Terms of Service

1. Agreement to these terms

By accessing this website or by engaging AC GREYSER ENGRG SERVICES to perform engineering work, you agree to be bound by these Terms of Service. If you do not agree with any part of these terms, please do not use the website and do not commission services from us. Where a signed contract, purchase order or statement of work exists between us and your organisation, that document takes precedence over these terms to the extent of any conflict, and these terms fill the gaps that the document does not address.

These terms apply to all visitors of the website, to prospective clients who request a quotation, and to clients who hold an active contract. They also apply to suppliers and subcontractors who interact with us through the website, unless a separate agreement governs that relationship.

2. Definitions used in these terms

In these terms, the words below have the following meanings. The Company refers to AC GREYSER ENGRG SERVICES, registered at 34 MARSILING DRIVE, #09-381, Singapore - 730034, Singapore (SG). The Client refers to the organisation or individual that commissions services from the Company. The Website refers to the site published at acgreysereng.buzz and any subdomain operated by the Company. Services refers to the design, integration, commissioning, retrofit and support activities described in a proposal or contract. Deliverables refers to documents, software, drawings, configurations and other items supplied to the Client. Site refers to any premises where the Company performs work. Working Day refers to a day other than a Saturday, Sunday or public holiday in Singapore.

A reference to writing includes email unless a specific clause requires a signed document. A reference to a clause is a reference to a clause of these terms. Headings are provided for convenience and do not affect interpretation.

3. Scope of services

The Company provides computer integrated systems design and related engineering services. These include control system architecture, production line integration, SCADA and HMI engineering, commissioning and site acceptance, retrofit and line upgrades, and maintenance and support contracts. The precise scope of any engagement is defined in a written proposal or statement of work that identifies the deliverables, the assumptions, the exclusions and the acceptance criteria.

Any activity not expressly listed in the agreed scope is excluded. The Client acknowledges that engineering work on live production equipment can reveal conditions that were not visible during the survey, and that such conditions may require a variation to the scope. The Company will not perform additional work without a written instruction from the Client, and the Client will not be charged for work it has not authorised.

4. Proposals, quotations and orders

A proposal issued by the Company remains valid for the period stated in the document, or for thirty days if no period is stated, and it is subject to the availability of personnel, components and manufacturing slots. A proposal is not an offer capable of acceptance until the Company confirms the order in writing. The Company may decline an order for any lawful reason, including a conflict of interest, an unsafe site condition or a request that falls outside its competence.

Where the Client issues a purchase order, the order is accepted on the basis of these terms and the agreed proposal. Any standard terms printed on a Client purchase order that conflict with these terms have no effect unless the Company agrees to them in writing and signed by an authorised representative.

5. Client responsibilities

The Client will provide accurate information about the plant, the process, the existing control equipment and any known hazards. The Client will make available the personnel, drawings, network access, power, workspace and test materials reasonably required for the work. Where the Client supplies equipment, software licences or third party services, the Client is responsible for their suitability, their licensing and their timely delivery.

The Client will nominate a single point of contact empowered to make decisions and to approve variations. Delays caused by missing information, unavailable equipment or late decisions may affect the schedule, and any resulting additional cost will be handled as a variation. The Client remains responsible for the safe operation of its plant and for compliance with the laws that apply to its own activities.

6. Site access and safety

The Client will grant the Company safe access to the Site during agreed hours and will inform the Company of all site rules, permit requirements and safety procedures. The Company will comply with those rules and will ensure that its personnel hold the required qualifications and certifications for the tasks assigned. Where a permit to work, a hot work permit or an isolation certificate is required, the Client will arrange it in good time.

If a site condition is unsafe, the Company may suspend work and remove its personnel until the condition is corrected. Such a suspension is not a breach of contract by the Company, and the Client remains responsible for the costs already incurred. The Company will maintain appropriate insurance cover for its personnel and will provide evidence of that cover on reasonable request.

7. Fees, invoicing and payment

Fees are set out in the agreed proposal and may be expressed as a fixed sum, as time and materials, or as a combination of both. Unless the proposal states otherwise, fees exclude taxes, duties, travel, accommodation and third party licence costs, which are charged in addition where they apply. The Company will invoice according to the milestone schedule in the proposal, or monthly for continuing work.

Invoices are payable within thirty days of the invoice date unless the proposal states a different period. Interest may be charged on overdue amounts at the rate allowed by law. If an invoice remains unpaid beyond the agreed period, the Company may suspend work and withhold deliverables until payment is received. The Client is not entitled to set off any amount against an invoice without the written agreement of the Company.

8. Changes and variations

Either party may request a change to the scope, the schedule or the technical solution. A requested change is not binding until the Company has assessed its impact on cost, schedule and risk and the Client has approved that assessment in writing. The Company will use reasonable efforts to minimise the disruption that a change causes, but it cannot guarantee that a change made late in a project will avoid an effect on the completion date.

Where a change arises from an unforeseen site condition, a modification required by a third party package, or a regulatory requirement introduced after the proposal date, the cost of the change is borne by the Client. The Company will provide evidence of the additional effort on request.

9. Scheduling and delays

Completion dates in a proposal are estimates based on the information available at the time and on the assumptions recorded in the document. The Company will keep the Client informed of progress and will give prompt notice of any event that is likely to affect the schedule. Where a delay is caused by the Company, the Company will use reasonable efforts to recover the lost time without additional charge to the extent permitted by the agreed fees.

Where a delay is caused by the Client, by a third party supplier, by an authority or by an event outside the reasonable control of either party, the schedule will be extended accordingly, and the Company may recover the additional cost that the delay caused.

10. Testing and acceptance

Deliverables are tested against the acceptance criteria agreed in writing before the work begins. The Company will provide test records for loops, functions, safety interlocks and performance against the agreed rate. The Client will attend the tests, or will nominate a representative to attend, and will raise any defect promptly so that it can be corrected within the project.

Deliverables are deemed accepted when the tests are passed, when the Client signs the acceptance record, or when the Client puts the system into productive use, whichever happens first. A minor defect that does not prevent the system from being used for its intended purpose does not prevent acceptance, and the Company will correct such a defect within a reasonable period without additional charge.

11. Intellectual property

The Company retains ownership of its background technology, including its design methods, templates, libraries, standards, tools and know how, whether created before or during an engagement. The Client receives a licence to use these background elements only to the extent necessary to operate and maintain the deliverables for the purpose described in the proposal.

Upon full payment, the Client receives ownership of the bespoke deliverables created specifically for it, such as project drawings, site specific application software and as built documentation, excluding any third party components that are governed by their own licence terms. Open source and commercial components are supplied under their respective licences, and the Client is responsible for complying with those licences.

12. Confidentiality

Each party will keep confidential the technical, commercial and operational information of the other that is disclosed during an engagement and that is identified as confidential or that a reasonable person would understand to be confidential. Confidential information will be used only for the purpose of the engagement and will be shared only with personnel and subcontractors who need it, each of whom is bound by a similar duty of confidence.

These obligations do not apply to information that is already public, that becomes public without a breach of these terms, that was lawfully known before disclosure, or that must be disclosed by law or by a competent authority. The obligation of confidence survives the end of the engagement for a period of three years, and longer where the law requires or where the information remains a genuine trade secret.

13. Warranty and defects

The Company warrants that its work will be performed with reasonable skill and care by suitably qualified personnel and that bespoke deliverables will materially conform to the agreed specification. The warranty period is twelve months from acceptance, unless the proposal states a different period. Where a defect in the Company work appears within the warranty period, the Company will correct it at its own cost within a reasonable time.

The warranty does not cover defects caused by misuse, unauthorised modification, inadequate maintenance, a fault in Client supplied equipment, normal wear, or an event outside the control of the Company. The warranty also does not cover software that has been altered by a party other than the Company. The remedy of repair or replacement is the sole remedy available for a defect covered by this warranty, except where the law provides otherwise.

14. Limitation of liability

Nothing in these terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded. Subject to that, the following limits apply. The total liability of the Company arising out of or in connection with an engagement is limited to the total fees paid by the Client under the relevant contract.

The Company is not liable for loss of profit, loss of production, loss of revenue, loss of anticipated savings, loss of data, business interruption, or any indirect or consequential loss, whether arising in contract, tort, statute or otherwise, even if the possibility of such loss was known. The Company is not responsible for the acts or omissions of third party suppliers, of the Client, or of any party not under the control of the Company. Each provision of this clause operates separately, and if one part is found to be unenforceable the remaining parts continue to apply.

15. Indemnity

The Client will indemnify the Company against claims, losses, damages, costs and expenses arising from the condition of the Client Site, from equipment or information supplied by the Client, from the Client instructions that conflict with applicable law or safety requirements, and from the use of deliverables in a manner that is inconsistent with the agreed specification or the Company guidance.

The Company will indemnify the Client against claims that the bespoke deliverables, used in accordance with the proposal, infringe a third party intellectual property right, provided that the Client notifies the Company promptly, allows the Company to control the defence, and does not make admissions or settlements without the Company consent.

16. Suspension and termination

Either party may terminate an engagement for material breach if the breach is not remedied within thirty days of written notice describing it. The Company may suspend work or terminate immediately if the Client fails to pay an undisputed invoice, if a site becomes unsafe, or if the Client becomes insolvent or ceases to trade. The Client may terminate for convenience by giving written notice, subject to payment for work performed and for commitments reasonably entered into before the notice takes effect.

On termination, the Company will issue a final invoice covering work completed, materials ordered and non cancellable commitments. The Client will return or confirm the destruction of confidential information of the Company that it holds. Clauses dealing with intellectual property, confidentiality, liability, indemnity and governing law survive termination.

17. Force majeure

Neither party is liable for a failure or delay in performance caused by an event beyond its reasonable control, including natural disaster, epidemic, war, civil unrest, industrial action, failure of a public utility, an act of government, or an unexpected shortage of a critical component. The affected party will notify the other promptly and will use reasonable efforts to reduce the impact of the event.

If the event continues for more than sixty days, either party may terminate the affected part of the engagement by written notice. In that case the Client pays for work performed up to the date of termination and the Company returns any Client materials that it holds.

18. Acceptable use of this website

You may view this website and download material for your own reference. You may not copy, reproduce, republish or redistribute substantial parts of the website for commercial purposes without written permission. You may not attempt to gain unauthorised access to the website or its hosting infrastructure, introduce malicious code, overload the service, or use automated tools to extract content in a manner that degrades performance for other visitors.

The website is provided for general information. Content may describe services in summary form and does not constitute a binding offer or professional advice for a specific plant. A formal proposal and a site survey are required before any engineering decision is made.

19. Third party materials and links

The website may refer to third party products, platforms, standards or documentation and may link to external sites. Such references are provided for convenience and do not imply endorsement. The Company does not control external sites and is not responsible for their content, their availability or their privacy practices. Trademarks and product names mentioned on the website belong to their respective owners.

Where a project requires a third party product, the terms of that product are governed by the licence of its supplier, and the Client is responsible for accepting and complying with those terms.

20. Governing law and disputes

These terms and any engagement to which they apply are governed by the laws of Singapore. The parties submit to the exclusive jurisdiction of the courts of Singapore, unless a specific contract states a different dispute resolution mechanism such as arbitration or mediation. Before commencing formal proceedings, the parties will attempt in good faith to resolve a dispute through discussion between senior representatives.

If a dispute concerns technical acceptance, the parties may jointly appoint an independent expert to assess the matter against the agreed criteria. The decision of that expert will be treated as final on the technical question, while any remaining legal issue is reserved for the agreed forum.

21. General provisions

These terms, together with the agreed proposal or contract, form the entire agreement between the parties on the subject matter and replace any earlier discussion or representation. A failure to enforce a provision is not a waiver of that provision. If a provision is found to be invalid or unenforceable, it will be modified to the minimum extent necessary to make it valid, and the rest of these terms will remain in force.

Neither party may assign its rights or obligations without the written consent of the other, except to an affiliate or in connection with a merger or the sale of substantially all assets. Nothing in these terms creates a partnership, joint venture or employment relationship between the parties. A person who is not a party to these terms has no right to enforce any provision of them.

22. How to contact us

Questions about these terms should be directed to AC GREYSER ENGRG SERVICES by email at enquiries@acgreysereng.buzz, by telephone on +12627478595, or by post to AC GREYSER ENGRG SERVICES, 34 MARSILING DRIVE, #09-381, Singapore - 730034, Singapore (SG). We welcome the opportunity to clarify any point before work begins, because a shared understanding at the start prevents difficulty later.