Terms & Conditions of Service
These Terms & Conditions ("Terms") govern all services, quotations, deliverables, and data provided by the Company. By accepting a quote, issuing a purchase order, authorizing work, or using any deliverables, the client ("Client" or "you") agrees to be bound by these Terms.
1. Quotes, Validity, and Acceptance
1.1 Quote Validity
All quotations are valid for a maximum of thirty (30) calendar days from the date issued, unless a shorter validity period is expressly stated in writing.
1.2 Expiration and Revisions
Quotes not accepted within the stated validity period may be withdrawn or revised at the Company's discretion due to changes in pricing, regulatory conditions, equipment availability, or operational constraints.
1.3 Acceptance
Acceptance of a quote after expiration constitutes acceptance of any revised pricing, scope, or terms provided by the Company at that time.
2. Scope of Services
2.1 Defined Scope
Services shall be performed strictly in accordance with the written scope described in the accepted quote or proposal.
2.2 Changes to Scope
Any modification, expansion, or clarification of scope—including requests discussed verbally or by telephone—must be confirmed in writing (email) by the Client. The Company will respond in writing with acceptance, proposed modifications, or revised pricing and schedule.
2.3 No Implied Work
The Company shall have no obligation to perform additional work outside the agreed scope without written authorization.
3. Payment Terms
3.1 Payment Due
Unless otherwise agreed in writing, all invoices are due Net Thirty (30) days from the invoice date.
3.2 Prepayment
The Company reserves the right to require partial or full prepayment prior to mobilization, data collection, or delivery of final deliverables.
3.3 Late Payments
Past-due amounts may accrue interest at the maximum rate permitted by applicable law.
4. Deliverables, Review, and Acceptance
4.1 Delivery
Deliverables shall be deemed delivered upon verified electronic transmission, secure download access, or other agreed method.
4.2 Acceptance Period
Client shall have ten (10) business days from verified email delivery to notify the Company in writing of any material defects or non-conformance with the agreed scope.
Verified email delivery is defined as the date and time stamp recorded in the Sent Mail folder within Google Workspace of the Company's system.
Emails that are returned as undeliverable due to a typo or fault of the Company will reset the acceptance period clock upon successful resend.
Client email failures—such as emails mistakenly marked as spam, filtered, or otherwise not found until a later date—remain the sole responsibility of the Client. The Company will make best efforts to accommodate the Client in such circumstances but makes no guarantees.
4.3 Deemed Acceptance
If no written notice is received within the acceptance period, deliverables shall be deemed accepted in full.
4.4 Extended Review Periods
Requests for review periods longer than ten (10) business days must be made in writing prior to project commencement and may result in additional fees.
4.5 Deliverable File Types and Coordinate Systems
Unless otherwise expressly agreed in writing, the Company's standard deliverables for LiDAR topography consist of LAS (.las) point cloud files, and for photogrammetry consist of GeoTIFF and related raster formats. While the Company may reasonably attempt to accommodate client-requested formats or coordinate systems, the Company makes no guarantee that deliverables can be provided in non-standard formats or coordinate systems and only certifies accuracy and compliance with industry-standard, officially recognized coordinate reference systems.
See Addendum: Deliverable Formats & Coordinate System Standards5. Revisions and Post-Delivery Services
5.1 Included Corrections
Corrections addressing confirmed defects reported within the acceptance period and within the agreed Scope of Work (SOW) are included.
Once corrections are delivered, the Client shall have an additional five (5) business days to review the corrected deliverables. Subsequent revisions may extend the review period further at the Company's discretion.
Unless subsequent corrections are due to the fault of the Company within the stated SOW, the Company reserves the right to cease further corrections or bill additional time at data processing rates.
Examples of work that may be billable beyond the SOW include, but are not limited to:
- Shaping or trimming data boundaries
- Cutting excess data
- Reducing point cloud file sizes
- Producing additional GeoTIFFs, rasters, or other formats beyond SOW-defined deliverables
These are illustrative examples only. Some projects may have unique data requirements—such as terrestrial scanning, solar inspections, or other specialized services—that may carry different correction and revision terms as specified in the project SOW.
5.2 Billable Services
Requests made after the acceptance period, or relating to:
- Client workflow changes
- Third-party software or platform changes
- Additional analysis, reprocessing, or reformatting
Shall be billed at the Company's data processing rates.
6. Data Retention, Storage, and Access
6.1 Data Retention Period
Unless otherwise agreed in writing, project data is generally retained for approximately thirty (30) calendar days following final delivery. Data may be retained longer at the Company's discretion; however, no guarantee is made regarding availability beyond the standard retention period.
6.2 Deletion
After the standard retention period, data may be permanently deleted and may not be recoverable.
6.3 Client Responsibility for Data
The Company strongly recommends that the Client promptly download all deliverables and follow standard industry best practices for data security, redundancy, and backup. The Company shall not be responsible for data loss occurring after delivery.
6.4 Cloud Access Links
Any cloud-based file sharing links provided by the Company are valid for ten (10) business days from issuance unless otherwise stated. File sharing links can be renewed upon request, but after thirty (30) days post delivery, data may not be available.
7. Intellectual Property and License
7.1 Ownership
All raw data, processed data, analyses, and deliverables remain the exclusive intellectual property of the Company.
7.2 License Grant
Upon full payment of all invoices, the Company grants the Client a non-exclusive, non-transferable, perpetual license to use the deliverables solely for the intended project purposes.
7.3 License Revocation for Non-Payment
If any invoice remains unpaid more than thirty (30) days after issuance:
- The license granted under this Section is automatically revoked
- The Client shall immediately cease all use, publication, distribution, or reliance upon the deliverables
7.4 Unauthorized Use
Use of deliverables without a valid license constitutes unauthorized use and may expose the Client to legal liability.
8. Regulatory and Equipment Disclaimer
8.1 Regulatory Compliance
All services are subject to applicable federal, state, and local laws, regulations, and airspace restrictions.
8.2 Regulatory Changes
If regulatory conditions—including equipment restrictions or government-imposed limitations—change after a quote is issued or accepted, the Company reserves the right to revise scope, pricing, or execution methods, or to decline performance where legally or commercially impractical.
See Federally Funded Project Compliance Addendum9. Limitation of Liability
To the maximum extent permitted by law, the Company's total liability arising out of or related to any project shall not exceed the total amount actually paid by the Client for that specific project.
In no event shall the Company be liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits or business interruption.
10. No Warranty for Third-Party Systems
The Company does not warrant compatibility with any third-party software, platforms, CAD/GIS systems, cloud environments, or client-specific workflows. Changes to such systems after delivery do not constitute defects.
11. Force Majeure
The Company shall not be liable for delays or failure to perform due to events beyond its reasonable control, including weather, equipment failure, GNSS disruptions, airspace restrictions, acts of government, labor disputes, or other force majeure events.
12. Governing Law and Venue
These Terms shall be governed by and construed in accordance with the laws of the State of Maine, without regard to conflict-of-law principles. Venue for any dispute shall lie exclusively within that state.
13. Entire Agreement
These Terms constitute the entire agreement between the parties regarding the subject matter and supersede all prior discussions or representations. Acceptance of any quote, invoice, or deliverable constitutes acceptance of these Terms.