Terms of Service

Agreement to Terms

These Terms of Service constitute a legally binding agreement between you and IHG Mechanical Holdings, LLC (IHG Mechanical, we, us, or our) concerning your access to and use of our website and services. By accessing or using our website, you agree to be bound by these Terms. If you do not agree with these Terms, you must not access or use our services.

Services Description

IHG Mechanical provides professional computer integrated systems design and related technical services, including but not limited to:

• Computer systems design and integration
• Professional technical consulting
• Scientific research and development services
• System architecture and engineering
• Technical implementation services
• Ongoing support and maintenance

The specific scope, deliverables, and terms of any services provided will be detailed in separate service agreements or statements of work.

Eligibility

By using our services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into binding contracts. If you are accessing our services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

User Obligations

When using our website and services, you agree to:

• Provide accurate, current, and complete information
• Maintain the security of any account credentials
• Notify us immediately of any unauthorized access or security breaches
• Use our services only for lawful purposes and in accordance with these Terms
• Not interfere with or disrupt the operation of our services
• Not attempt to gain unauthorized access to our systems or networks
• Not use our services to transmit harmful code or malicious software
• Respect all applicable intellectual property rights

Intellectual Property Rights

All content, materials, and intellectual property on our website and in our services, including but not limited to text, graphics, logos, images, software, and documentation, are owned by or licensed to IHG Mechanical and are protected by copyright, trademark, and other intellectual property laws.

You may not reproduce, distribute, modify, create derivative works of, publicly display, or otherwise use our content without our prior written permission, except as necessary for your authorized use of our services.

Service Agreements

Specific services provided by IHG Mechanical will be governed by separate written agreements, statements of work, or proposals that detail the scope, deliverables, timelines, fees, and other terms specific to each engagement. In the event of any conflict between these Terms and a specific service agreement, the service agreement shall prevail.

Fees and Payment

Fees for our services will be specified in the applicable service agreement or proposal. Unless otherwise stated:

• All fees are quoted in United States Dollars
• Payment terms will be specified in the service agreement
• Late payments may be subject to interest charges
• You are responsible for all taxes associated with the services
• Fees are non-refundable except as expressly stated in the service agreement

Confidentiality

Both parties acknowledge that they may have access to confidential information during the course of our business relationship. Each party agrees to:

• Maintain the confidentiality of all proprietary and confidential information
• Use confidential information only for authorized purposes
• Protect confidential information with the same degree of care used for their own confidential information
• Not disclose confidential information to third parties without prior written consent

Specific confidentiality obligations may be detailed in separate non-disclosure agreements.

Warranties and Disclaimers

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. However, except as expressly stated in a service agreement:

OUR SERVICES AND WEBSITE ARE PROVIDED ON AN AS IS and AS AVAILABLE BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that our services will be uninterrupted, error-free, or completely secure. We do not warrant that results obtained from our services will meet your requirements or expectations.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IHG MECHANICAL SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO US FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

Indemnification

You agree to indemnify, defend, and hold harmless IHG Mechanical, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of our services
• Your violation of these Terms
• Your violation of any rights of another party
• Your violation of any applicable laws or regulations

Term and Termination

These Terms remain in effect while you use our website or services. We reserve the right to suspend or terminate your access to our services at any time, with or without cause or notice, including for violation of these Terms.

Upon termination, your right to use our services will immediately cease. Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property rights, disclaimers, limitations of liability, and dispute resolution provisions.

Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and updating the Last Updated date. Your continued use of our services after such changes constitutes your acceptance of the modified Terms.

Dispute Resolution

Any disputes arising out of or related to these Terms or our services shall be resolved through the following process:

Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve disputes through good faith negotiations for a period of at least 30 days.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions.

Jurisdiction and Venue

Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the state or federal courts located in Tarrant County, Texas, and you consent to the personal jurisdiction of such courts.

Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, governmental actions, or failures of third-party services or infrastructure.

Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

Entire Agreement

These Terms, together with any service agreements and our Privacy Policy, constitute the entire agreement between you and IHG Mechanical regarding your use of our website and services, and supersede all prior agreements and understandings, whether written or oral.

Waiver

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this provision shall be null and void.

Third-Party Rights

These Terms do not create any third-party beneficiary rights. No third party shall have any right to enforce any provision of these Terms.

Contact Information

If you have questions or concerns about these Terms of Service, please contact us:

Acknowledgment

By using our website and services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.