SITE AND SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

COEUS EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, DATA ACCURACY, SYSTEM INTEGRATION, OR THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS.

COEUS DOES NOT WARRANT OR GUARANTEE ANY PARTICULAR BUSINESS OUTCOME, REVENUE RESULT, COST SAVINGS, MODERNIZATION RESULT, FUNDING RESULT, PROCUREMENT AWARD, SECURITY OUTCOME, OR REGULATORY OR COMPLIANCE ACHIEVEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COEUS OR ITS OWNERS, OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, CONTRACTORS, LICENSORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, USE, OR EXPECTED SAVINGS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF COEUS ARISING OUT OF OR RELATING TO THE SITE, SERVICES, OR THESE TERMS SHALL NOT EXCEED THE GREATER OF:

1. THE TOTAL AMOUNTS ACTUALLY PAID BY YOU TO COEUS FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR 
2. ONE HUNDRED U.S. DOLLARS (USUS100.00), IF NO SUCH FEES WERE PAID. 

If a signed Service Agreement contains a separate limitation-of-liability provision, that provision shall control for the Services governed by that agreement.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

You agree to defend, indemnify, and hold harmless COEUS and its owners, officers, directors, employees, contractors, licensors, successors, assigns, and affiliates from and against any claims, actions, demands, investigations, liabilities, damages, losses, judgments, settlements, penalties, fines, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

1. your access to or use of the Site or Services; 
2. your breach or alleged breach of these Terms; 
3. Your Client Materials; 
4. your violation of any law or third-party right; or 
5. your negligence, misconduct, fraud, or willful acts or omissions. 

COEUS may, at any time and without prior notice, suspend, restrict, or terminate your access to all or any part of the Site or Services if we reasonably determine that:

1. You have violated these Terms; 
2. Your use creates security, legal, compliance, or reputational risk; 
3. continued access may harm COEUS, its systems, its personnel, its clients, or any third party; or 
4. suspension or termination is otherwise necessary to protect the Site, Services, or COEUS’s legitimate business interests. 

Upon termination, all rights granted to you under these Terms immediately cease. Sections that by their nature should survive termination shall survive, including intellectual property, disclaimers, limitations of liability, indemnification, dispute resolution, and miscellaneous provisions.

These Terms and any dispute, claim, or controversy arising out of or relating to the Site, Services, or these Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to conflict-of-laws principles.

Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in Maryland, and each party irrevocably submits to the personal jurisdiction and venue of those courts.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING AGAINST THE OTHER PARTY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL IN CONNECTION WITH ANY DISPUTE ARISING OUT OF OR RELATING TO THESE TERMS.

Notwithstanding the foregoing, COEUS may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, systems, business interests, or security posture.

You consent to receive communications from COEUS electronically, including by email, through the Site, through client portals, or by other electronic means. You agree that all notices, disclosures, agreements, invoices, records, and other communications provided electronically satisfy any legal requirement that such communications be in writing.

If you opt in to receive SMS or other messaging communications from COEUS, you consent to receive transactional, scheduling, service-related, or other messages as described at the time of opt-in. Message frequency may vary. Message and data rates may apply. Consent to receive marketing text messages is not a condition of purchase. You may opt out at any time by following the instructions provided in the message or as otherwise made available by COEUS.

You represent and warrant that you are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive sanctions, and that you are not identified on any applicable restricted party list. You shall not use the Site or Services in violation of export control, sanctions, anti-boycott, or similar laws.

These Terms constitute the entire agreement between you and COEUS with respect to your use of the Site and Services, except as supplemented or superseded by a signed Service Agreement.

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

No waiver by COEUS of any breach or default shall be deemed a waiver of any preceding or subsequent breach or default.

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without COEUS’s prior written consent. COEUS may assign these Terms, in whole or in part, at any time without restriction.

COEUS shall not be liable for any failure or delay caused by events beyond its reasonable control, including acts of God, war, terrorism, labor disputes, utility failures, internet outages, cyberattacks, cloud or supplier failures, governmental actions, epidemics, pandemics, or natural disasters.

Questions regarding these Terms should be directed to:

COEUS Digitech Integrations
145 West Ostend Street, Suite 600
Baltimore, MD 21230

(O) 667-746-9438

consult@coeusdigital.com