Last updated: November 29th, 2025

These Terms of Service ("Terms") govern your access to and use of the website, software, products, services, and other offerings provided by Zero Overhead Labs LLC.("we", "our", or "us").

By accessing our website, purchasing our products, engaging us for services, or otherwise using our offerings, you agree to these Terms. If you do not agree with these Terms, please do not use our services.

1. About Our Services

Zero Overhead Labs LLC. is a software development and technology company. We design, build, evaluate, and improve software systems and products.

Our offerings may include:

• Rapid proof-of-concept development;
• Custom software development;
• Software performance analysis and optimization;
• Security assessments and application security reviews;
• Technical consulting and engineering services;
• Software products and applications developed by us; and
• Other technology services agreed upon with a client.

Specific services, deliverables, timelines, pricing, and responsibilities may be defined in a separate proposal, statement of work, order, or other written agreement. Where such an agreement exists, its terms will govern the applicable engagement in the event of a conflict with these Terms.

2. Website and General Use

You may use our website for lawful purposes and in accordance with these Terms.

You agree not to:

• Use the website for unlawful purposes;
• Attempt to gain unauthorized access to our systems;
• Interfere with or disrupt our services or infrastructure;
• Introduce malicious code, malware, or harmful material;
• Attempt to circumvent security or access controls;
• Scrape or systematically extract website content without permission;
• Misrepresent your identity or affiliation; or
• Use our services to facilitate illegal activity.

3. Client Engagements

When you engage Zero Overhead Labs LLC. for software development, consulting, security, performance, or other professional services, the scope of work will generally be defined through a written proposal, statement of work, order, or other agreement.

Unless otherwise agreed in writing, estimates, timelines, feature lists, and technical approaches are subject to change as requirements become clearer during an engagement.

We will make reasonable efforts to meet agreed timelines and deliverables. Delays caused by incomplete information, unavailable systems, changes in requirements, third-party dependencies, or other circumstances outside our reasonable control may affect delivery.

4. Client Responsibilities

Clients are responsible for providing accurate information, appropriate access, and any materials reasonably required for us to perform the agreed services.

Clients agree to:

• Provide accurate project requirements and information;
• Provide timely feedback and approvals;
• Maintain appropriate backups of their systems and data;
• Ensure they have the right to provide systems, data, and materials supplied to us;
• Maintain appropriate authorization for systems we are asked to access or test; and
• Use delivered software and systems in accordance with applicable laws and third-party terms.

5. Security Assessments

Security assessments, penetration testing, vulnerability assessments, and related security services are performed only with appropriate authorization.

By requesting security testing, you represent that you have the legal authority to authorize us to assess the systems, applications, infrastructure, domains, accounts, or other assets included within the agreed scope.

Security testing may identify vulnerabilities or other security weaknesses. Findings are based on the scope, access, tools, techniques, and conditions available during the assessment and do not constitute a guarantee that all vulnerabilities have been identified.

Unless otherwise agreed in writing, a security assessment does not constitute continuous monitoring, certification, compliance verification, or a guarantee that a system is secure.

6. Proofs of Concept and Experimental Work

Proofs of concept, prototypes, experiments, and early-stage software may be developed to validate technical approaches or product ideas.

Unless expressly agreed otherwise, prototypes and proofs of concept are not guaranteed to be production-ready and may require additional engineering, testing, security review, infrastructure, or maintenance before production use.

7. Software Products

We may offer software products and applications directly to users. Product-specific terms, licenses, usage restrictions, pricing, and refund conditions may apply in addition to these Terms.

Software products are licensed or provided to you rather than sold with ownership of the underlying intellectual property transferred to you, unless expressly stated otherwise.

8. Intellectual Property

Unless otherwise agreed in writing, Zero Overhead Labs LLC. retains ownership of its pre-existing software, source code, libraries, frameworks, methodologies, tools, templates, know-how, designs, and other intellectual property used in providing our services.

