Please read these Terms of Service carefully before using the rexsai.mom website or engaging REX SAI LLC for computer systems design and integration services.
REX SAI LLC (hereinafter referred to as the Company, we, us, or our) provides computer systems design, systems integration, cloud infrastructure engineering, and related professional services. These Terms of Service constitute a legally binding agreement between you, whether personally or on behalf of an entity, and REX SAI LLC concerning your access to and use of the website located at rexsai.mom, as well as any services provided by REX SAI LLC. By accessing our website or utilizing our services, you acknowledge that you have read, understood, and agree to be bound by all of these terms.
For the purposes of these Terms of Service, the following definitions apply:
By accessing or using the Website or Services, you represent and warrant that you are at least 18 years of age, have the legal capacity and authority to enter into a binding contract, and are not prohibited from using the Website or Services under the laws of your jurisdiction. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.
Your continued use of the Website or Services following the posting of any changes to these Terms constitutes your acceptance of those changes. If you do not agree with any provision of these Terms, you must discontinue your use of the Website and Services immediately. We reserve the right to refuse service, terminate accounts, or cancel orders at our sole discretion without prior notice.
REX SAI LLC provides professional computer systems design and related technical services, including but not limited to systems architecture design, cloud infrastructure engineering, integrated systems development, cybersecurity and compliance advisory, DevOps and platform engineering, and data architecture and analytics consulting. The specific scope, deliverables, timeline, fees, and acceptance criteria for any engagement shall be set forth in a separate Statement of Work or service agreement executed by both parties.
We perform all Services in a professional and workmanlike manner consistent with industry standards applicable to computer systems design and integration in the Professional, Scientific, and Technical Services sector. We adhere to recognized frameworks and best practices, including but not limited to the National Institute of Standards and Technology (NIST) guidelines, the ISO/IEC 27001 standard for information security management, and the Project Management Institute (PMI) methodologies where applicable.
While REX SAI LLC is committed to delivering high-quality systems and services, we do not guarantee specific business outcomes, revenue increases, cost reductions, or other financial results as a consequence of our Services. Technology systems operate within complex and dynamic environments that involve variables beyond our control, including third-party platform changes, user behavior, market conditions, and evolving regulatory requirements. Our engagement is focused on delivering the technical deliverables and system capabilities defined in the governing SOW.
You may access and use the Website solely for lawful purposes and in accordance with these Terms. The Website is provided to inform potential clients about our Services, facilitate contact and inquiry submissions, and provide access to legal documentation including our Privacy Policy and these Terms of Service. You agree not to use the Website in any way that violates any applicable federal, state, local, or international law or regulation.
In connection with your use of the Website, you agree not to engage in any of the following prohibited activities:
We reserve the right to monitor your use of the Website and to take appropriate legal action against anyone who violates these Terms, including without limitation reporting such users to law enforcement authorities. We also reserve the right to terminate or suspend your access to all or part of the Website for any violation of these Terms, without prior notice or liability.
The Website and its entire contents, including but not limited to all text, graphics, logos, button icons, images, audio clips, video clips, digital downloads, data compilations, software, HTML code, CSS stylesheets, JavaScript, and the overall design, selection, and arrangement thereof, are owned by REX SAI LLC or its content suppliers and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The compilation of all content on the Website is the exclusive property of REX SAI LLC.
The names REX SAI, REX SAI LLC, the R logo design, rexsai.mom, and all related names, logos, product and service names, designs, and slogans displayed on the Website are trademarks of REX SAI LLC. You must not use such marks without the prior written permission of REX SAI LLC. All other names, logos, product and service names, designs, and slogans on the Website are the trademarks of their respective owners.
REX SAI LLC grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Website for your personal, non-commercial use or for legitimate business evaluation purposes. This license does not include any right to reproduce, duplicate, copy, sell, resell, or otherwise exploit the Website or any portion thereof for any commercial purpose without our express written consent. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information without our prior written consent.
