Terms of Service

Last updated: September 25, 2026

These Terms of Service (the "Terms") govern your use of the HelioTest application and website (the "Application"), operated by AlpenGrid Analytics LLC, a Colorado limited liability company ("AlpenGrid", "we", "us"). "You" and "Customer" mean the organization on whose behalf the Application is used, and the person acting for it.

You accept these Terms by clicking "I agree" or checking a box that refers to them when you create an account or complete a checkout, and in any case by creating an account, by using the Application, or by purchasing a plan in the Application or through our checkout. If you do not agree to them, do not use the Application.

Part 1 sets out the terms of sale for the plans offered on our pricing page: what each plan includes, what it costs, how it renews, how to cancel, and when fees are refunded. Part 2 sets out the terms under which we provide the Application to every user, paying or not.

If your organization has signed a separate Software as a Service Agreement with us, that agreement governs your subscription, and these Terms apply only to the extent it is silent.

Part 1 — Terms of sale

1. Plans and what they include

The Application is offered on the plans described on our pricing page. The features, prices and usage limits shown there at the time of your purchase are part of your order. Where these Terms and the pricing page differ on a number, the pricing page at the time of purchase governs.

A "Site" is a single photovoltaic installation to be tested within the Application. A "test instance" is one configured test run. "Paid deliverables" are the outputs that the Basic plan does not include: PDF test reports, export packages, calculator workbooks and the underperformance diagnostics, and the connection to third-party monitoring platforms for data import.

  • Basic is free of charge. You may create one Site, model it and run tests within the published limits, and view the results on screen. Paid deliverables are not included.
  • Single Test is a one-time purchase, not a subscription. It licenses one Site of your choice for 90 days from the date of purchase. During that window the licensed Site has every paid deliverable available to it, and your organization's usage limits are raised to the Single Test limits published on the pricing page. The licensed Site is chosen at checkout and cannot be swapped afterwards. Section 7 describes what happens when the 90 days end.
  • Premium is an annual subscription. While it is active, every Site in your organization has every paid deliverable available to it, within the Premium usage limits published on the pricing page. It renews automatically as described in Section 4.
  • Enterprise is offered under a separate written agreement with usage limits set for your organization. These Terms apply to Enterprise customers only where that agreement is silent.

You may not exceed the usage limits of your plan without our prior written consent and payment of any additional fees we specify. Limits are enforced in the Application; the Application tells you when a limit is reached.

2. Ordering

A purchase made in the Application or through our checkout is an order for access to the Application and is governed by these Terms. By placing an order you represent that: (a) you are a corporation, the sole proprietorship of an individual 18 years or older, or another entity authorized to do business under applicable law; (b) you have the authority to bind that entity to these Terms; and (c) the information you provide about yourself and your organization is accurate. Purchases can be made only by an owner of the organization in the Application.

Purchases by invoice or purchase order are available on request through the contact details on the pricing page. An invoiced order is subject to Section 3 and to any signed order form.

3. Fees, payment and taxes

Prices. All prices are in US dollars. At the date of these Terms the Single Test is $599 one-time and Premium is $999 per twelve months. The pricing page shows the current prices.

Payment at checkout. Online purchases are paid through our payment processor, Stripe, using the payment methods offered at checkout. The Single Test fee and the first year of a Premium subscription are charged in full when you complete checkout; your plan is activated once the payment is confirmed. We do not store your card details; Stripe does, under its own terms and privacy policy. A receipt is emailed to you by Stripe for each payment.

Invoiced orders. Where we agree to invoice you, invoices are due within thirty (30) days of issuance. Late payments accrue interest from the due date at the lower of 1.5% per month or the highest rate permitted by applicable law.

Taxes. Fees are exclusive of taxes. Applicable sales tax is calculated at checkout from the billing address you provide and shown before you pay. Fees are otherwise payable without deduction for any sales, use, excise, ad valorem, property, withholding, value-added or similar tax, all of which are your responsibility; this does not apply to taxes based on our net income. If your organization is tax-exempt, contact us before purchasing and provide a valid exemption certificate. If applicable law requires you to withhold or deduct any tax, you shall pay us the withheld amount in addition to the fees due.

4. Renewal and cancellation

Automatic renewal. A Premium subscription runs for an initial term of twelve (12) months from the date of purchase and renews automatically for successive twelve-month terms unless cancelled before the end of the current term. At each renewal the payment method on file is charged the then-current annual fee. We email the owner of your organization at least thirty (30) days before each renewal date, stating that the subscription will renew unless cancelled, the fee that will be charged, and how to cancel.

How to cancel. The owner of your organization can cancel at any time from Manage billing on the organization page in the Application, which opens the billing portal. Cancellation takes effect at the end of the paid term: your organization keeps Premium until then, and is not charged again. No notice period applies to a cancellation made through the billing portal. A cancellation can be reversed in the portal until the term ends.

No refund for the remainder of a term. Cancelling does not refund the fee for the current term or any part of it, except as stated in Section 8.

Non-renewal by us. We may decline to renew a subscription by giving you at least sixty (60) days' written notice before the end of the current term.

Discontinuation. We may discontinue the Application on at least sixty (60) days' written notice. In that case we refund the pro-rata portion of any prepaid subscription fee for the unused remainder of your term, and the pro-rata portion of a Single Test fee for the unused remainder of its 90-day window.

5. Failed renewal payments

If a renewal charge fails, Stripe retries the payment over the following weeks and emails you to update your payment method, and the Application shows a payment problem on your organization page. Your Premium access continues during the retry period. If the payment cannot be collected by the end of it, the subscription ends, your organization returns to the Basic plan and limits, and Section 7 applies to the Sites it covered.

6. Single Test credit toward Premium

If you purchase Premium within 90 days of purchasing a Single Test, the Single Test fee is credited in full against the first year's Premium fee. The credit applies once, to the first term only; renewals are charged at the full annual fee. The credit is withdrawn if the Single Test payment is refunded or charged back. It cannot be exchanged for cash or applied to anything else.

7. When a paid plan ends

A Single Test window ends 90 days after purchase. A Premium subscription ends at the end of a cancelled or unpaid term. When that happens:

  • Your paid deliverables stay downloadable. PDF reports, export packages and calculator workbooks produced for a Site that was licensed by a Single Test, or that was covered by a Premium subscription, remain available for download after the plan ends. We do not take back what you have paid for.
  • The covered Site becomes read-only. Until a plan covers it again, you cannot edit the Site or its test runs, create or copy test runs under it, re-run a test, or fetch data from a monitoring platform for it. You can still view everything, and you can still delete the Site or its test runs.
  • Everything else continues on Basic. Sites that were never licensed or covered are unaffected and remain usable within the Basic limits. Your organization's limits return to the Basic limits; existing Sites and test runs above those limits are kept but no new ones can be created until you are within them or on a paid plan again.
  • Buying again lifts the restriction. A new Single Test for the Site, or a new Premium subscription, restores full use immediately.

We email the owner of your organization before a Single Test window ends.

8. Refunds and chargebacks

Fees are non-refundable, except as expressly stated in this Section. The Single Test license and the Premium subscription are activated immediately on payment and can be used in full from that moment, and the deliverables produced under them remain yours to download after they end (Section 7). Accordingly:

  • A Single Test fee is not refunded after purchase, whether or not the licensed Site was tested during the 90-day window.
  • A Premium fee is not refunded on cancellation, for the unused part of a term, or because a term was allowed to renew.
  • We refund fees where Section 4 (discontinuation) or Section 16 (infringement remedy) says so, and where required by applicable law.

If you believe you have been charged in error, contact us at the address in Section 23 before disputing the charge with your bank. Where we issue a refund at our discretion, we may remove the license or subscription the payment bought and any credit it earned. A payment that is charged back or disputed with your bank or card issuer may result in the suspension of the license or subscription it paid for, and we may recover the disputed amount and any fees charged to us.

9. Changes to plans and prices

We may change the prices, features and usage limits of our plans for future purchases at any time by updating the pricing page. A change to the price or the limits of a Premium subscription that is already running applies only from its next renewal, and we notify the owner of your organization at least thirty (30) days before that renewal date. You may cancel before the renewal under Section 4 if you do not accept the change.

We may revise the features and functions of the Application at any time, including by removing them. If a revision materially reduces the functionality of a plan you have paid for, you may terminate your subscription within thirty (30) days of notice of the revision, and we refund the pro-rata portion of the prepaid fee for the unused remainder of your term.

Part 2 — Terms of use

10. Access to the Application

During your use of the Application, and during the term of any plan you purchase, we shall use commercially reasonable efforts to make the Application available to you, and you may access and use it for your internal business purposes, subject to your plan's usage limits and to these Terms. We do not guarantee uninterrupted availability and are not liable for downtime or service interruptions except to the extent caused by our gross negligence or willful misconduct.

You may reproduce and use our documentation solely as necessary to support your users' use of the Application.

Online plans include the in-application documentation and email support at the address in Section 23. Training and onboarding sessions are not included and are available as a separate service.

11. Monitoring platform connections

The Application can import measured data from third-party monitoring platforms such as AlsoEnergy and SolarEdge, using the account credentials or API keys you enter. By entering them you authorize us to access those accounts on your behalf, solely to import the data you request into the Application, and you confirm that you have the right to grant that access under the platform's terms and under your agreements with the site owner and any other party the data belongs to. You may revoke the access at any time by removing the credentials from the Application.

Monitoring platforms are operated by third parties under their own terms. We are not responsible for their availability, for the accuracy or completeness of the data they return, or for changes to their interfaces, and we may withdraw or change a connection when a platform changes or withdraws its interface. An unavailable, failed or changed connection is not a material reduction of the functionality of a plan under Section 9. Measured data can also be uploaded as a file.

12. Your data and privacy

"Customer Data" means all information processed or stored through the Application by you or on your behalf, including the measured and modeled data you upload or import.

Ownership and license. As between you and us, you own Customer Data and the test results, reports, diagnostics, export packages and calculator workbooks the Application produces from it for you ("Results"). You grant us a non-exclusive, worldwide, royalty-free license to host, store, copy, process, transmit and display Customer Data and Results, and to create Results from Customer Data, solely as necessary to provide the Application and support to you and as otherwise permitted by this Section. This does not transfer any right in the Application itself, including the report templates, methodology descriptions and other content of ours that appears in a Result.

The following is subject to applicable law, including laws related to personal data that govern our handling of Customer Data ("Privacy/Security Laws").

  • Limited use. We shall not access, process or otherwise use Customer Data other than as necessary to provide the Application, and shall not give access to Customer Data to any third party except our subcontractors that need such access to provide the Application and are bound by a reasonable written agreement governing the use and security of Customer Data. We shall exercise reasonable efforts to prevent unauthorized disclosure or exposure of Customer Data.
  • De-identified data. We may use, reproduce, publicize or otherwise exploit De-Identified Data in any way, including aggregated with data from other customers, provided the de-identification is performed in accordance with applicable law. "De-Identified Data" is Customer Data with the following removed: information that identifies or could reasonably be used to identify an individual person or household, and information that directly identifies you by name or account number.
  • Required disclosure. We may disclose Customer Data as required by applicable law or by proper legal or governmental authority. We shall give you prompt notice of any such demand and reasonably cooperate, at your expense, in any effort to seek a protective order or otherwise contest the disclosure.
  • Risk of exposure. You recognize that hosting data online involves risks of unauthorized disclosure or exposure and that, in using the Application, you assume such risks. We offer no guarantee that Customer Data will not be exposed or disclosed through errors or the actions of third parties, but shall continue to exercise reasonable efforts to prevent unauthorized disclosure as stated above.
  • Additional compliance work. We may charge reasonable additional fees, at our then-current rates and on at least thirty (30) days' prior written notice, for activities required by Privacy/Security Laws and for activities you request to help you comply with them.
  • Data accuracy. We have no responsibility or liability for the accuracy of data uploaded to or imported into the Application by you or your users. Results are computed from the data you provide; Section 17 says more.
  • Erasure. We may permanently erase Customer Data if your account is delinquent, suspended or terminated for thirty (30) days or more, provided we have given you at least fifteen (15) days' prior written notice of our intent to do so.
  • Excluded data. You warrant that you will not transmit to us any data subject to regulatory frameworks or security standards beyond those expressly agreed in these Terms ("Excluded Data"), including protected health information, payment card data, and data subject to ITAR or EAR export controls, or data governed by HIPAA, PCI DSS, the Gramm-Leach-Bliley Act or IRS Publication 1075. You shall promptly notify us upon discovering any Excluded Data within Customer Data. We have no obligation to protect Excluded Data and no liability for any exposure, disclosure or loss involving it.

How we handle personal information is described in our Privacy Policy.

13. Your responsibilities

Acceptable use. You shall comply with your plan's usage limits. You shall not: (a) use the Application for service bureau or time-sharing purposes or in any other way allow third parties to exploit it; (b) provide passwords or other log-in information to any third party; (c) share non-public features or content of the Application with any third party; (d) access the Application in order to build a competitive product or service, to build a product using similar ideas, features, functions or graphics, or to copy any of them; or (e) engage in web scraping or data scraping on or related to the Application, including through any software that simulates human activity or any bot or web crawler. If we suspect a breach of this Section, including by your users, we may suspend your access to the Application without advance notice, in addition to our other remedies. Nothing in these Terms requires us to take action against any user or third party for such a breach, but we are free to do so.

Unauthorized access. You shall take reasonable steps to prevent unauthorized access to the Application, including by protecting your passwords and other log-in information. You shall notify us immediately of any known or suspected unauthorized use of the Application or breach of its security and use best efforts to stop it.

Compliance with laws. In your use of the Application you shall comply with all applicable laws, including Privacy/Security Laws.

Your users. A "User" is any individual who uses the Application on your behalf or through your account, whether authorized or not. You are responsible and liable for your Users' use of the Application, including unauthorized User conduct and any conduct that would violate your usage limits or these Terms, and for any use of the Application through your account, whether authorized or not.

14. Intellectual property and feedback

We retain all right, title and interest in and to the Application, including all software used to provide it and all graphics, user interfaces, logos and trademarks reproduced through it. These Terms do not grant you any intellectual property license or rights in or to the Application or any of its components, except to the limited extent necessary for your use of the Application as authorized by these Terms. The Application and its components are protected by copyright and other laws.

We do not agree to treat as confidential any suggestion or idea for improving or otherwise modifying our products or services ("Feedback") that you or your Users give us, and nothing in these Terms restricts our right to use, profit from, disclose, publish, keep secret or otherwise exploit Feedback without compensating or crediting you. Feedback will not be considered your trade secret.

15. Confidential information

"Confidential Information" means any non-public information we disclose to you in connection with these Terms, including our documentation and any information marked or designated as confidential, but excluding information that: (i) was already in your possession without obligation of confidentiality; (ii) you independently developed without reference to Confidential Information; (iii) becomes publicly available other than through your fault; or (iv) we approve for release in writing.

You shall use Confidential Information solely in connection with your authorized use of the Application and shall not disclose it to any third party without our prior written consent. You may share it with your employees and contractors who need to know it, and you remain responsible for their compliance. You shall protect it with at least the care you use for your own confidential information, and no less than reasonable care, and shall promptly notify us of any known or suspected misuse. You may disclose Confidential Information to the extent required by law or governmental order, provided you give us prompt prior notice and reasonably cooperate, at our expense, in any effort to obtain a protective order.

These obligations end two (2) years after the date of disclosure, except that obligations regarding our trade secrets continue for as long as the information remains a trade secret under applicable law. On termination you shall return or destroy all copies of Confidential Information and, on request, certify the destruction in writing. A breach of this Section may cause us irreparable harm for which monetary damages would be inadequate, and we may seek injunctive or other equitable relief in addition to other remedies. These Terms do not transfer ownership of, or grant a license to, Confidential Information.

Pursuant to 18 U.S.C. 1833(b), an individual may not be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (a) in confidence to a government official or attorney solely for reporting or investigating a suspected violation of law, or (b) in a complaint or other document filed under seal in a lawsuit. An individual suing for retaliation based on reporting a suspected violation of law may disclose and use trade secret information in that proceeding, subject to filing under seal and court order.

16. Warranties and disclaimers

From us. We represent and warrant that we own the Application and each of its components, or hold a valid license to them, and that we have and will maintain the full power and authority to grant the rights to use the Application set out in these Terms without the further consent of any third party. This warranty does not apply to use of the Application in combination with hardware or software not provided by us. In case of breach of this warranty we shall, at our own expense and promptly: (a) secure for you the right to continue using the Application; (b) replace or modify the Application to make it non-infringing; or, if neither is commercially practical in our reasonable opinion, (c) refund the fees paid for the plan, pro-rated for the part of its term remaining after your access ceases as a result of the breach. If we exercise option (c) you shall promptly cease all use of the Application and its documentation. This paragraph, together with your right to terminate where applicable, states your sole remedy and our entire liability for breach of this warranty.

From you. You represent and warrant that: (a) you have the full right and authority to enter into and perform these Terms, and no pending or threatened claim or litigation known to you would have a material adverse impact on your ability to do so; (b) you have accurately identified yourself and have not provided inaccurate information about yourself to or through the Application; and (c) you meet the eligibility requirement in Section 2.