Client-specific deliverables and intellectual property rights will be governed by the applicable proposal, statement of work, license, or other written agreement.

Nothing in these Terms transfers ownership of our pre-existing intellectual property unless expressly agreed in writing.

9. Client Materials

You retain ownership of information, content, software, data, and other materials that you provide to us.

By providing such materials, you grant us the limited rights necessary to access, use, reproduce, modify, and process them solely as reasonably necessary to provide the agreed services.

You represent that you have the necessary rights and permissions to provide these materials to us.

10. Confidentiality

During an engagement, each party may receive confidential or proprietary information belonging to the other party.

Each party agrees to use reasonable care to protect confidential information and to use it only for purposes related to the applicable engagement.

Confidentiality obligations do not generally apply to information that is publicly available, independently developed, lawfully received from another source, or required to be disclosed by law.

11. Third-Party Services

Our services and products may depend on third-party software, hosting providers, cloud infrastructure, APIs, payment processors, analytics platforms, or other services.

We are not responsible for outages, changes, pricing, security incidents, limitations, or other failures caused by third-party services outside our reasonable control.

12. Payments

Fees, payment schedules, and applicable expenses will be specified at the time of purchase or in the applicable agreement.

Unless otherwise agreed, invoices and other amounts due to us must be paid according to the payment terms provided at the time of purchase or engagement.

We may suspend work or access to applicable services where amounts remain unpaid after becoming due.

13. Refunds and Cancellations

Refunds for software products or other purchases are governed by our Refund Policy and any product-specific terms presented at the time of purchase.

For professional services, cancellation, termination, and payment obligations may be governed by the applicable statement of work or service agreement.

14. Availability and Changes

We aim to provide reliable services, but we do not guarantee that our website, software, products, or services will always be available, uninterrupted, or error-free.

We may modify, update, suspend, or discontinue portions of our website, products, or services where reasonably necessary.

15. Disclaimers

Our website, software, and services are provided on an "as is" and "as available" basis to the maximum extent permitted by applicable law.

We do not guarantee that any software, proof of concept, performance optimization, or security assessment will achieve a particular business, performance, availability, security, or financial outcome unless expressly agreed in writing.

Security assessments in particular represent an assessment of the systems and scope available at the time of testing and should not be interpreted as a guarantee that systems are completely secure.

16. Limitation of Liability

To the maximum extent permitted by applicable law, Zero Overhead Labs LLC. will not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, business opportunities, data, or goodwill arising from or related to the use of our website, products, or services.

To the maximum extent permitted by applicable law, our total liability arising from a particular service or purchase will not exceed the amount paid to Zero Overhead Labs LLC. for the specific service or product giving rise to the claim during the applicable period.

17. Indemnification

To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Zero Overhead Labs LLC. and its members, contractors, and representatives from claims, damages, liabilities, costs, and expenses arising from:

• Your unlawful use of our services;
• Your violation of these Terms;
• Your violation of third-party rights; or
• Materials or systems you provide to us without the necessary rights or authorization.

18. Termination

We may suspend or terminate access to our website, products, or services if you materially violate these Terms, engage in unlawful activity, attempt to compromise our systems, or fail to satisfy applicable payment obligations.

Termination will not affect provisions that by their nature are intended to survive termination, including intellectual property, confidentiality, disclaimers, limitations of liability, and indemnification provisions.

19. Changes to These Terms

We may update these Terms from time to time. The updated version will be published on this page together with a revised "Last updated" date.

Your continued use of our website or services after updated Terms become effective constitutes acceptance of the revised Terms, to the extent permitted by applicable law.

20. Governing Law

These Terms are governed by the laws applicable to Zero Overhead Labs LLC., without regard to conflict-of-law principles, unless applicable law requires otherwise.

Any dispute arising from these Terms or our services will be resolved in the courts having appropriate jurisdiction over the applicable dispute, unless the parties agree otherwise in writing or applicable law provides otherwise.

21. Contact

If you have questions regarding these Terms, please contact: