Terms of Service

1. Agreement to Terms

By accessing or using the services provided by RockPoint Automation ("Company," "we," "our," or "us"), you agree to be bound by these Terms of Service. If you do not agree to these terms, please do not use our services.

These terms apply to all services provided by RockPoint Automation, including but not limited to SCADA systems, process automation, remote monitoring, system integration, field support, and custom automation solutions.

2. Services Provided

RockPoint Automation provides oil and gas automation and SCADA solutions, including:

• SCADA system design, implementation, and support
• Process automation including PLC programming and HMI development
• Remote monitoring and cloud-based solutions
• System integration with existing infrastructure
• On-site field support and maintenance
• Custom automation solutions tailored to client needs

Services are provided subject to availability and may be modified or discontinued at any time with appropriate notice to clients.

3. Client Responsibilities

Clients engaging our services agree to:

• Provide accurate and complete information necessary for service delivery
• Maintain appropriate site access and safety conditions for our personnel
• Comply with all applicable laws, regulations, and industry standards
• Provide timely payment for services rendered as outlined in service agreements
• Notify us promptly of any issues or concerns with delivered services
• Maintain proper insurance coverage for their facilities and operations

4. Payment Terms

Payment terms are established in individual service agreements and quotes. Unless otherwise specified:

• Invoices are due within 30 days of the invoice date
• Late payments may incur interest charges at the rate of 1.5% per month
• Deposits may be required for large projects or new clients
• Prices are subject to change with 30 days written notice
• Additional charges may apply for emergency services or after-hours support

5. Warranties and Guarantees

5.1 Service Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. Equipment and systems installed by RockPoint Automation are warranted according to manufacturer specifications.

5.2 System Uptime

For managed SCADA hosting and monitoring services, we strive to maintain 99.9% uptime. However, this is a target and not a guarantee. Scheduled maintenance windows will be communicated in advance.

5.3 Limitation of Warranty

We do not warrant that our services will be uninterrupted or error-free. We are not responsible for issues arising from:

• Client-provided equipment or infrastructure failures
• Third-party software or hardware malfunctions
• Force majeure events beyond our reasonable control
• Improper use or unauthorized modifications by client

6. Limitation of Liability

To the maximum extent permitted by law, RockPoint Automation shall not be liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Production losses or operational downtime
• Damages exceeding the amount paid for services in the twelve months preceding the claim

This limitation applies regardless of the legal theory upon which the claim is based, including negligence, strict liability, or breach of warranty.

7. Intellectual Property

All software, documentation, designs, and proprietary information developed by RockPoint Automation remain our intellectual property unless explicitly transferred through a separate written agreement. Clients receive a license to use delivered systems and software for their intended operational purposes.

Clients retain ownership of their operational data collected through our systems. We maintain the right to use aggregated, anonymized data for service improvement purposes.

8. Confidentiality

Both parties agree to maintain the confidentiality of proprietary and sensitive information shared during the course of our business relationship. This includes:

• Technical specifications and system designs
• Operational data and production information
• Business strategies and financial information
• Security protocols and access credentials

Confidentiality obligations survive the termination of service agreements.

9. Safety and Compliance

RockPoint Automation is committed to maintaining the highest safety standards. Our personnel:

• Comply with all applicable OSHA regulations and industry safety standards
• Follow client-specific safety protocols and site requirements
• Maintain appropriate safety training and certifications
• Report safety concerns and incidents immediately

Clients are responsible for providing safe working conditions at their facilities and communicating site-specific hazards.

10. Termination

Either party may terminate ongoing service agreements with 30 days written notice, unless otherwise specified in the service contract. Immediate termination may occur if:

• Either party breaches material terms of the agreement
• Payment obligations are not met within 60 days of due date
• Safety violations create unacceptable risks
• Either party becomes insolvent or files for bankruptcy

Upon termination, clients remain responsible for payment of all services rendered through the termination date.

11. Indemnification

Each party agrees to indemnify and hold harmless the other party from claims, damages, and expenses arising from:

• Their own negligent acts or omissions
• Breach of these terms or applicable laws
• Infringement of third-party intellectual property rights

This indemnification obligation is subject to the limitations of liability outlined in Section 6.

12. Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including but not limited to natural disasters, acts of war, terrorism, labor disputes, government actions, or telecommunications failures.

13. Governing Law and Dispute Resolution

These Terms of Service shall be governed by the laws of the State of Wyoming, without regard to its conflict of law provisions.

Any disputes arising from these terms or our services shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in Campbell County, Wyoming, in accordance with the rules of the American Arbitration Association.

14. Changes to Terms

RockPoint Automation reserves the right to modify these Terms of Service at any time. Changes will be effective upon posting to our website or notification to clients. Continued use of our services after changes constitute acceptance of modified terms.

Material changes affecting existing service contracts will be communicated directly to affected clients with at least 30 days notice.

15. Severability

If any provision of these Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these terms shall otherwise remain in full force and effect.

16. Entire Agreement

These Terms of Service, together with any service agreements, quotes, and related documents, constitute the entire agreement between RockPoint Automation and the client regarding the services provided.