Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or “Client”) and Oregon Automations LLC (“Oregon Automations,” “we,” “us,” or “our”), a limited liability company organized under the laws of the State of Oregon, with its principal place of business in Bend, Oregon. These Terms govern your access to and use of the Oregon Automations website located at oregonautomations.com (the “Website”), our proprietary business platform (the “Platform”), and any services, tools, or resources made available by us (collectively, the “Services”).

By accessing or using our Website, Platform, or Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Website, Platform, or Services.

1. Description of Services and License Model

Oregon Automations provides a hosted, proprietary business platform under a monthly subscription license. Oregon Automations designs, builds, owns, operates, hosts, maintains, and updates the Platform on its own infrastructure. Clients do not receive a copy of the software, do not have rights to self-host, do not receive source code or proprietary technology, and do not manage their own instances.

Each Client receives a non-exclusive, non-transferable, non-sublicensable, non-assignable, revocable, limited license to access and use the Platform during the term of an active paid Service Agreement. All software, infrastructure, code, designs, algorithms, machine learning models, configurations, methodologies, integrations, processes, documentation, and proprietary technology of any kind remain the sole and exclusive property of Oregon Automations LLC at all times, regardless of any customization performed for or at the request of any Client.

Our Services include, without limitation: custom-built business platform systems tailored to a Client’s workflows; ongoing hosting, monitoring, and maintenance of those systems; free website tools and resources for evaluating platform capabilities; consultation services; and ongoing technical support and optimization.

2. Service Agreements and Monthly Term

Access to the Platform requires a separate Service Agreement executed between you and Oregon Automations following a consultation. These Terms govern your use of the Website and free tools regardless of any Service Agreement. For Clients who have executed a Service Agreement, these Terms supplement (but do not replace) the Service Agreement. In the event of a conflict between these Terms and your Service Agreement, the Service Agreement shall control, except where these Terms expressly state otherwise.

The initial term of each Service Agreement commences on the Effective Date stated in that Agreement and continues for one (1) month. Unless terminated in accordance with these Terms or the Service Agreement, the Service Agreement automatically renews for successive one-month terms. No additional contract, signature, or written acknowledgment is required for monthly renewal. Continued use of the Platform or payment of monthly fees constitutes acceptance of renewal under the then-current Terms and Service Agreement.

Platform subscriptions are not available for self-service purchase. All subscription arrangements require a consultation and an executed Service Agreement with Oregon Automations.

3. Website Use

3.1 Permitted Use

You may use the Website for lawful purposes in accordance with these Terms. You may browse content, use free tools, submit inquiries through the contact form, and access information about our Services.

3.2 Prohibited Conduct

You agree not to:

• Use the Website, Platform, or Services in any way that violates any applicable federal, state, or local law or regulation.
• Attempt to gain unauthorized access to any portion of the Website, Platform, other accounts, computer systems, or networks connected to the Website or Platform.
• Use any automated means (including bots, scrapers, or crawlers) to access or collect data from the Website or Platform, except as expressly permitted by our robots.txt file.
• Introduce viruses, Trojan horses, worms, ransomware, spyware, or other harmful or disruptive code.
• Interfere with or disrupt the integrity, security, or performance of the Website, Platform, or supporting infrastructure.
• Attempt to decompile, disassemble, reverse engineer, derive source code from, extract data models from, or otherwise inspect the internal workings of any software, model, algorithm, or proprietary technology used to provide the Services.
• Impersonate any person or entity or misrepresent your affiliation with any person or entity.
• Submit false, misleading, or fraudulent information through any form on the Website or within the Platform.
• Scrape, mirror, screen-scrape, capture, record, or otherwise duplicate any portion of the Platform’s user interface, configuration screens, or output for any purpose other than the Client’s own internal business records.

4. Intellectual Property and Trade Secrets

4.1 Website and Platform Content

All content on the Website and Platform, including but not limited to text, graphics, logos, images, page layouts, designs, software, models, algorithms, configurations, training data, machine learning weights, integration logic, methodologies, and proprietary processes, is the property of Oregon Automations or its licensors and is protected by United States and international copyright, trademark, trade secret, patent, and other intellectual property laws. You may not reproduce, distribute, modify, publicly display, create derivative works from, transmit, sell, or otherwise use any such content without our prior express written permission.

4.2 Platform Ownership and Limited License

All Platform systems, workflows, code, algorithms, models, machine learning configurations, training methodologies, integration architectures, data pipelines, processes, and related intellectual property developed, deployed, or operated by Oregon Automations are and shall remain the sole and exclusive property of Oregon Automations LLC. This ownership is absolute, perpetual, and irrevocable.

Clients receive a non-exclusive, non-transferable, non-sublicensable, non-assignable, revocable, limited license to access and use the Platform for the Client’s ordinary internal business purposes during the term of an active paid Service Agreement. This license terminates automatically upon expiration, cancellation, or termination of the Service Agreement.

Clients do not acquire any ownership interest, intellectual property right, license-back, joint-ownership claim, or any other right of any kind in or to the Platform, its underlying code, its proprietary methods, its algorithms, its machine learning models, its training data, its configurations, or any derivative thereof, regardless of (a) whether the Platform or any portion thereof was customized for the Client’s specific business needs, (b) whether the Client paid for development work, (c) whether the Client made suggestions or provided feedback that influenced the Platform, or (d) the duration or fee level of the Client’s subscription.

4.3 Trade Secret Designation

The Platform, including without limitation its source code, object code, algorithms, machine learning models, model architectures, training data, training methodologies, feature engineering, data pipelines, integration designs, configuration systems, deployment infrastructure, internal documentation, and all related know-how, constitutes trade secrets of Oregon Automations LLC under the Defend Trade Secrets Act of 2016 (18 U.S.C. § 1836 et seq.) and the Oregon Uniform Trade Secrets Act (ORS 646.461 through 646.475).

Misappropriation of trade secrets — including, without limitation, providing access to the Platform to any unauthorized party; sharing credentials with any unauthorized party; disclosing, publishing, or transmitting the Platform’s proprietary technology, design, methods, configurations, or internals to any third party; accepting compensation from any third party in exchange for access, disclosure, or facilitation of access; or attempting to inspect, decompile, reverse engineer, copy, recreate, or analyze any portion of the Platform’s proprietary technology — is a federal and Oregon state offense punishable by up to ten (10) years imprisonment, fines up to five million dollars ($5,000,000) per violation, civil damages, treble damages where willful, attorney fees, injunctive relief, and seizure of property derived from the misappropriation. Oregon Automations will pursue all available criminal and civil remedies for any such conduct.

4.4 No-Training Commitment

Oregon Automations will not use any Client Data, content, or information submitted through the Website, Platform, or in connection with the Services to train, fine-tune, or improve any general-purpose artificial intelligence model, machine learning algorithm, or similar technology that is not part of the Client’s own dedicated Platform instance. Client Data is used solely to operate the specific Platform and Services provided to the Client. This commitment is particularly important for Clients in regulated industries, including law firms subject to Oregon RPC 1.6 and healthcare providers subject to patient confidentiality obligations.

4.5 Feedback

If you provide suggestions, ideas, feature requests, or feedback regarding the Website, Platform, or Services (“Feedback”), you assign to Oregon Automations all right, title, and interest in such Feedback. Oregon Automations is free to use, incorporate, and commercialize Feedback without restriction or obligation to you. Implementation of Feedback does not transfer any ownership, license, or other right in the Platform to the contributor.

4.6 Trademarks

“Oregon Automations” and our logo are trademarks of Oregon Automations LLC. You may not use our trademarks without our prior express written consent. All other trademarks appearing on the Website or Platform are the property of their respective owners.

