Service Terms

LAST UPDATED: June 27, 2026

ATTENTION: PLEASE READ THIS BINDING LEGAL AGREEMENT CAREFULLY BEFORE ACCESSING OR UTILIZING THE SERVICES PROVIDED BY SULLIVAN TECHNOLOGY. BY CHECKING THE “I AGREE” BOX, DOWNLOADING SULLIVAN TECHNOLOGY REMOTE ACCESS SOFTWARE, REMITTING PAYMENT, OR OTHERWISE AUTHORIZING A REMOTE REPAIR SESSION, YOU UNCONDITIONALLY AGREE TO BE BOUND BY THE TERMS, CONDITIONS, AND DISCLAIMERS SET FORTH IN THIS DOCUMENT. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, YOU ARE STRICTLY PROHIBITED FROM USING THE SERVICES AND MUST IMMEDIATELY DISCONNECT FROM THE SULLIVAN TECHNOLOGY PLATFORM.

ARTICLE 1: DEFINITIONAL FRAMEWORK

The interpretation and application of this Agreement are governed by the following definitions, which apply universally throughout the text.

1.1. “Company” refers to Sullivan Technology, Inc., its parent entities, subsidiaries, affiliates, independent contractors, technicians, and authorized agents providing remote technology support.

1.2. “Client” refers to the individual, organization, or corporate entity requesting the Services, as well as any authorized users operating on the Client’s behalf. If you are accepting these terms on behalf of a company or other legal entity, you represent and warrant that you possess the requisite legal authority to bind that entity to this Agreement.

1.3. “Services” encompasses all online, remote computer repair, technology support, malware remediation, network troubleshooting, software configuration, and related digital diagnostic activities provided by the Company.

1.4. “Remote Session” denotes the active temporal period during which a Company technician establishes and maintains a network connection to the Client’s hardware, software, or network utilizing remote access protocols.

1.5. “Remote Access Software” refers to any third-party or proprietary software, executable files, applets, scripts, or Virtual Private Network (VPN) configurations deployed by the Company to assume control of the Client’s computer, view the Client’s screen, or manipulate system configurations.

1.6. “Client Data” encompasses all files, documents, images, videos, software, databases, credentials, and proprietary information residing on the hardware or networks owned, operated, or accessed by the Client.

1.7. “Malicious Code” signifies any software designed to infiltrate, damage, or compromise a computer system, including but not limited to viruses, ransomware, spyware, trojans, worms, and rootkits.   

ARTICLE 2: SCOPE OF SERVICES AND REMOTE ACCESS AUTHORIZATION

2.1. Online-Only Service Modality Sullivan Technology operates strictly as an online, remote-support entity. We do not provide physical, on-site repairs, hardware replacements, or in-person consultations under any circumstances. To receive the Services, the Client must possess a functioning computer capable of booting into a supported operating system and maintaining a stable, high-speed broadband internet connection. The Company bears no liability for service failures stemming from the Client’s localized network outages, hardware degradation, or telecommunications disruptions.   

2.2. Explicit Consent for Remote System Control By requesting the Services, the Client expressly and unconditionally grants Sullivan Technology absolute permission to connect to, access, and exercise administrative control over the Client’s computer or digital device. This authorization includes, but is not expressly limited to, the unilateral right of the Company’s technicians to view the Client’s active screen and monitor peripheral activities; seize control of the keyboard, mouse, and input devices; install, execute, and uninstall Remote Access Software; modify system registries, bypass local firewall configurations, and disable antivirus settings temporarily to effectuate repairs; and download, run, and interpret diagnostic tools. The Client acknowledges that this level of access is technically necessary to perform the requested Services and waives any claims related to unauthorized access or trespass to chattels for the duration of the approved Remote Session.   

2.3. Residual Software and Agent Deployment The Client recognizes that the provision of remote support often requires the deployment of specific software agents to facilitate a secure connection. While the Company will make all commercially reasonable efforts to terminate active remote connections and uninstall temporary agents at the conclusion of a Remote Session, certain residual files, text logs, configuration files, or inactive executables related to the Remote Access Software may persistently remain on the Client’s device. The presence of these residual files does not constitute a security breach, and the Company retains all intellectual property rights and title to its proprietary tools and scripts.   

2.4. Unilateral Right to Refuse Service Sullivan Technology reserves the absolute right to refuse, suspend, or terminate service to any person or entity, at any time, for any reason, in its sole discretion. The Company may immediately sever a Remote Session if the Client engages in abusive, threatening, or harassing behavior; if the technician discovers illegal, unauthorized, or severely compromised material on the Client’s device; or if the hardware is deemed irreparably damaged or obsolete, rendering remote repair impossible.   

ARTICLE 3: BILLING MECHANISMS, PRORATION, AND SOLE DISCRETION

3.1. Standard Fee Structure and Payment Obligations The Services are provided on a flat-fee, hourly, or subscription basis as prominently indicated on the Company’s pricing schedule, initial quote, or service order at the time of booking. The Client agrees to provide accurate, complete, and current billing information to facilitate payment. All quoted fees are exclusive of applicable federal, state, and local taxes, levies, or duties, which the Client is entirely responsible for paying. Payment for ad-hoc Services is due immediately upon the conclusion of the Remote Session, and the Company reserves the right to require pre-authorization of a credit card or a deposit prior to initiating any diagnostic work.   

3.2. Sole Discretion to Prorate Shorter Sessions Due to the variable nature of technical diagnostics, certain issues may be resolved significantly faster than anticipated. In the event that a scheduled Remote Session is completed in a fraction of the allotted time, Sullivan Technology reserves the exclusive right, exercisable in its sole and absolute discretion, to prorate the charges and issue a partial refund or account credit to the Client. The Client explicitly acknowledges and agrees that such proration is offered entirely as a courtesy and an act of goodwill, not as a contractual obligation. The Company is under no legal duty to reduce flat-rate fees, minimum-time diagnostic charges, or subscription costs simply because a repair was executed swiftly, and the decision to prorate a session sets no binding precedent for future transactions.   

3.3. Sole Discretion to Impose Extended Session Surcharges The length of time required to successfully diagnose, repair, or secure a computer system cannot be accurately predicted or guaranteed. Technical interventions are highly susceptible to delays caused by volatile software conflicts, deeply embedded Malicious Code, corrupted sectors, and fluctuating internet connection speeds. Consequently, Sullivan Technology reserves the right, in its sole and absolute discretion, to assess extra charges, surcharges, or extended-session hourly rates if a repair significantly exceeds the initially quoted time frame. The Company is not required to halt a critical, mid-stream repair to obtain a secondary, written authorization for an Extended Session Surcharge, as doing so may compromise the integrity of the system being repaired. By accepting this Agreement, the Client provides explicit pre-authorization for the Company to bill the payment method on file for the necessary extended labor required to resolve the issue.   

3.4. Late Payments and Account Suspension Any invoices or charges remaining unpaid after their specified due date shall accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable state or federal law, whichever is less. The Client shall be strictly liable for all fees, costs, and expenses, including reasonable attorneys’ fees and collection agency costs, incurred by the Company in connection with any collection activities undertaken for the non-payment of amounts due. Furthermore, the Company reserves the right to suspend, terminate, or restrict access to any ongoing subscription services, software licenses, or future technical support until the Client’s account balance is paid in full.   

3.5. Finality of Transactions and Abandoned Property Except as explicitly outlined in Article 4 governing the “No Fix, No Fee” policy, all payments remitted for completed labor, diagnostics, and remote access are final and non-refundable. If the Client unilaterally terminates a session prematurely, or fails to cooperate with the technician’s instructions, the Client remains responsible for the entirety of the quoted fee. Furthermore, any hardware, peripheral devices, or data storage mediums shipped to the Company (if applicable under exceptional circumstances) that remain unclaimed for a period of ninety (90) days shall be deemed legally abandoned and will be disposed of, recycled, or destroyed at the Company’s sole discretion, without further liability to the Client.   

ARTICLE 4: THE “NO FIX, NO FEE” GUARANTEE AND EXCLUSIONS

4.1. Guarantee Parameters Sullivan Technology is committed to providing expert technical resolutions and proudly offers a conditional “No Fix, No Fee” guarantee for specific service categories. Under this policy, if the Company’s remote technicians do not possess the necessary technical knowledge, skill, or ability to resolve the software, configuration, or operational issue for which the Client engaged the Services, the Client will not be charged a fee for the diagnostic or repair labor.   

4.2. Explicit Exclusions Voiding the Guarantee The “No Fix, No Fee” policy is strictly limited in scope to the technical competency of the Company’s personnel. The guarantee does NOT apply, and the Client remains fully responsible for standard diagnostic fees, minimum labor charges, or extended session rates (subject to the Company’s sole discretion to prorate), under any of the following excluded circumstances:

1. Physical Hardware and Component Failure: Remote technicians utilize software to diagnose system behavior. If a remote diagnostic session reveals that the root cause of the issue is a failing, defective, or dead physical hardware component (e.g., a failing hard drive, malfunctioning RAM, degraded motherboard, or broken network interface card), the remote repair cannot proceed. Because the Company provides online-only services and cannot physically replace hardware, the successful identification and diagnosis of the hardware failure constitutes a fully completed, billable service.   
2. Client Interference or Non-Compliance: The technician possesses the ability to fix the issue, but is actively prevented from doing so because the Client requests the technician to halt the repair, refuses to purchase required third-party software licenses or replacement parts, intentionally severs the broadband internet connection, or otherwise fails to follow critical technical instructions.   
3. Missing Credentials and Cryptographic Keys: The remote repair requires administrative access, but the technician is unable to proceed because the Client has lost, forgotten, or cannot provide necessary administrative passwords, BIOS passwords, router login credentials, BitLocker recovery keys, or proprietary software installation files and product keys.   
4. Pirated, Unlicensed, or Obsolete Systems: The Company strictly adheres to intellectual property laws and software end-of-life policies. The guarantee is voided if the issue resides within illegal, unlicensed, pirated, or radically obsolete software (e.g., operating systems no longer receiving security patches from the manufacturer), which the Company categorically refuses to service, reinstall, or bypass.   
5. Malicious Code Re-infection: The technician successfully removes the Malicious Code and verifies system stability, but the Client’s machine is subsequently re-infected due to the Client’s failure to maintain active antivirus software, failure to update operating systems, or engagement in high-risk browsing behaviors immediately following the Remote Session.   

ARTICLE 5: STRICT LIABILITY FOR DATA BACKUP AND CONFIDENTIALITY

5.1. Absolute Client Responsibility for Data Preservation READ THIS SECTION CAREFULLY. THIS PROVISION SHIFTS ALL LIABILITY FOR DATA LOSS TO THE CLIENT. The Client understands, acknowledges, and agrees that the process of diagnosing, modifying, optimizing, and repairing computer systems—particularly those infected with Malicious Code or suffering from file system corruption—carries an inherent, unavoidable, and highly unpredictable risk of catastrophic data loss.   

It is the Client’s sole, absolute, and exclusive responsibility to ensure that all Client Data (including but not limited to financial records, personal documents, photographs, databases, and proprietary software configurations) is fully and securely backed up to an external storage drive, a secondary physical location, or a reputable cloud storage service prior to initiating a Remote Session or granting access to a technician.   

Sullivan Technology, its technicians, and its affiliates are NOT responsible, under any legal theory or cause of action (including negligence, breach of contract, or tort), for the loss, corruption, erasure, alteration, or compromise of any Client Data that occurs prior to, during, or following a Remote Session. The Company does not provide data recovery services as part of its standard repair operations, and any data recovery efforts requested following a loss will be billed as an entirely separate, specialized service without any guarantee of success.   

5.2. Confidentiality and Incidental Exposure Due to the nature of remote desktop protocols, the technician will necessarily view the Client’s active desktop, file structures, and potentially open documents during the diagnostic process. The Company agrees to hold any personal, private, or proprietary information inadvertently viewed during the course of the repair in strict confidence, and will not intentionally harvest, copy, or distribute such data unless expressly requested by the Client for backup purposes, or where disclosure is strictly mandated by state or federal law (such as the discovery of child exploitation materials or ongoing cyber-terrorism). However, to mitigate risk, the Client is strongly advised and instructed to close all confidential documents, banking windows, browser tabs, and private communication applications prior to granting remote access. The Company accepts no liability for the incidental exposure of confidential information that the Client leaves visible during a Remote Session.   