Disclaimers. EXCEPT AS SET OUT ABOVE IN THIS SECTION, YOU ACCEPT THE APPLICATION "AS IS," WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE FOREGOING: (a) EXCEPT AS SET OUT ABOVE, WE HAVE NO OBLIGATION TO INDEMNIFY OR DEFEND YOU OR YOUR USERS AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (b) WE DO NOT REPRESENT OR WARRANT THAT THE APPLICATION WILL PERFORM WITHOUT INTERRUPTION OR ERROR; AND (c) WE DO NOT REPRESENT OR WARRANT THAT THE APPLICATION IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT CUSTOMER DATA WILL REMAIN PRIVATE OR SECURE.

17. Test results and reports

Computational aids, not engineering services. The Application computes Results from the Customer Data and the test configuration you provide. Results are computational aids for use by qualified engineers. They are not engineering services, professional advice, a professional engineer's seal or certification, an independent engineer's report, or a certification of any photovoltaic system's performance, and we are not the engineer of record for any project.

Your data and your settings. The accuracy of a Result depends on the Customer Data it is computed from, including the calibration of sensors, the quality of meter and inverter data, and data imported from monitoring platforms, and on the test method, parameters, filters and reporting conditions you select. We do not verify Customer Data or your settings, and we do not warrant that any Result is accurate, complete or fit for a particular purpose.

Standards and test protocols. The Application supports test methods based on ASTM E2848 and other test methods you configure. You are responsible for selecting the test method, parameters and reporting conditions, and for their conformance with the revision of ASTM E2848 or other standard that applies to your project and with the test protocol in your own contracts.

No third-party reliance. Results are provided for your internal use. A site owner, lender, contractor, counterparty or other third party to whom you give a Result has no rights under these Terms and may not rely on the Result as against us. You are responsible for any use a third party makes of a Result you provide.

Your decisions. You are solely responsible for every decision made or action taken on the basis of a Result, including the acceptance of a system as complete or substantially complete, the assessment or payment of liquidated damages, bonuses or penalties, claims under performance guarantees or warranties, and financing or investment decisions. TO THE FULLEST EXTENT PERMITTED BY LAW, WE HAVE NO LIABILITY FOR ANY SUCH DECISION OR ACTION OR ITS CONSEQUENCES.

18. Indemnification

You shall defend, indemnify and hold harmless AlpenGrid and its officers, directors, members, parents, subsidiaries, agents, successors and assigns ("AlpenGrid Associates") against any third-party claim, suit or proceeding arising out of or related to your use of the Application, Customer Data or any Result, including a claim by a third party that relied on or used a Result you provided (an "Indemnified Claim"), except to the extent it arises out of our gross negligence or willful misconduct. Your obligations include payment of settlements, judgments and reasonable costs, and reimbursement of the reasonable attorneys' fees we incur before you assume the defense. If you fail to assume the defense in time to avoid prejudicing it, we may defend the Indemnified Claim without loss of rights under this Section. We may reject, not unreasonably, any settlement or compromise that requires us or an AlpenGrid Associate to admit wrongdoing or liability or subjects either to an ongoing affirmative obligation.

19. Limitation of liability

OUR CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID OR PAYABLE BY YOU TO US FOR THE APPLICATION IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

EXCEPT WITH REGARD TO BREACHES OF SECTION 15 (CONFIDENTIAL INFORMATION) OR EITHER PARTY'S WILLFUL MISCONDUCT, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS, OR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF SUCH DAMAGES WERE FORESEEABLE, OR EVEN IF THE OTHER PARTY'S REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

These limitations extend to our affiliates, licensors, subcontractors and their respective directors, officers, employees and agents. You acknowledge that we have set our pricing in reliance on the limitations and disclaimers in Sections 16, 17 and 19, which form an essential basis of the bargain between the parties. If applicable law limits the application of this Section, the relevant party's liability will be limited to the maximum extent permissible.

20. Term, suspension and termination

Term. These Terms apply from the moment you create an account or first use the Application and continue until your account and your organization are deleted or terminated. The term of a Single Test and of a Premium subscription is set out in Part 1.

Termination for cause. Either party may terminate for the other's material breach by written notice specifying the nature of the breach, effective in thirty (30) days unless the breach is cured first, or effective immediately if the breach is not subject to cure.

Termination by you. You may stop using the Application and delete your organization at any time from the Application. Deleting an organization does not by itself cancel a running Premium subscription; cancel it first under Section 4, or contact us. Fees already paid are not refunded.