5. Client Data Ownership and Privacy

5.1 Client Data Is and Remains the Client’s Property

Client Data — defined as data directly entered by the Client or its Authorized Users into the Platform, transactional records generated by the Client’s operations within the Platform, and customer or contact records maintained by the Client within the Platform — is and remains the sole property of the Client. Oregon Automations claims no ownership over Client Data and acts solely as a data custodian and processor on the Client’s behalf.

5.2 Oregon Automations Will Never Sell Client Data

Oregon Automations will never sell, rent, license, share, trade, or otherwise commercialize any Client Data containing personal, identifying, or business-confidential information. This commitment is absolute and is not contingent on any change in ownership, financial circumstance, business model, or product offering of Oregon Automations.

5.3 Aggregate and Anonymized Data

Oregon Automations may collect, generate, and use aggregated, anonymized, or de-identified data that cannot reasonably be traced back to any Client, individual, business, or specific record. Such aggregate data may be used for internal analytics, research, product improvement, industry insights, and commercialization. Aggregate data does not constitute Client Data for the purposes of Section 5.1 or Section 5.2. By using the Services, Client consents to the use of aggregate and anonymized data as described in this Section.

5.4 Privacy

Your use of the Website and Platform is also governed by our Privacy Policy, which describes how we collect, use, store, and protect personal information. By using the Website or Platform, you consent to the practices described in the Privacy Policy.

6. Data Export Rights

Upon written request from an Owner of an active Client, Oregon Automations will provide Exportable Client Data in a standard, machine-readable format (such as CSV or JSON), within forty-five (45) days of receipt of the request.

“Exportable Client Data” means: (a) data directly entered into the Platform by the Client or its Authorized Users; (b) transactional records generated by the Client’s operations within the Platform (including but not limited to invoices, billing records, scheduled jobs, service visits, and repair records); and (c) customer or contact records maintained by the Client within the Platform.

“Exportable Client Data” does NOT include, and Oregon Automations is not obligated to export: system logs; internal telemetry; analytics derivatives; proprietary processing outputs; audit trails; uploaded media files (including but not limited to images, photographs, videos, audio files, and document attachments); model outputs; machine learning derivatives; or any data that Oregon Automations cannot extract without disproportionate technical effort.

Oregon Automations may, but is not obligated to, provide additional data beyond the Exportable Client Data on a case-by-case basis, subject to additional fees and reasonable technical feasibility.

7. User Accounts and Authorized Users

7.1 Owner Accounts

Oregon Automations provisions Owner-level accounts solely for Clients with an active paid Service Agreement. The Owner is the named individual or entity that executed the Service Agreement and is contractually bound by these Terms and the Service Agreement.

7.2 Sub-User Accounts

Owners may, through the Platform’s user-management interface, create sub-user accounts (“Sub-Users”) for the Client’s authorized employees, contractors, or agents. The Client is fully and unconditionally responsible for: (a) verifying the identity of every Sub-User it provisions; (b) all activity conducted by every Sub-User, including but not limited to compliance with these Terms, the Service Agreement, the Acceptable Use Policy, and all applicable laws; and (c) ensuring Sub-Users do not exceed the scope of access reasonably necessary for their role.

7.3 Identity Verification Warranty

Client warrants and represents that no Sub-User account is created on behalf of, or grants access to: (a) any individual or entity whose access has previously been suspended, revoked, or deactivated by Oregon Automations; (b) any competitor of Oregon Automations; (c) any party intending to misappropriate Oregon Automations’ proprietary technology, trade secrets, or confidential information; or (d) any party whose identity Client has not verified to a commercially reasonable standard. Provisioning a Sub-User in violation of this warranty constitutes a material breach of these Terms, regardless of the name, email address, contact information, or other identifying information used to create the account, and regardless of Client’s knowledge or intent.