Unless otherwise agreed in a written SOW, REX SAI LLC retains ownership of all pre-existing intellectual property, methodologies, frameworks, tools, libraries, and know-how used in the performance of Services. Upon full payment of all fees due under the applicable SOW, Client shall receive a perpetual, non-exclusive, non-transferable license to use any custom deliverables created specifically for Client under that SOW for Client's internal business purposes. Any open-source software components incorporated into deliverables are governed by their respective open-source licenses.
Client agrees to provide reasonable cooperation, access to personnel, facilities, systems, and information as reasonably requested by REX SAI LLC to enable the performance of Services. Client acknowledges that REX SAI LLC's ability to meet timelines and deliverables is dependent upon Client fulfilling its cooperation obligations in a timely manner. Delays caused by Client's failure to provide necessary access, information, or approvals shall extend any applicable delivery deadlines by a reasonable period corresponding to the duration of the delay.
Client represents and warrants that all information provided to REX SAI LLC, whether through the Website contact form, email, or otherwise, is accurate, current, and complete. Client is solely responsible for the accuracy and completeness of information provided, including system specifications, integration requirements, data schemas, and business process documentation. REX SAI LLC shall be entitled to rely on the accuracy of all such information without independent verification unless otherwise specified in the SOW.
Client is responsible for securing and maintaining all necessary licenses, subscriptions, and access credentials for any third-party platforms, APIs, cloud services, or software that REX SAI LLC integrates with or configures as part of the Services. Client shall provide REX SAI LLC with appropriate access credentials in a secure manner. REX SAI LLC shall handle such credentials in accordance with industry-standard security practices.
Fees for Services shall be specified in the applicable SOW or service agreement and may be structured on a fixed-price, time-and-materials, retainer, or milestone-based basis as mutually agreed. All fees are stated in United States Dollars unless otherwise specified. REX SAI LLC reserves the right to modify its standard rate card for future engagements; however, any such changes shall not affect SOWs already executed between the parties.
Invoices shall be issued in accordance with the payment schedule set forth in the applicable SOW. Unless otherwise specified, payment is due within thirty calendar 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. Client shall reimburse REX SAI LLC for all reasonable costs, including attorney fees and collection agency fees, incurred in collecting any past-due amounts.
All fees exclude applicable federal, state, local, and foreign taxes, duties, levies, and similar assessments unless otherwise stated. Client is responsible for payment of all such taxes, excluding taxes based on REX SAI LLC's net income. If REX SAI LLC is required to pay any such taxes on behalf of Client, Client shall promptly reimburse REX SAI LLC for such amounts upon presentation of documentation.
Client shall reimburse REX SAI LLC for all reasonable, pre-approved out-of-pocket expenses incurred in connection with the performance of Services, including travel, lodging, software licenses, cloud infrastructure costs, and third-party service fees. Expense reimbursement policies and approval thresholds shall be specified in the applicable SOW.
Each party acknowledges that in the course of performing Services, it may receive or have access to confidential or proprietary information of the other party. Confidential Information includes all non-public information, whether written or oral, that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure, including but not limited to trade secrets, technical specifications, business plans, customer data, financial information, source code, architectural designs, and security configurations. The receiving party shall use the disclosing party's Confidential Information solely for the purpose of performing its obligations or exercising its rights under these Terms and shall not disclose such information to any third party without the disclosing party's prior written consent.
Confidential Information does not include information that the receiving party can demonstrate: was already known to it without obligation of confidentiality at the time of disclosure; is or becomes publicly available through no fault of the receiving party; is rightfully received from a third party without restriction on disclosure; or is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.
The handling of personal data is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Website or Services, you consent to our collection, use, and disclosure of personal data as described in the Privacy Policy. For clients who engage our Services involving access to personal data, a Data Processing Agreement or equivalent contractual provisions addressing the parties respective roles and obligations under applicable data protection laws shall be included in the SOW or a separate agreement.