Effects of termination. On termination you shall cease all use of the Application and delete, destroy or return all copies of our documentation in your possession or control. You may request a copy of your Customer Data within thirty (30) days following termination, and we shall make it available in a commercially reasonable format; thereafter we may erase Customer Data in accordance with Section 12. The following survive termination or expiration: any obligation to pay fees incurred before termination; Sections 14 (Intellectual property and feedback), 15 (Confidential information), 16 (Disclaimers), 17 (Test results and reports), 18 (Indemnification), 19 (Limitation of liability) and 21 (Governing law and disputes); and any other provision that must survive to fulfill its essential purpose.

21. Governing law and disputes

Governing law. These Terms and all claims arising out of or related to them or to the Application, including tort claims, are governed by the laws of the State of Colorado, without regard to its conflict-of-laws rules.

Informal resolution first. Before starting a proceeding, a party shall give the other written notice describing the dispute, and the parties shall try in good faith to resolve it for thirty (30) days after the notice is received. Neither party may start a proceeding before that period ends, except to seek injunctive or other equitable relief.

Courts. Each party consents to the exclusive personal jurisdiction of the federal and state courts located in Denver, Colorado, for any proceeding arising out of or related to these Terms or the Application.

JURY TRIAL WAIVER. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE APPLICATION.

CLASS ACTION WAIVER. EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED OR REPRESENTATIVE PROCEEDING. IF THIS WAIVER IS FOUND UNENFORCEABLE FOR A PARTICULAR CLAIM, IT DOES NOT APPLY TO THAT CLAIM, AND THE REST OF THIS SECTION CONTINUES TO APPLY.

22. General terms

Independent contractors. The parties are independent contractors. Neither is the agent of the other, and neither may make commitments on the other's behalf.

Notices. We may send notices under these Terms to the email addresses of your organization's owner and members as held in the Application, and such notices are deemed received 24 hours after they are sent. You may send notices to us at ap@alpengridanalytics.com, deemed received 24 hours after they are sent. Notices of termination or breach must be sent by email with read receipt or by certified mail to our postal address in Section 23 to be effective.

Force majeure. No delay, failure or default, other than a failure to pay fees when due, will constitute a breach of these Terms to the extent caused by acts of war, terrorism, hurricanes, earthquakes, epidemics, other acts of God or of nature, strikes or other labor disputes, riots or other acts of civil disorder, embargoes, government orders responding to any of the foregoing, or other causes beyond the performing party's reasonable control.

Assignment. You may not assign these Terms or any of your rights or obligations under them without our express written consent. We may assign them without your consent, including in connection with a merger, acquisition, reorganization or sale of all or substantially all of our assets. Subject to the foregoing, these Terms bind and benefit the parties' respective successors and assigns.

Severability and waiver. If a provision of these Terms is held invalid or unenforceable, it will be interpreted to fulfill its intended purpose to the maximum extent permitted by law, and the remaining provisions continue in full force. Neither party waives any right under these Terms by lapse of time or by any statement other than an explicit written waiver by an authorized representative, and no waiver of a breach is a waiver of any other breach.

Export. You shall not permit any third party to access or use the Application in violation of any U.S. law or regulation, or export any software we provide except in compliance with all applicable U.S. laws and regulations. Without limiting the foregoing, you shall not permit access to or use of the Application in, or export such software to, a country or region subject to a United States embargo.

Order of precedence. If these Terms conflict with any other policy we post online, including our Privacy Policy, these Terms govern. If your organization has signed a Software as a Service Agreement or order form with us, that document governs over these Terms to the extent of any conflict.

Entire agreement. These Terms, together with the pricing page at the time of your purchase and any order confirmation, are the entire agreement between the parties regarding the Application and supersede all prior or contemporaneous writings, negotiations and discussions on the subject. Neither party has relied on any such prior communication.

Changes to these Terms. We may update these Terms from time to time. We post the updated Terms on this page and update the "Last updated" date above, and we notify the owner of your organization by email of any material change at least thirty (30) days before it takes effect. A change applies to a running Premium subscription from its next renewal. Your continued use of the Application after a change takes effect constitutes acceptance of the revised Terms; if you do not accept them, stop using the Application and, where applicable, cancel under Section 4.

23. Contact

Questions about these Terms, a purchase, an invoice or a refund:

AlpenGrid Analytics LLC
A Colorado limited liability company
7000 Broadway, Ste 104
Denver, CO 80221
United States
Email: peter@alpengridanalytics.com