7.4 Credential Sharing Prohibited

Each Owner and Sub-User account is for a single named individual. Sharing of credentials, simultaneous logins from multiple unrelated locations, or use of an account by anyone other than the named individual is strictly prohibited and constitutes a material breach of these Terms. Oregon Automations may impose technical controls including but not limited to device fingerprinting, IP-based access restrictions, concurrent-session limits, multi-factor authentication requirements, and anomaly-based session termination.

7.5 Right to Suspend or Deactivate

Oregon Automations reserves the right, at its sole discretion and without prior notice, to suspend or deactivate any Owner or Sub-User account that violates these Terms, threatens the security or integrity of the Platform, or appears to access the Platform without proper authorization. Re-adding, restoring, or attempting to grant access to any user whose account Oregon Automations has previously suspended or deactivated constitutes a material breach of these Terms and is grounds for immediate termination of the Service Agreement in its entirety, without refund, without cure period, and without further notice.

7.6 Account Limits

Oregon Automations reserves the right, at its sole discretion and without prior notice, to impose limits on the number of Sub-Users a Client may provision, or to require additional fees for Sub-Users exceeding a specified threshold. Any such limits or fees will be communicated through the Service Agreement, the Platform interface, or written notice to the Owner.

8. Confidentiality

8.1 Confidential Information

“Confidential Information” means all non-public information of either party disclosed to or accessed by the other party in connection with these Terms or the Services, including without limitation: software architecture, source code, object code, screenshots, screen recordings, user interface designs, models, algorithms, training data, configurations, pricing terms not publicly listed on the Website, business methods, system internals, integration logic, technical documentation, customer lists, financial information, and any information marked, designated, or that a reasonable person would understand to be confidential.

8.2 Restrictions

Each party agrees that it will not, and will cause its agents and representatives not to: (a) use the other party’s Confidential Information except as expressly necessary to perform under these Terms; (b) disclose Confidential Information to any third party except as expressly permitted by these Terms; (c) reverse engineer, decompile, or attempt to derive the structure or composition of any Confidential Information; (d) capture, record, photograph, or transmit screenshots, screen recordings, or other reproductions of the Platform user interface, configuration screens, or internal workings for any purpose other than the receiving party’s own internal business records; or (e) grant access to the Platform, the Website, or any Confidential Information to any party not expressly authorized under these Terms.

8.3 Exclusions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully known to the receiving party prior to disclosure without obligation of confidentiality; (c) is rightfully obtained from a third party without obligation of confidentiality; or (d) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information.

8.4 Remedies for Breach

Each party acknowledges that any breach of this Section 8 may cause irreparable harm for which monetary damages would be inadequate. Accordingly, in addition to any other available remedies at law or in equity, the non-breaching party shall be entitled to: (a) immediate termination of the Service Agreement; (b) injunctive and other equitable relief without the requirement to post bond; (c) recovery of all actual damages; (d) recovery of liquidated damages as set forth in Section 10; (e) recovery of all attorney fees, court costs, expert fees, and investigation costs; and (f) any other remedies available under federal trade secret law, Oregon trade secret law, or common law.

9. Monitoring and Audit

All access to and use of the Website and Platform is monitored and logged. By accessing or using the Website or Platform, Client, Owners, Sub-Users, and any other authorized or unauthorized accessing party consent to the collection, retention, and analysis of access logs, IP addresses, device identifiers, browser fingerprints, session metadata, behavioral analytics, and other technical telemetry for security, compliance, fraud prevention, forensic investigation, and trade secret protection purposes. Oregon Automations may use automated systems, including machine learning models, to detect anomalous or suspicious activity and may take protective action, including but not limited to session termination, account suspension, and notification of law enforcement.

Oregon Automations reserves the right to audit Client’s user list, access patterns, and compliance with these Terms at any time. Client agrees to cooperate with any such audit and to provide identity verification for active users within five (5) business days of a written audit request.

10. Liquidated Damages

Client acknowledges that any unauthorized disclosure of, access to, or commercialization of Oregon Automations’ Confidential Information, trade secrets, or proprietary technology would cause Oregon Automations irreparable harm; that monetary damages alone would be inadequate to remedy such harm; that the actual harm caused by such conduct is inherently difficult to quantify with precision; and that liquidated damages of one hundred thousand dollars ($100,000) per incident represent a reasonable pre-estimate of the harm caused by any such breach.

Liquidated damages under this Section are in addition to, and not in lieu of, any other available remedy at law or in equity, including without limitation injunctive relief, recovery of actual damages exceeding the liquidated amount, treble damages where authorized by statute, recovery of attorney fees and litigation costs, and criminal referral.

11. Acceptable Use Policy

Client and all Authorized Users agree not to use the Platform to:

• Engage in, facilitate, or promote any activity that violates any applicable federal, state, local, or international law or regulation.
• Harass, threaten, defame, stalk, or harm any individual or entity.
• Upload, transmit, or store content that infringes any copyright, trademark, trade secret, patent, or other intellectual property right of any third party.
• Upload, transmit, or store malware, viruses, worms, Trojan horses, ransomware, spyware, or any other malicious code.
• Upload, transmit, or store content that violates the privacy rights of any third party, including unauthorized collection or disclosure of personal information.
• Use the Platform’s messaging, communication, or content-sharing features (where available) to send unsolicited commercial communications (spam), pyramid schemes, chain letters, or similar.
• Bypass, circumvent, or attempt to bypass any security, authentication, access control, rate limit, or other protective measure of the Platform.

Oregon Automations does not pre-screen, monitor, or moderate Client-generated content as a matter of routine practice but reserves the right to review, remove, or disable access to any content that, in our sole discretion, violates these Terms, applicable law, or threatens the integrity of the Platform. Oregon Automations is not the publisher of Client-generated content and assumes no liability for it under 47 U.S.C. § 230(c) and applicable state-law equivalents. Each Client and Authorized User is solely responsible for content they create, upload, transmit, or store through the Platform.

12. Service Level Agreement (SLA)

12.1 Uptime Commitment

For Clients with an active paid Service Agreement and a Generally Available (GA) Platform, Oregon Automations targets ninety-nine and nine-tenths percent (99.9%) monthly uptime, calculated as the percentage of time during a calendar month that the Platform is available to the Client for ordinary use, excluding the carve-outs described in Section 12.3.

12.2 SLA Does Not Apply To

The SLA does NOT apply to, and uptime is not measured for: (a) Clients without an active fully-executed paid Service Agreement, including but not limited to Clients in development, build, or onboarding phases; (b) non-paying Clients, proof-of-concept Clients, pilot Clients, evaluation Clients, or any Client whose Platform has not been formally launched into production by Oregon Automations; (c) any feature, module, or Service designated as Beta, Experimental, Preview, or similar non-GA status; and (d) the Website itself (as distinct from the Platform).

12.3 Carve-Outs Excluded From Uptime Calculation

The following are excluded from uptime calculations and do not constitute SLA breaches:

• Scheduled maintenance, as described in Section 13.
• Emergency maintenance required to address security threats, data integrity issues, or critical system failures.
• Force majeure events, as described in Section 24.5.
• Client-caused issues, including misuse, misconfiguration, or actions of Owners or Sub-Users.
• Failures of third-party infrastructure outside Oregon Automations’ reasonable control, including but not limited to internet service providers, electrical utilities, content delivery networks, DNS providers, certificate authorities, payment processors, and cloud infrastructure providers.
• Outages caused by attacks, including denial-of-service attacks, intrusion attempts, or other malicious activity.
• Outages affecting only individual Client devices, networks, or connectivity.