To the fullest extent permitted by applicable law, in no event shall REX SAI LLC, its members, managers, officers, employees, agents, subcontractors, or affiliates be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, business interruption, or cost of procurement of substitute goods or services, whether arising out of or in connection with these Terms, the Website, or the Services, regardless of the theory of liability, whether in contract, tort (including negligence), strict liability, or otherwise, even if REX SAI LLC has been advised of the possibility of such damages.
To the fullest extent permitted by applicable law, the aggregate liability of REX SAI LLC for all claims arising out of or relating to these Terms, the Website, or the Services, whether in contract, tort, or otherwise, shall not exceed the total fees actually paid by Client to REX SAI LLC during the twelve-month period immediately preceding the event giving rise to the claim, or ten thousand United States Dollars, whichever is greater. The existence of more than one claim shall not enlarge this limit. The limitations of liability set forth in this section shall apply notwithstanding any failure of essential purpose of any limited remedy.
Some jurisdictions do not allow the exclusion or limitation of certain damages or liability. In such jurisdictions, the liability of REX SAI LLC shall be limited to the maximum extent permitted by law.
You agree to defend, indemnify, and hold harmless REX SAI LLC, its members, managers, officers, employees, agents, subcontractors, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees, including reasonable attorneys fees and court costs, arising out of or relating to your violation of these Terms, your use of the Website or Services, your infringement of any intellectual property or other right of any person or entity, or your violation of any applicable law, rule, or regulation.
REX SAI LLC 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 event you agree to cooperate with REX SAI LLC in asserting any available defenses. You shall not settle any indemnified claim without REX SAI LLC's prior written consent.
The Website and all information, content, materials, and Services provided by REX SAI LLC are provided on an as is and as available basis, without any representations, warranties, or conditions of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, reliability, or availability, except as expressly set forth in a written SOW signed by both parties. REX SAI LLC makes no warranty that the Website will be uninterrupted, timely, secure, error-free, or free from viruses or other harmful components.
REX SAI LLC does not warrant that any systems, architectures, integrations, or configurations designed, developed, or deployed as part of the Services will operate without interruption or error, or that all defects will be corrected. REX SAI LLC's sole obligation with respect to defects in deliverables shall be as set forth in any warranty provisions contained in the applicable SOW.
REX SAI LLC makes no representations or warranties regarding third-party products, platforms, or services that may be recommended, integrated with, or utilized in connection with our Services. Any reliance you place on third-party products or services is strictly at your own risk.
The Website may contain links to third-party websites or resources that are not owned or controlled by REX SAI LLC. These links are provided for your convenience and informational purposes only. REX SAI LLC has no control over, and assumes no responsibility for, the content, privacy policies, practices, or availability of any third-party websites or resources. You acknowledge and agree that REX SAI LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any third-party websites or resources. We encourage you to review the terms and conditions and privacy policies of any third-party websites you visit.
Either party may terminate any SOW or service agreement upon written notice in accordance with the termination provisions set forth therein. In the absence of specified termination provisions, either party may terminate a SOW upon thirty calendar days prior written notice to the other party. In the event of termination for convenience by Client, Client shall pay REX SAI LLC for all Services performed through the effective date of termination, plus any non-cancellable commitments or expenses reasonably incurred by REX SAI LLC in performance of the Services.
Either party may terminate these Terms or any SOW immediately upon written notice if the other party commits a material breach of these Terms or the applicable SOW and fails to cure such breach within thirty calendar days after receiving written notice describing the breach in reasonable detail. REX SAI LLC may also suspend or terminate your access to the Website immediately if we reasonably believe that you have violated these Terms in a manner that could cause harm to REX SAI LLC, other users, or third parties.