ARTICLE 6: DISCLAIMER OF WARRANTIES

6.1. “As Is” Service Delivery TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, INCLUDING ALL REMOTE ACCESS SOFTWARE, DIAGNOSTIC TOOLS, TECHNICAL ADVICE, AND SUPPORT COMMUNICATIONS, ARE PROVIDED ON AN STRICTLY “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS, DEFECTS, AND ERRORS.   

6.2. Comprehensive Disclaimer of Implied Warranties SULLIVAN TECHNOLOGY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT, ENDORSE, OR GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, COMPATIBLE WITH ALL HARDWARE CONFIGURATIONS, OR THAT ANY SPECIFIC TECHNICAL RESULT WILL BE ACHIEVED.   

6.3. Malicious Code Limitations While the Company employs industry-standard practices, heuristic analysis, and specialized tools to locate and remove Malicious Code, viruses and ransomware are constantly evolving and intentionally designed to evade detection. There is absolutely no guarantee or warranty that a virus, rootkit, or spyware payload will be permanently removed, or that hidden trojans will not regenerate upon system reboot. We do not warrant that our Services will render your machine immune to future infections, nor do we guarantee the recovery of files encrypted by ransomware payloads.   

ARTICLE 7: LIMITATION OF LIABILITY AND EXCULPATORY CLAUSE

7.1. Absolute Exclusion of Indirect and Consequential Damages TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SULLIVAN TECHNOLOGY, ITS PARENT ENTITIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, VENDORS, OR AFFILIATES BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES. THIS EXCLUSION APPLIES CATEGORICALLY TO DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF DATA, DEVICE OBSOLESCENCE, OR LOSS OF PRIVACY, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY.   

7.2. Maximum Financial Cap on Direct Damages NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER, THE ENTIRE MAXIMUM AGGREGATE LIABILITY OF SULLIVAN TECHNOLOGY ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE DEPLOYMENT OF REMOTE ACCESS SOFTWARE, OR THE PROVISION OF THE SERVICES SHALL BE STRICTLY LIMITED TO THE ACTUAL AMOUNT PAID BY YOU TO THE COMPANY FOR THE SPECIFIC REMOTE SESSION OR SERVICE INCIDENT THAT DIRECTLY GAVE RISE TO THE CLAIM. IF NO FEE WAS PAID, THE COMPANY’s TOTAL LIABILITY SHALL NOT EXCEED FIFTY US DOLLARS ($50.00).   

7.3. Gross Negligence Carve-Out Certain jurisdictions do not allow the exclusion of specific warranties or the complete limitation of liability for certain types of damages, rendering broad exculpatory clauses vulnerable to judicial nullification. Accordingly, the limitations set forth in Sections 7.1 and 7.2 shall apply to the absolute maximum extent permitted by law, but shall not operate to exclude or limit liability for damages proximately caused by the Company’s gross negligence, willful misconduct, or intentional fraud.   

ARTICLE 8: INDEMNIFICATION

The Client agrees to fully indemnify, defend, and hold harmless Sullivan Technology, its parent companies, subsidiaries, affiliates, officers, directors, employees, and independent contractors from and against any and all claims, demands, liabilities, damages, losses, regulatory fines, costs, and expenses (including reasonable attorneys’ fees, expert witness fees, and court costs) arising out of, related to, or resulting from: (a) The Client’s use, misuse, or inability to use the Services. (b) The Client’s breach of any representation, warranty, or covenant contained in this Agreement, including the failure to perform necessary data backups. (c) The Client’s violation of any applicable federal, state, or international law, regulation, or the intellectual property rights of any third party (including the request to service pirated software). (d) Any claim instituted by a third party resulting from the loss, exposure, or corruption of Client Data stored on systems accessed by the Company during a Remote Session.   