12.4 Remedy

Client’s sole and exclusive remedy for any failure to meet the SLA is a service credit equal to up to one (1) month of the Client’s monthly fees, applied to the following billing cycle. Aggregate SLA credits across any rolling twelve (12) month period shall not exceed one (1) month of fees, regardless of the number or severity of incidents. Oregon Automations is not liable for any other damages arising from SLA breaches.

13. Scheduled Maintenance

Oregon Automations may perform scheduled maintenance on the Platform at any time. Where practicable, scheduled maintenance will be performed between 12:00 AM and 4:00 AM Pacific Time. Time spent on any scheduled, emergency, or otherwise necessary maintenance is excluded from SLA uptime calculations regardless of when it occurs.

Oregon Automations is not obligated to provide advance notice of scheduled or emergency maintenance, except where the maintenance is reasonably expected to materially affect Client access to data, in which case Oregon Automations will provide notice when reasonably possible.

14. Modification and Sunset of Features

Oregon Automations may modify, add, remove, sunset, or otherwise alter any feature, module, capability, or component of the Platform at any time, without prior notice. Notice will be provided only for changes that materially affect Client access to data, in which case Oregon Automations will provide notice when reasonably possible.

Implementation of new features, removal of unused features, performance improvements, security updates, user-interface changes, and routine maintenance do not require notice and do not constitute a breach of these Terms or any Service Agreement.

15. Beta and Experimental Features

Until Oregon Automations expressly designates the Platform, or any specific feature or module thereof, as “Generally Available” or “GA” in writing, the Platform and all features shall be considered Beta. Features expressly designated as “Beta,” “Experimental,” “Preview,” or similar non-GA status are provided AS IS, may be modified or removed at any time without notice, are not covered by the SLA in Section 12, and carry no warranty of any kind.

Oregon Automations retains sole and exclusive discretion over when any feature or Service transitions out of Beta or non-GA status. Designation as GA must be communicated in writing (including by release note, contract addendum, or email to the Owner). Use of any Beta or non-GA feature by Client or its Authorized Users is at the Client’s own risk.

16. Fees, Payment, and Cancellation

16.1 Fees

Fees for the Platform and Services are specified in your Service Agreement. General pricing information on the Website is provided for reference and may be revised. The fees applicable to your engagement are those set forth in your executed Service Agreement.

16.2 Payment Failure

If Client’s payment fails for any reason, Client has five (5) days from the date Oregon Automations provides notice of the failure to cure the failure. If payment is not cured within that five-day period, the Service will be suspended. If payment is not cured prior to the end of the calendar month in which the failure occurred, the Service Agreement will be terminated at the end of that calendar month, without further notice and without prejudice to Oregon Automations’ right to collect any unpaid fees.

16.3 Cancellation

Client may cancel its Service Agreement at any time by submitting a cancellation request through the form provided by Oregon Automations for this purpose. Cancellation takes effect at the end of the current paid billing period. Monthly subscriptions are non-refundable. Client retains access to the Platform through the end of the paid period.

16.4 No Hidden Fees

Oregon Automations does not charge hidden fees. All recurring fees applicable to Client’s subscription are set forth in the Service Agreement. Optional add-on services, expedited data exports, additional Sub-User seats (if a limit is in effect), or one-time custom development work may incur separate fees, which will be disclosed in writing and require Client approval prior to incurring such fees.

17. Free Tools and Calculators

The Website may provide free tools and resources for informational and educational purposes only. Any results generated by these tools are estimates based on the information you provide and general industry data. They are not guarantees of actual results, savings, or performance.

You should not rely solely on the output of these tools when making business decisions. Oregon Automations is not responsible for any decisions you make based on the results of our free tools.

18. Disclaimers

THE WEBSITE, PLATFORM, AND ALL CONTENT, TOOLS, AND SERVICES PROVIDED ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OREGON AUTOMATIONS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

OREGON AUTOMATIONS DOES NOT WARRANT THAT THE WEBSITE OR PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. OREGON AUTOMATIONS DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY CONTENT.

THE PLATFORM UTILIZES ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING TECHNOLOGIES. AI- AND ML-GENERATED OUTPUTS ARE TOOLS TO ASSIST BUSINESS OPERATIONS AND MAY REQUIRE HUMAN REVIEW. AI AND ML OUTPUTS ARE NOT A SUBSTITUTE FOR PROFESSIONAL JUDGMENT IN ANY REGULATED INDUSTRY. OREGON AUTOMATIONS DOES NOT REPRESENT AI- OR ML-ASSISTED INTERACTIONS AS HUMAN INTERACTIONS. WHILE WE STRIVE FOR ACCURACY, WE DO NOT GUARANTEE THAT AI- OR ML-ASSISTED PROCESSES WILL PRODUCE ERROR-FREE RESULTS IN ALL CIRCUMSTANCES.

19. Professional Disclaimer

Oregon Automations provides general-purpose business platform and automation services. Our Services do not constitute and shall not be construed as: legal advice or the practice of law; accounting, tax, or financial advisory services; medical advice or healthcare services; construction contracting or any activity requiring licensure under ORS 701; real estate brokerage or property management services under ORS 696; or any other form of professional advice or service requiring licensure under Oregon or federal law.

We serve Clients across multiple industries. In each case, our Platform is designed to streamline business operations and does not replace the professional judgment, licensure, or regulatory responsibilities of the Client. Clients retain sole responsibility for all professional decisions made using or informed by Platform outputs.

20. Client Backup Responsibility

Client is solely responsible for maintaining independent copies of any mission-critical data the Client submits to or stores within the Platform. Oregon Automations maintains commercially reasonable backup procedures for its own operational purposes but does not warrant the availability, completeness, or recoverability of any specific Client Data following data loss, corruption, deletion, or service interruption. Client’s right to export Client Data under Section 6 is the Client’s designated mechanism for maintaining its own copies.

21. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OREGON AUTOMATIONS, ITS OFFICERS, MEMBERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE WEBSITE, PLATFORM, OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF OREGON AUTOMATIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

FOR CLIENTS WITH AN ACTIVE SERVICE AGREEMENT, OREGON AUTOMATIONS’ TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO OREGON AUTOMATIONS DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. FOR WEBSITE VISITORS WITHOUT A SERVICE AGREEMENT, OREGON AUTOMATIONS’ TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

The limitations in this Section apply to the fullest extent permitted by Oregon law. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such cases, the limitations shall apply to the greatest extent permitted by law.

22. Indemnification

Client agrees to indemnify, defend, and hold harmless Oregon Automations, its officers, members, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorney fees) arising out of or in connection with: (a) Client’s use of the Website, Platform, or Services; (b) Client’s violation of these Terms or the Service Agreement; (c) Client’s violation of any applicable law or regulation; (d) any content or information Client or its Authorized Users submit through the Website or Platform; or (e) the acts or omissions of any Sub-User or other party to whom Client grants access.

23. Term and Termination

23.1 Term

These Terms are effective as of the date you first access the Website, Platform, or Services and continue until terminated. Your right to access the Website may be terminated by Oregon Automations at any time, with or without cause, upon notice posted on the Website or sent to you electronically. Service Agreements have their own term and renewal provisions as set forth in Section 2.

23.2 Effect of Termination

Upon termination of these Terms, your right to access the Website ceases immediately. Termination of these Terms does not affect any active Service Agreement, except where termination is the result of a material breach by Client, in which case Oregon Automations may, at its sole discretion, also terminate the Service Agreement.

23.3 Material Breach

Without limiting any other ground for material breach, the following constitute material breach entitling Oregon Automations to immediately terminate the Service Agreement, without refund and without cure period: (a) violation of Section 4 (Intellectual Property and Trade Secrets); (b) violation of Section 7.3 (Identity Verification Warranty); (c) violation of Section 7.4 (Credential Sharing Prohibited); (d) violation of Section 7.5 (re-adding deactivated users); (e) violation of Section 8 (Confidentiality); (f) violation of Section 11 (Acceptable Use Policy); and (g) failure to pay fees that remains uncured at the end of the calendar month in which the failure occurred.

