Terms of Service

Effective Date: [12-04-2025]

Last Updated: [12-04-2025]

1. Agreement to Terms

These Terms of Service ("Terms") constitute a binding agreement between you ("Customer," "you," or "your") and Facility Commander Robotics ("FC Robotics," "we," "us," "our," or "Company"). By accessing our website, requesting information, or entering into a Service Agreement with FC Robotics, you agree to be bound by these Terms and all applicable laws and regulations.

If you do not agree to these Terms, please do not use our Services. Your use of our Services constitutes acceptance of these Terms and any amendments or modifications we may make.

2. Services Description

FC Robotics provides managed robotic security services utilizing Ascento Guard autonomous robots. Our Services include:

  • Deployment and installation of robotic security systems at customer facilities
  • Configuration of patrol routes, detection rules, and response protocols
  • 24/7 operations management and monitoring
  • Real-time incident alerting and response coordination
  • Performance reporting and analytics
  • Technical support and maintenance
  • Hardware and software updates

Service scope, operating hours, and specific deliverables are defined in the individual Service Agreement and any accompanying documentation (Order Form, Statement of Work, etc.). These Terms and the Service Agreement together constitute the entire agreement regarding our Services.

3. Customer Responsibilities and Conduct

3.1 Customer Obligations

You agree to:

  • Provide accurate, complete, and current information
  • Maintain the confidentiality of your account credentials and access information
  • Not share account access with unauthorized individuals
  • Comply with all applicable laws, regulations, and our Service Agreement
  • Ensure your facility meets the technical requirements for our Services
  • Provide adequate power supply, charging station location, and network connectivity
  • Not attempt to circumvent or modify our systems or software
  • Not engage in any activity that could compromise security or disrupt our operations
  • Promptly notify us of any unauthorized access or security breaches

3.2 Prohibited Conduct

You agree not to:

  • Use the Services for illegal, fraudulent, or harmful purposes
  • Attempt to reverse-engineer, decompile, disassemble, or hack our systems
  • Remove or alter proprietary notices, labels, or security measures
  • Interfere with the operation of our robots or systems
  • Collect, transmit, or store illegal content
  • Harass, abuse, or threaten our personnel or other customers
  • Use our Services to spy on or surveil individuals without proper legal authorization
  • Violate the privacy rights of others
  • Resell, sublicense, or otherwise transfer our Services without permission

3.3 Facility Security and Data

You remain responsible for:

  • Physical site security and access controls
  • Notifying users, visitors, and employees of robotic surveillance in compliance with local privacy laws
  • Obtaining necessary consents for data collection at your facility
  • Ensuring your use of Customer Data complies with all applicable privacy laws and regulations

4. Intellectual Property Rights

4.1 FC Robotics IP

All intellectual property rights in the Services, software, systems, documentation, designs, algorithms, content, and materials developed or provided by FC Robotics remain our exclusive property. This includes:

  • The Ascento Guard robot hardware and software design
  • The Ascento App dashboard and interface
  • Our APIs, integrations, and databases
  • Methodologies, processes, and documentation
  • Any improvements or modifications to the foregoing

4.2 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to use our Services solely for your internal operational security needs during the term of your Service Agreement, in compliance with these Terms.

4.3 Customer Content

You retain ownership of "Customer Data" (footage, images, recordings, reports, etc.) collected by our robots. However, you grant FC Robotics a limited, worldwide, royalty-free license to:

  • Store and process Customer Data as necessary to provide Services
  • Use anonymized or de-identified data for analytics, product improvement, and optimization
  • Retain data for the periods specified in your Service Agreement or applicable law

5. Warranties and Disclaimers

5.1 Limited Warranties

FC Robotics warrants that:

  • The Services will conform in all material respects to the then-current Documentation during the Term
  • Our personnel will perform Services in a professional and workmanlike manner
  • We will maintain industry-standard security measures to protect Customer Data

5.2 Warranty Claim Procedure

To claim a breach of the above warranties, you must notify us in writing within 30 days of discovering the breach. FC Robotics' entire liability and your sole remedy for warranty breach will be, at our discretion:

  • Reperformance or correction of the non-conforming Service
  • Repair or replacement of defective hardware
  • A pro-rata refund of fees paid for the affected period

5.3 Warranty Exclusions

FC Robotics makes no warranty with respect to:

  • Errors or failures caused by your use of Services in violation of Documentation or these Terms
  • Errors caused by third-party hardware, software, networks, or systems
  • Misuse, modification, or damage to our robots by you or unauthorized parties
  • Service interruptions caused by factors beyond our reasonable control
  • Unmodified Services used in combination with incompatible systems or services
  • Data loss, corruption, or unauthorized access to Customer Data

5.4 Disclaimer of Other Warranties

EXCEPT AS EXPRESSLY STATED ABOVE, FC ROBOTICS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AVAILABILITY, ACCURACY, COMPLETENESS, OR FREEDOM FROM ERRORS.

WE DO NOT WARRANT THAT:

  • The Services will operate error-free or uninterrupted
  • Defects or errors will be corrected
  • The Services will meet your specific requirements or expectations
  • Results obtained from the Services will be accurate or reliable
  • Any errors will be detected or remedied
  • The Services are secure against all threats or vulnerabilities

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND.

6. Limitation of Liability

6.1 Exclusion of Consequential Damages

IN NO EVENT SHALL FC ROBOTICS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, INCLUDING BUT NOT LIMITED TO:

  • Loss of revenue, profits, business opportunities, or anticipated savings
  • Loss of data, information, or records (even if we have been advised of the possibility)
  • Loss of goodwill, reputation, or business relationships
  • Inability to use, interruption of, or delay in accessing the Services
  • Cost of substitute goods or services
  • Business interruption or operational disruption
  • Any other damages arising from loss of use, data, or profits

This exclusion applies regardless of the legal theory (contract, tort, strict liability, negligence, etc.) and whether or not we have been advised of the possibility of such damages.

6.2 Cap on Liability

Except for excluded claims (see Section 6.3), FC Robotics' total aggregate liability arising out of or related to these Terms, your Service Agreement, or the Services shall not exceed the total fees paid by you to FC Robotics in the 12 months immediately preceding the event giving rise to the claim, or if no fees have been paid, $100.

If you have not paid any fees, our liability is capped at $100 or the maximum amount permitted by law.

6.3 Exceptions to Limitations

The limitations of liability in Sections 6.1 and 6.2 do not apply to:

  • Your indemnification obligations under Section 9
  • Claims for gross negligence, willful misconduct, or fraud by FC Robotics
  • Claims arising from our violation of applicable data protection laws
  • Death or personal injury caused by our negligence
  • Any other damages that cannot be excluded or limited under applicable law

7. Indemnification

You agree to indemnify, defend (at our option), and hold harmless FC Robotics, its officers, directors, employees, agents, and successors from and against any claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

  • Your use of the Services in violation of these Terms or applicable law
  • Your violation of third-party rights (including intellectual property, privacy, or publicity rights)
  • Unauthorized use of the Services under your account or credentials
  • Customer Data you collect, process, or transmit, including violations of privacy laws
  • Your facility's operations and security practices
  • Personal injury or property damage caused by our robots while operating under your control or instructions
  • Claims that your use of Customer Data violates applicable law
  • Any breach of your representations, warranties, or obligations under these Terms

This obligation does not apply to claims arising solely from FC Robotics' gross negligence, willful misconduct, or breach of these Terms.

8. Term and Termination

8.1 Initial Term

Your Service Agreement will commence on the effective date and continue for the initial term specified in your Order Form ("Initial Term"), unless earlier terminated in accordance with these Terms.

8.2 Renewal and Termination

  • Automatic Renewal: Unless either party provides written notice of non-renewal at least 30 days before expiration, the Agreement will automatically renew for successive periods
  • Termination by Either Party: Either party may terminate this Agreement for convenience with 60 days' written notice (or as specified in your Service Agreement)
  • Termination for Cause: FC Robotics may terminate immediately if you materially breach these Terms and fail to cure within 30 days of written notice

8.3 Effects of Termination

Upon termination:

  • All rights and licenses granted to you immediately cease
  • You must return all FC Robotics equipment and materials
  • You remain liable for all fees accrued through the termination date
  • We may delete or deactivate your account and Customer Data according to our data retention policies
  • Sections 4 (Intellectual Property), 5 (Warranties), 6 (Limitation of Liability), 7 (Indemnification), 9, 10, 11, and 12 survive termination

8.4 Data Retention and Deletion

Upon termination, we will provide you with access to your Customer Data for days. Thereafter, we may permanently delete Customer Data unless required by law to retain it. FC Robotics assumes no liability for loss or deletion of data after the retention period.

9. Payment and Fees

9.1 Fees and Pricing

Your fees for Services are specified in your Order Form or Service Agreement. Fees include:

  • Robot deployment and operation
  • 24/7 monitoring and technical support
  • System maintenance and repairs
  • Software updates and connectivity

9.2 Billing and Payment Terms

  • Invoices will be issued [monthly/quarterly/annually] in advance
  • Payment is due within days of invoice date (net 30 or as specified)
  • Late payments accrue interest at [1.5% per month] or the maximum rate permitted by law
  • Payment failures may result in service suspension

9.3 Taxes

All fees are exclusive of applicable taxes, duties, and governmental charges. You are responsible for paying any sales tax, VAT, GST, or similar taxes (excluding income taxes) based on your location.

9.4 Price Changes

FC Robotics may increase fees upon 60 days' written notice. Price increases apply to renewal terms or, for ongoing services, at the next billing cycle. If you do not accept a price increase, you may terminate without penalty during the 60-day notice period.

10. Confidentiality

10.1 Confidential Information

Each party may receive confidential information ("Confidential Information") from the other party. Confidential Information includes:

  • Technical data, specifications, and documentation
  • Business plans, strategies, and financial information
  • Customer information and proprietary processes
  • Security protocols and system access information

10.2 Obligations

The receiving party agrees to:

  • Maintain Confidential Information in strict confidence
  • Limit disclosure to authorized personnel who need to know
  • Implement security measures comparable to those protecting its own confidential information
  • Not use Confidential Information except as necessary to perform under these Terms

10.3 Exceptions

Confidential Information obligations do not apply to information that:

  • Is publicly available or becomes so through no breach of these Terms
  • Was rightfully known prior to disclosure
  • Is independently developed without reference to the other party's information
  • Is received from a third party with lawful rights to disclose it
  • Must be disclosed by law or court order (with advance notice to allow the disclosing party to seek protection)

11. General Provisions

11.1 Entire Agreement

These Terms, together with your Service Agreement, Order Form, and any other documents incorporated by reference, constitute the entire agreement regarding the Services and supersede all prior or contemporaneous communications, proposals, and understandings.

11.2 Amendments

FC Robotics may amend these Terms at any time by posting updated Terms on our website and providing notice to you (via email or Service notification). Material changes require 30 days' notice. Your continued use of the Services constitutes acceptance of amended Terms.

11.3 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it enforceable.

11.4 Waiver

Failure to enforce any right or provision does not constitute a waiver of that right or provision. A waiver must be explicit and in writing to be effective.

11.5 Assignment

You may not assign, transfer, sublicense, or delegate your rights or obligations under these Terms without FC Robotics' prior written consent. Any unauthorized assignment is void. FC Robotics may assign these Terms to affiliates or successors with notice to you.

11.6 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship. Neither party has authority to bind the other or make commitments on its behalf.

11.7 Force Majeure

Neither party shall be liable for delays or failures to perform due to circumstances beyond its reasonable control, including:

  • Acts of God (earthquakes, hurricanes, floods, etc.)
  • War, terrorism, civil unrest, or government action
  • Pandemics, epidemics, or quarantine measures
  • Strikes, labor disputes, or supply chain disruptions
  • Internet outages, power failures, or telecommunications failures

Force Majeure events do not excuse payment obligations and do not warrant immediate termination unless the event continues for more than 90 days.

11.8 Notices

Any legal notices or communications should be sent to:

To FC Robotics:
[Insert Address]
Email: [Insert Email]

To You:
To the address, email, or contact information you provide in your account or Service Agreement

Notices are effective upon receipt.

11.9 Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of [Insert State/Country], without regard to conflicts of law principles. You consent to the exclusive jurisdiction of the courts located in [Insert Jurisdiction] for any disputes arising from these Terms.

11.10 Dispute Resolution and Arbitration

Before pursuing litigation, the parties agree to attempt resolution through:

  1. Informal Negotiation: Good-faith negotiations between senior executives
  2. Mediation: Non-binding mediation (if negotiation fails)
  3. Binding Arbitration: [Optional] Any remaining disputes shall be resolved through binding arbitration under [AAA Rules] rather than in court

11.11 Equitable Relief

You acknowledge that a breach of Sections [4 (Intellectual Property) / 6 (Confidentiality)] would cause irreparable harm for which monetary damages would be inadequate. FC Robotics is entitled to seek injunctive relief, specific performance, or other equitable remedies without posting a bond.

11.12 Survival

Sections [4, 5, 6, 7, 9, 10, 11] and any other provisions that by their nature are intended to survive shall survive expiration or termination of these Terms.

12. Contact and Support

For questions regarding these Terms, to report violations, or to seek assistance, please contact:

Facility Commander Robotics
[Info@facilitycommander.com]
[Address: Space Coast, FL, USA]
[http://facilitycommander.com]