ARTICLE 9: ELECTRONIC SIGNATURES, CONSENT, AND UETA COMPLIANCE

9.1. Legal Validity of Electronic Signatures This Agreement, alongside any related service orders, diagnostic approvals, pricing schedules, or billing authorizations, is executed electronically. The Client acknowledges, agrees, and stipulates that their electronic signature—whether provided by clicking an “I Accept” or “I Agree” button, checking a digital consent box, typing their name into a web form, or providing explicit verbal consent to a technician during a recorded telephone or Remote Session—is legally binding and entirely equivalent to a handwritten signature. This consent is governed by the Uniform Electronic Transactions Act (UETA) and the federal Electronic Signatures in Global and National Commerce Act (E-SIGN), which mandate the legal recognition of electronic records and signatures.   

9.2. Electronic Communications and Record Retention The Client consents to receive all communications, invoices, notices, and legal disclosures from the Company electronically, either via the email address provided during account registration or through digital notifications presented directly on the screen during the Remote Session. The Company complies with all relevant statutory record retention requirements and will maintain digital logs of the Client’s electronic consent, IP address, and session timestamps for a minimum of three years, or the duration of the applicable statute of limitations.   

ARTICLE 10: DISPUTE RESOLUTION, FORUM SELECTION, AND STATUTE OF LIMITATIONS

10.1. Choice of Law and Exclusive Venue This Agreement, and all matters arising out of or relating to it, shall be governed by and construed in accordance with the internal laws of the State of North Carolina maintains its primary corporate headquarters, without regard to its conflict of law principles. Any legal action, suit, or proceeding arising under or in connection with this Agreement shall be brought exclusively in the federal or state courts located in that specific jurisdiction. The Parties hereby irrevocably consent to the exclusive personal jurisdiction and venue of such courts, and waive any objections based on forum non conveniens.   

10.2. Contractual Shortening of Statute of Limitations PLEASE READ THIS SECTION CAREFULLY, AS IT SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS. To the absolute maximum extent permitted by applicable law, the Client agrees that regardless of any statute, law, or regulation to the contrary (including but not limited to state Unfair and Deceptive Trade Practices Acts), ANY CLAIM, DISPUTE, OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PROVISION OF THE SERVICES OR THIS AGREEMENT MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. IF NOT FILED WITHIN THIS ONE-YEAR PERIOD, THE CLAIM SHALL BE FOREVER BARRED AND WAIVED.   

10.3. Mandatory Arbitration and Class Action Waiver At the Company’s sole discretion, any dispute, controversy, or claim arising from this Agreement may be submitted to binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. Furthermore, THE CLIENT AND SULLIVAN TECHNOLOGY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE PROCEEDING.   

ARTICLE 11: GENERAL LEGAL PROVISIONS

11.1. Force Majeure Sullivan Technology shall not be held liable, nor be deemed to be in default or breach of this Agreement, for any delay or failure in performance resulting directly or indirectly from acts of God, natural disasters, severe weather events, internet back-bone outages, telecommunication failures, massive cyber-attacks, distributed denial-of-service (DDoS) attacks, governmental actions, pandemics, or any other cause or circumstance beyond the Company’s reasonable control.   

11.2. Severability If any provision, clause, or section of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified by the court to the minimum extent necessary to render it valid and enforceable while most closely preserving the original economic and legal intent of the Parties.   

11.3. Entire Agreement This Agreement, alongside any specific pricing schedules, acceptable use policies, or digital order forms presented at the time of service, constitutes the entire, integrated agreement between the Client and Sullivan Technology regarding the Services. It wholly supersedes and replaces all prior or contemporaneous communications, proposals, negotiations, representations, or warranties, whether electronic, oral, or written, between the Parties.   

11.4. Right to Modify the Agreement Sullivan Technology reserves the unilateral right to update, amend, modify, or replace any part of this Agreement at its sole discretion at any time by posting the updated version to its website or digital platform. It is the Client’s responsibility to check the platform periodically for changes. The Client’s continued use of or access to the Services following the posting of any modifications to this Agreement constitutes binding acceptance of those changes.