23.4 Data Upon Termination

For Clients with a Service Agreement, upon termination Oregon Automations will retain Client Data for a period of thirty (30) days to facilitate data retrieval pursuant to Section 6. During this period, the Owner may request export of Exportable Client Data in accordance with Section 6. After the thirty-day period, Oregon Automations will delete or anonymize all Client Data in accordance with the Privacy Policy, unless retention is required by law.

23.5 Survival

The following Sections survive termination of these Terms: Section 4 (Intellectual Property and Trade Secrets), Section 5 (Client Data Ownership and Privacy), Section 8 (Confidentiality), Section 9 (Monitoring and Audit), Section 10 (Liquidated Damages), Section 18 (Disclaimers), Section 21 (Limitation of Liability), Section 22 (Indemnification), Section 24 (Governing Law and Dispute Resolution), and any other provisions which by their nature should survive termination.

24. Governing Law and Dispute Resolution

24.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Oregon and the federal laws of the United States, without regard to conflict of laws principles.

24.2 Jurisdiction and Venue

Any legal action or proceeding arising under or in connection with these Terms shall be brought exclusively in the state or federal courts located in Deschutes County, Oregon. You consent to the personal jurisdiction of such courts and waive any objection to venue.

24.3 Statute of Limitations

Any claim arising under or relating to these Terms must be commenced within two (2) years after the cause of action accrues, regardless of any longer statute of limitations that might otherwise apply under Oregon law (ORS 12.080).

24.4 Attorney Fees

In any action or proceeding to enforce these Terms, the prevailing party shall be entitled to recover reasonable attorney fees, court costs, expert fees, and investigation costs, in accordance with ORS 20.096.

24.5 Force Majeure

Oregon Automations shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, acts of government, war, civil unrest, cyberattacks, power outages, internet outages, third-party service failures, or disruptions to infrastructure. This Section does not excuse Client’s payment obligations.

25. Changes to These Terms

Oregon Automations reserves the right to modify these Terms at any time. When we make material changes, we will update the “Effective Date” at the top of this page and post the revised Terms on the Website. For significant changes, we will provide notice through a prominent announcement on the Website at least thirty (30) days before the changes take effect.

Continued use of the Website, Platform, or Services after the effective date of any modifications constitutes acceptance of the revised Terms. For Clients with an active Service Agreement, modifications to these Terms automatically apply to the Service Agreement on its next monthly renewal unless the Service Agreement expressly states otherwise.

26. Electronic Communications

By using the Website, Platform, or providing your email address, you consent to receive electronic communications from Oregon Automations, including notices, agreements, billing communications, and other information. You agree that all agreements, notices, and other communications provided electronically satisfy any legal requirement that such communications be in writing, consistent with the Oregon Uniform Electronic Transactions Act (ORS Chapter 84).

27. General Provisions

27.1 Entire Agreement

These Terms, together with the Privacy Policy and any applicable Service Agreement, constitute the entire agreement between you and Oregon Automations regarding the subject matter hereof and supersede all prior or contemporaneous oral or written agreements relating to such subject matter.

27.2 Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

27.3 Waiver

The failure of Oregon Automations to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by Oregon Automations.

27.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. Oregon Automations may assign its rights and obligations without restriction. These Terms are binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

27.5 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights. No person or entity other than you and Oregon Automations has any rights under these Terms.

27.6 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

28. Contact Information

If you have questions about these Terms or need to contact us for any reason, you may reach us at:

• Email: [email protected]
• Phone: (458) 206-3140
• Mail: Oregon Automations LLC, Bend, Oregon 97701