Terms of Service

1. Agreement to Terms

By accessing and utilizing the services provided by Rough Setup ("Company," "we," "our," or "us"), you acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). These Terms constitute a legally binding agreement between you ("Client," "you," or "your") and Rough Setup governing your use of our remote technical project management, logistics coordination, and installation oversight services.

If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms. If you do not agree with any provision of these Terms, you must immediately discontinue use of our services.

2. Service Definitions

Rough Setup provides specialized remote infrastructure deployment services across four primary service categories. Each service is designed to operate without physical on-site presence, utilizing advanced documentation review, digital communication protocols, and remote coordination methodologies.

2.1 Installation Project Management (S/01)

Remote coordination, planning, and comprehensive oversight of equipment installation projects for commercial infrastructure deployments. This service includes detailed scope definition, vendor relationship management, installation process supervision via documentation review protocols, timeline management, and quality assurance verification through photographic and video evidence submission requirements.

2.2 Logistics & Deployment Coordination (S/02)

Remote management of supply chain logistics operations, equipment delivery scheduling optimization, site readiness verification procedures, and deployment timeline coordination. Services include carrier communication management, delivery window optimization, receiving protocol establishment, and contingency planning for logistics disruptions.

2.3 Infrastructure Compliance & Audit (S/03)

Remote inspection and compliance verification services ensuring installation work adheres to technical specifications, safety standards, and regulatory requirements. Verification conducted through comprehensive photo and video documentation review, compliance checklist validation, specification comparison analysis, and detailed audit report generation.

2.4 Technical Consulting & Advisory (S/04)

Ongoing remote consultation services covering equipment selection guidance, facility planning optimization, infrastructure design review, and operational efficiency recommendations. Consulting services are provided on an hourly basis with a minimum eight-hour engagement requirement per project cycle.

3. Service Engagement Process

3.1 Project Initiation

All service engagements begin with a formal project request submission through our designated communication channels. Upon receipt, our operations team will conduct a preliminary scope assessment within 4-8 business hours. Project viability, timeline estimation, and resource allocation planning will be completed prior to formal engagement confirmation.

3.2 Scope Documentation

Each project engagement requires comprehensive scope documentation outlining deliverables, timeline expectations, communication protocols, documentation requirements, and success criteria. Clients must review and approve the scope documentation before project commencement. Any modifications to the approved scope require written amendment and may result in timeline or cost adjustments.

3.3 Communication Protocols

All project communication will be conducted through approved digital channels including email correspondence, project management platforms, video conferencing systems, and secure file sharing services. Response time expectations are established during project initiation and vary based on service tier and project complexity.

4. Client Responsibilities

4.1 Information Provision

Clients are responsible for providing accurate, complete, and timely information necessary for service delivery. This includes technical specifications, site access details, vendor contact information, compliance requirements, timeline constraints, and any other relevant project data. Delays or inaccuracies in information provision may impact project timelines and deliverable quality.

4.2 Documentation Submission

For services requiring documentation review (S/01, S/03), clients or their designated on-site representatives must submit high-quality photographic and video documentation according to established protocols. Documentation must be submitted within agreed timeframes and meet minimum quality standards for effective remote assessment.

4.3 Third-Party Coordination

Clients are responsible for coordinating with on-site personnel, vendors, contractors, and facility management to ensure cooperation with remote oversight requirements. This includes ensuring site access for documentation capture, vendor responsiveness to information requests, and adherence to established communication protocols.

4.4 Decision-Making Authority

Clients must designate an authorized decision-maker with the authority to approve scope changes, resolve project issues, and make time-sensitive decisions during the engagement period. Decision-making delays may impact project timelines and require schedule adjustments.

5. Pricing and Payment Terms

5.1 Service Rates

Standard service rates are as follows, subject to modification based on project complexity, timeline requirements, and special circumstances:

• S/01 Installation Project Management: $2,200.00 per project
• S/02 Logistics & Deployment Coordination: $1,750.00 per project
• S/03 Infrastructure Compliance & Audit: $1,400.00 per project
• S/04 Technical Consulting & Advisory: $150.00 per hour (minimum 8-hour engagement: $1,200.00)

5.2 Payment Schedule

Project-based services (S/01, S/02, S/03) require 50% payment upon project initiation and 50% payment upon project completion and deliverable submission. Hourly consulting services (S/04) are billed weekly with payment due within 15 days of invoice date. Multi-project engagements may qualify for alternative payment arrangements subject to approval.

5.3 Additional Costs

Quoted rates cover standard service delivery within defined scope parameters. Additional costs may apply for scope expansions, expedited timelines, after-hours support requirements, specialized documentation needs, or extended project durations. All additional costs will be communicated and approved prior to implementation.

5.4 Late Payment

Invoices not paid within the specified payment period will incur a late payment fee of 1.5% per month (18% annual percentage rate) on the outstanding balance. Continued service delivery may be suspended for accounts with payment arrears exceeding 30 days until the account is brought current.

6. Project Timelines and Deliverables

6.1 Timeline Estimates

Project timeline estimates are provided based on standard engagement parameters and assume timely client information provision, reasonable third-party responsiveness, and normal project complexity levels. Timeline estimates are goals rather than guarantees and may be adjusted based on actual project conditions encountered during execution.

6.2 Timeline Modifications

Timeline adjustments may be necessary due to scope changes, information provision delays, third-party responsiveness issues, unforeseen complexity factors, or force majeure events. Timeline modifications will be communicated promptly with revised completion estimates and any associated cost implications.

6.3 Deliverable Standards

All deliverables will meet professional industry standards appropriate to the service category. Deliverables include comprehensive documentation, analysis reports, compliance assessments, coordination summaries, and advisory recommendations as applicable to the specific service engagement.

7. Limitations of Remote Services

7.1 Physical Presence

All services are provided on a remote basis without physical on-site presence. While remote methodologies provide significant efficiency and cost advantages, clients acknowledge that certain assessments, verifications, and interventions that would be possible with on-site presence may be limited or require alternative approaches.

7.2 Documentation Dependency

Service quality is partially dependent on the quality, completeness, and accuracy of documentation provided by clients or their on-site representatives. Rough Setup cannot be held liable for assessment inaccuracies resulting from inadequate, misleading, or incomplete documentation submission.

7.3 Third-Party Actions

Rough Setup provides coordination, oversight, and advisory services but does not directly control the actions of third-party vendors, contractors, or installers. We cannot guarantee third-party performance, compliance, or adherence to recommendations and are not liable for third-party failures, errors, or omissions.

8. Intellectual Property Rights

8.1 Client Materials

All materials, information, documentation, and data provided by clients remain the intellectual property of the client. Rough Setup is granted a limited license to use such materials solely for the purpose of delivering contracted services during the engagement period.

8.2 Deliverable Ownership

Upon full payment, clients receive ownership of all custom deliverables, reports, analyses, and recommendations created specifically for their project. Rough Setup retains the right to use de-identified project data for internal process improvement, methodology development, and anonymized case study purposes.

8.3 Proprietary Methods

Rough Setup's service methodologies, assessment frameworks, coordination protocols, documentation standards, and operational procedures remain the proprietary intellectual property of Rough Setup. Clients may not replicate, redistribute, or commercialize these methods without explicit written authorization.

9. Confidentiality and Data Protection

9.1 Confidential Information

Both parties agree to maintain the confidentiality of all proprietary information, business data, technical specifications, project details, and strategic information disclosed during the engagement. Confidentiality obligations continue for three years following engagement completion unless otherwise specified.

9.2 Data Security

Rough Setup implements industry-standard data security measures to protect client information from unauthorized access, disclosure, modification, or destruction. However, clients acknowledge that no data transmission or storage system can be guaranteed absolutely secure, and Rough Setup is not liable for security breaches resulting from circumstances beyond reasonable control.

9.3 Data Retention

Project documentation, communications, and deliverables are retained for a minimum of three years following project completion for reference, quality assurance, and legal compliance purposes. Upon written request after this retention period, client-specific data will be securely destroyed according to our data disposal protocols.

10. Limitation of Liability

10.1 Service Limitations

Rough Setup's services are advisory, coordination, and oversight in nature. Final implementation decisions, contractor selection, compliance verification, and installation quality remain the responsibility of the client and their chosen service providers. Rough Setup is not liable for implementation outcomes beyond the scope of services directly provided.

10.2 Liability Cap

To the maximum extent permitted by applicable law, Rough Setup's total liability for any claims arising from or related to service provision shall not exceed the total amount paid by the client for the specific service engagement giving rise to the claim. This limitation applies regardless of the legal theory upon which liability is based.

10.3 Consequential Damages

Rough Setup shall not be liable for any indirect, incidental, special, consequential, or punitive damages including but not limited to lost profits, business interruption, data loss, reputational harm, or opportunity costs, even if advised of the possibility of such damages.

10.4 Force Majeure

Rough Setup is not liable for delays or failures in performance resulting from circumstances beyond reasonable control including natural disasters, telecommunications failures, internet outages, cyber attacks, pandemics, government actions, or other force majeure events. In such circumstances, performance obligations will be suspended for the duration of the impediment.

11. Service Termination

11.1 Termination by Client

Clients may terminate service engagements with seven days written notice. Upon termination, clients are responsible for payment of all services rendered through the termination date plus any committed costs incurred on the client's behalf. Project-based services with 50% deposits are subject to refund provisions outlined in our Refund Policy.

11.2 Termination by Rough Setup

Rough Setup reserves the right to terminate service engagements immediately for non-payment, material breach of these Terms, client conduct that impedes service delivery, provision of false or misleading information, or circumstances that make continued service delivery impractical or inadvisable. Upon termination, prorated refunds will be provided for unused prepaid services.

11.3 Post-Termination Obligations

Following termination, both parties must return or destroy confidential information, settle outstanding financial obligations, and provide reasonable cooperation for transition purposes. Confidentiality obligations, intellectual property rights, and limitation of liability provisions survive termination.

12. Dispute Resolution

12.1 Informal Resolution

In the event of any dispute, controversy, or claim arising from or relating to these Terms or service delivery, the parties agree to first attempt resolution through good faith negotiation. Either party may initiate the informal resolution process by providing written notice describing the dispute and proposed resolution.

12.2 Mediation

If informal resolution efforts do not achieve resolution within 30 days, the parties agree to participate in mediation before a mutually acceptable neutral mediator. Mediation costs will be shared equally between the parties. Mediation will be conducted in Walnut Creek, California, or via videoconference by mutual agreement.

12.3 Arbitration

If mediation does not achieve resolution, disputes will be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Arbitration will be conducted in Walnut Creek, California, before a single arbitrator. The arbitrator's decision will be final and binding, and judgment may be entered in any court of competent jurisdiction.

12.4 Legal Fees

In any legal proceeding arising from these Terms, the prevailing party will be entitled to recover reasonable attorney's fees, expert witness costs, and litigation expenses from the non-prevailing party.

13. General Provisions

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles. Any legal action must be brought in the state or federal courts located in Contra Costa County, California.

13.2 Entire Agreement

These Terms, together with any executed service agreements, statements of work, and referenced policies, constitute the entire agreement between the parties regarding service provision and supersede all prior agreements, understandings, and representations, whether written or oral.

13.3 Amendments

Rough Setup reserves the right to modify these Terms at any time. Material changes will be communicated to active clients with 30 days notice. Continued use of services following notice of changes constitutes acceptance of the modified Terms. For ongoing projects, existing Terms remain in effect through project completion unless otherwise agreed.

13.4 Severability

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

13.5 Waiver

Failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision. No waiver of any term will be effective unless made in writing and signed by the waiving party.

13.6 Assignment

Clients may not assign, transfer, or delegate these Terms or any rights or obligations without Rough Setup's prior written consent. Rough Setup may assign these Terms to any successor entity in the event of merger, acquisition, corporate reorganization, or sale of substantially all assets.

13.7 Independent Contractor

The relationship between Rough Setup and clients is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties.

14. Service-Specific Terms

14.1 Installation Project Management (S/01)

Clients engaging S/01 services acknowledge that vendor selection, contractor hiring, and on-site personnel management remain client responsibilities. Rough Setup provides coordination and oversight but does not assume liability for vendor performance, installation quality, or on-site safety compliance beyond the scope of remote documentation review.

14.2 Logistics Coordination (S/02)

Clients engaging S/02 services acknowledge that carrier selection, shipping costs, customs duties, and receiving facility operations remain client responsibilities. Rough Setup provides coordination assistance but is not liable for carrier performance, shipping delays, damage during transit, or receiving complications.

14.3 Compliance & Audit (S/03)

Clients engaging S/03 services acknowledge that compliance assessments are based on documentation review and do not constitute comprehensive on-site inspections. Final compliance certification, regulatory approval, and safety verification remain the responsibility of licensed professionals with appropriate jurisdiction and on-site access.

14.4 Technical Consulting (S/04)

Clients engaging S/04 services acknowledge that consulting recommendations are advisory in nature and based on information provided. Implementation of recommendations, final design decisions, and regulatory compliance remain client responsibilities. Consulting advice does not constitute engineering services requiring professional licensure unless explicitly stated and provided by licensed personnel.

15. Contact Information for Legal Matters

For questions regarding these Terms of Service or legal matters related to service engagements, contact us through the following channels: