Terms of Service / Service Agreement

These Terms of Service ("Terms") govern access to and use of our website, products, consulting services, maintenance services, technical support, automation services, operational support, facility services, and any related offerings.

By accessing our website, requesting services, signing a proposal, submitting information, or using our services, you agree to these Terms.

If you do not agree with these Terms, please do not use our website or services.

1. Services

We may provide services including but not limited to:

• Engineering consulting
• Technical consulting
• Operations consulting
• Maintenance, Repair & Operations (MRO) services
• Automation and system integration
• Facility management support
• Field service visits
• Project and system design
• Business consultation
• Technical assessments and audits
• Training and operational support
• Services arranged through the BOHAN specialist marketplace (see section 18)

Descriptions of services on our website are for informational purposes only and do not guarantee specific outcomes.

2. Scope of Work

All projects, consultations, services, and engagements may require a separate:

• Quote
• Proposal
• Purchase order
• Service agreement
• Statement of work

The scope of work shall define:

• Deliverables
• Pricing
• Timeline
• Responsibilities
• Assumptions
• Limitations

Any work outside the agreed scope may require additional fees.

3. Quotes and Pricing

Unless otherwise specified:

• Quotes are valid for 15 days
• Pricing may change without notice before a quote or service order is confirmed. After confirmation, pricing changes only as described in these Terms (for example, project changes, quote expiry, or changes in site conditions or third-party costs), and we will tell you before any change takes effect.
• Taxes are additional where applicable
• Travel expenses, accommodations, materials, permits, and third-party costs may be billed separately

We reserve the right to revise pricing if project requirements materially change.

4. Payment Terms

Unless otherwise agreed:

• Invoices are due on invoice date
• Overdue amounts bear interest at 1.5% per month (18% per year), calculated and compounded monthly, from the due date until paid, or the maximum rate permitted by law if lower
• Payments made are non-refundable unless otherwise agreed in writing
• You must pay our reasonable costs of collecting overdue amounts, including legal fees on a solicitor-and-own-client basis
• Invoice disputes must be raised in writing, with reasons, within 5 business days of the invoice date; undisputed amounts remain payable on time
• We may set off amounts you owe us against amounts we owe you

We reserve the right to suspend services for overdue accounts.

5. Customer Responsibilities

Customers agree to:

• Provide accurate information
• Provide timely access to facilities and equipment
• Maintain a safe work environment
• Obtain required permissions and approvals
• Cooperate with reasonable requests
• Ensure personnel availability when required

Delays caused by customer actions may affect schedules and costs.

6. Project Changes

Changes to:

• Scope
• Deliverables
• Materials
• Timeline
• Requirements

May require:

• Revised pricing
• Additional fees
• Schedule adjustments

No changes shall be binding unless approved by both parties.

7. Scheduling and Cancellations

Scheduled appointments or field visits may require advance notice for cancellation.

Unless otherwise agreed:

• Cancellations within 48 hours may incur charges
• Missed appointments may be billed
• Travel costs already incurred remain payable

8. Warranties Disclaimer

To the fullest extent permitted by law:

Services, recommendations, and information are provided "as is" and "as available."

We do not guarantee:

• Continuous operation
• Uninterrupted performance
• Error-free systems
• Specific financial outcomes
• Production increases
• Cost savings
• Equipment lifespan improvements
• Business results

Recommendations are based on information available at the time of service.

Actual results may vary.

9. Limitation of Liability

THIS SECTION LIMITS OUR LIABILITY. PLEASE READ IT CAREFULLY.

To the maximum extent permitted by law:

Bohan Machines Limited, its affiliates, its employees, contractors, officers, affiliates, and representatives shall not be liable for any:

• Indirect damages
• Consequential damages
• Loss of profit
• Production losses
• Downtime losses
• Revenue loss
• Data loss
• Business interruption
• Equipment damage
• Lost opportunities
• Special damages
• Punitive damages

Our total liability arising from any claim shall not exceed the amount paid by the customer for the specific services giving rise to the claim.

These limits apply whatever the legal basis of the claim, including contract and negligence or other tort, and even if a remedy fails of its essential purpose. They reflect a reasonable allocation of risk and our fees would be higher without them. Nothing in these Terms limits liability for our fraud or wilful misconduct, or any liability that cannot lawfully be limited.

10. Equipment and Operational Risk

Industrial equipment and systems involve inherent operational risks.

Customers acknowledge:

• Equipment failures may occur unexpectedly
• Recommendations may not eliminate all risks
• Existing defects may not be visible during inspections
• Site conditions may affect outcomes

Customers remain responsible for operation, monitoring, maintenance, and safety of their equipment and facilities.

11. Intellectual Property

Unless otherwise agreed:

All website content, documents, reports, proposals, designs, graphics, materials, processes, methodologies, and intellectual property remain the property of Bohan Machines Limited.

No materials may be copied, reproduced, distributed, or reused without written permission.

12. Confidentiality

We will make reasonable efforts to maintain confidentiality regarding customer information.

Customers also agree not to disclose proprietary information, pricing structures, methodologies, or confidential business information.

13. Force Majeure

We shall not be responsible for delays or failures caused by circumstances beyond reasonable control including:

• Natural disasters
• Severe weather
• Power failures
• Supply chain disruptions
• Labor disputes
• Government actions
• Internet failures
• Emergencies
• Acts of war

14. Termination

We reserve the right to suspend or terminate services if:

• Payment obligations are not met
• Misuse occurs
• Safety risks exist
• Fraudulent activity is suspected
• Cooperation becomes unreasonable

Customers remain responsible for payment of completed work and expenses incurred prior to termination.

15. Website Use

Users agree not to:

• Attempt unauthorized access
• Upload malicious content
• Interfere with website functionality
• Misrepresent identity
• Use the website unlawfully

16. Governing Law

These Terms shall be governed by the laws of Alberta, Canada, without regard to conflict of law principles.

Any disputes shall be subject to the jurisdiction of courts located in Alberta, Canada.

17. Changes to Terms

We reserve the right to modify these Terms at any time.

Changes become effective immediately upon posting unless otherwise required by law.

Continued use of services constitutes acceptance of revised Terms.

18. Marketplace Services

Our website also hosts a marketplace that introduces customers to independent specialists. Use of the marketplace is governed by the Marketplace Terms of Use, the Marketplace Privacy Notice and (for specialists) the Specialist Agreement. If those conflict with these Terms for a marketplace job, they apply instead.

On the marketplace, BOHAN is not a party to the contract for services between a customer and a specialist, does not perform or guarantee the specialist’s work, and is not responsible for it.

19. Indemnity

You will defend, indemnify and hold harmless Bohan Machines Limited, its directors, officers, employees, contractors and affiliates against all claims, losses, damages, penalties and costs (including legal fees on a solicitor-and-own-client basis) arising from: information, instructions or access you provide; the condition of your site or equipment; your breach of these Terms or the law; your negligence or wilful misconduct; or any third-party claim connected with equipment, systems or facilities you own or control, except to the extent caused by our gross negligence or wilful misconduct.

20. Dispute Resolution

• Before starting a claim, the person with the dispute must give the other written notice describing it and try in good faith to resolve it for at least 30 days. Time limits under the law keep running during this period.
• Subject to that, the courts of Alberta, sitting in Calgary, have exclusive jurisdiction. We may seek urgent injunctive relief in any court.
• To the extent the law allows, each party will bring claims against the other only in its own name and not as part of a class or representative action.

21. General

• These terms, with the documents they refer to, are the entire agreement about their subject and replace earlier discussions. If a part is found unenforceable, the rest still applies and that part is read down to the extent needed.
• Our delay or failure to enforce a right is not a waiver of it. You may not assign your rights or obligations without our written consent; we may assign ours to an affiliate or a successor to our business.
• Notices to you are effective when sent to the email address or postal address you gave us. Notices to us must be sent to machines@thebohan.com. You agree that electronic records and communications satisfy any legal requirement for writing.
• Sections that by their nature continue after these terms end (including payment, limits of liability, indemnity, intellectual property, confidentiality and governing law) continue.

22. Consumer Rights

If you are an individual buying or using services for personal, family or household purposes, the rights you have under consumer protection and sale-of-goods law that cannot be waived or limited by contract are not affected by these terms. Nothing in these terms is intended to reduce those rights, and these terms apply to you only to the extent the law allows.

23. Contact Information

If you have any questions regarding these Terms of Service, please contact us at:

Email: machines@thebohan.com

Phone: +1 403 951 0650

BOHAN Machines Limited

7070e Farrel Rd SE, Suite 148

Calgary, AB T2H 0T2

Canada