ROCKIES SOLAR CONSULTING LLC

TERMS OF SERVICE & PROFESSIONAL ADVISORY AGREEMENT

Effective Date: October 2026

1. PURPOSE AND SCOPE OF SERVICES

Rockies Solar Consulting LLC ("Consultant", "we", or "us") provides independent 

engineering advisory, technical consulting, and specialized scientific evaluation 

services in the field of solar photovoltaics and related technologies. All engagements, 

project scopes, deliverables, timelines, and milestones are specifically established 

via mutually executed Statements of Work (SOW), work orders, or professional consulting 

contracts with the Client.

2. INDEPENDENT CONTRACTOR STATUS

Rockies Solar Consulting LLC performs all advisory services strictly as an independent 

contractor. Nothing in these Terms or any related SOW shall be construed to create 

an employer-employee relationship, partnership, agency, or joint venture between 

Consultant and Client. Consultant retains discretion over the manner and means of 

performing the agreed-upon technical advisory services.

3. FEES, INVOICING, AND PAYMENT TERMS

Services are billed in accordance with the rates, fee schedules, or milestone 

structures stipulated in the applicable SOW or contract. Invoices are submitted 

electronically on a monthly or milestone basis. Unless otherwise agreed upon in 

writing, all invoices are due Net 30 days from the invoice date. Late payments may 

accrue interest at the lesser of 1.5% per month or the maximum statutory rate 

allowable by law.

4. CONFIDENTIALITY AND NON-DISCLOSURE

Both parties agree that technical data, materials specifications, manufacturing 

processes, experimental results, and business proprietary information disclosed 

during an engagement are strictly confidential. Consultant will not disclose Client 

proprietary information to third parties without prior written consent, except where 

required by law. These confidentiality obligations survive the completion or 

termination of any active service agreement.

5. INTELLECTUAL PROPERTY RIGHTS

All background intellectual property, proprietary analytical models, and pre-existing 

technical methodologies owned by Consultant prior to the engagement remain the exclusive 

property of Consultant. Ownership of new deliverables, technical reports, and specific 

work product created exclusively for Client under an executed SOW shall transfer to 

Client upon full payment of all related invoice fees.

6. STANDARD OF CARE AND DISCLAIMER OF WARRANTIES

Consultant performs all services in accordance with standard professional and academic 

engineering standards. While recommendations and analytical evaluations are formulated 

based on rigorous scientific methodology, technical advisory services are provided on 

an advisory basis without express or implied warranties of commercial profitability or 

fitness for a specific commercial market application.

7. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall Rockies Solar 

Consulting LLC be liable for any indirect, special, incidental, punitive, or consequential 

damages (including loss of profits, business interruption, or loss of technical data). 

Consultant’s total aggregate liability arising out of or related to any engagement 

shall not exceed the total fees paid by Client to Consultant under the specific SOW 

during the six (6) months preceding the claim.

8. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms of Service and any associated contracts are governed by and construed in 

accordance with the substantive laws of the State of Colorado, without giving effect 

to conflict of law principles. Any dispute arising under or relating to these Terms 

shall be resolved primarily through good-faith executive negotiation, and if necessary, 

in state or federal courts located in Colorado.

9. CONTACT INFORMATION

For questions regarding these Terms of Service or active engagements, please contact:

Rockies Solar Consulting LLC

Attn: Thien Truong, Ph.D.

Lakewood, Colorado

Email: rockies.solar@gmail.com

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