Upon termination, all rights and licenses granted to you under these Terms shall immediately cease. You shall promptly return or destroy, at REX SAI LLC's election, all Confidential Information, deliverables, and materials provided by REX SAI LLC, and certify such return or destruction in writing. Provisions of these Terms that by their nature should survive termination, including but not limited to Sections 5, 8, 9, 10, 11, 13.3, 14, 15, and 16, shall survive any termination.
These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation, including non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of the State of Texas, United States, without giving effect to any choice-of-law or conflict-of-law principles that would result in the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.
Any legal suit, action, or proceeding arising out of or related to these Terms, the Website, or the Services shall be instituted exclusively in the federal courts of the United States located in Harris County, Texas, or the courts of the State of Texas located in Harris County. Each party irrevocably submits to the exclusive jurisdiction of such courts and waives any objection based on improper venue or forum non conveniens.
Prior to initiating any formal legal action, each party agrees to notify the other party of the dispute in writing and to engage in good-faith negotiations for a period of at least thirty calendar days to attempt to resolve the dispute amicably. The written notice must include a detailed description of the dispute and the relief sought. Any applicable statute of limitations shall be tolled during this negotiation period.
Each party irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in any legal action, proceeding, or counterclaim arising out of or relating to these Terms, the Website, or the Services.
These Terms, together with the Privacy Policy and any executed Statements of Work or service agreements, constitute the entire agreement between you and REX SAI LLC regarding the Website and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the subject matter hereof.
If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to reflect the parties intention as nearly as possible, and the remaining provisions shall continue in full force and effect. The invalidity of any provision shall not affect the validity or enforceability of any other provision.
No failure or delay by REX SAI LLC in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. A waiver of any breach shall not be construed as a waiver of any subsequent breach.
You may not assign, transfer, or delegate any of your rights or obligations under these Terms without the prior written consent of REX SAI LLC. REX SAI LLC may freely assign, transfer, or delegate its rights and obligations under these Terms in whole or in part without restriction, including in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. These Terms shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.
Neither party shall be liable or considered in default under these Terms for any delay or failure to perform its obligations resulting from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, epidemic or pandemic, labor disputes, failures of third-party utilities or telecommunications networks, government orders, or any other event not within the reasonable control of the affected party. The affected party shall promptly notify the other party of the force majeure event and its anticipated duration and shall use commercially reasonable efforts to mitigate the effects of the event and resume performance as soon as practicable.
Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between the parties. REX SAI LLC is an independent contractor in the performance of all Services. Neither party has the authority to bind the other party or to incur any obligation on the other party's behalf without the other party's prior written consent.
All notices, requests, consents, claims, demands, waivers, and other communications under these Terms must be in writing and addressed to the receiving party at the address set forth herein or to such other address as either party may designate in writing. Notices to REX SAI LLC shall be sent to guide@rexsai.mom or to the registered office at 17350 State Highway 249 Ste 220, Houston, TX 77064-1132, United States. Notices sent by email shall be deemed delivered upon confirmation of receipt; notices sent by certified mail shall be deemed delivered three business days after mailing.
The section headings and subheadings in these Terms are included for convenience of reference only and shall not affect the interpretation or construction of any provision hereof.
REX SAI LLC reserves the right to modify, amend, or replace these Terms at any time at its sole discretion. When we make material changes, we will post the revised Terms on this page with an updated effective date and, where appropriate, provide reasonable notice via email to clients with active engagements or via a notice on the Website. Changes to the Terms will become effective upon posting unless a later effective date is specified.
Your continued access to or use of the Website or Services after the effective date of any revised Terms constitutes your acceptance of the updated Terms. If you do not agree with the revised Terms, you must cease using the Website and Services and may terminate any active engagement in accordance with the termination provisions set forth in the applicable SOW. It is your responsibility to check this page periodically so that you are aware of any changes, as they are binding on you.
If you have questions, concerns, or feedback regarding these Terms of Service, or if you need to provide legal notices or formal communications, please contact us through any of the channels listed below.