Terms of Service

Updated June 2026

Please read these Terms of Service (“Terms”) carefully before using the Synkronos Energy Solutions website or engaging our services. By accessing our website at synkronosenergy.com or entering into a service engagement with us, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

1. About Synkronos Energy Solutions

Synkronos Energy Solutions LLC (“Synkronos,” “we,” “us,” or “our”) is an independent energy management consulting firm organized under the laws of the State of New York. We provide energy auditing, utility analysis, energy efficiency consulting, renewable energy planning, building systems optimization, incentive identification, and sustainability reporting services to clients across New York State.

Jason Barnette, Principal and Certified Energy Manager, is the primary service provider for all Synkronos engagements. Synkronos operates as an independent consulting firm and is not affiliated with, employed by, or acting as an agent of any utility company, energy equipment manufacturer, contractor, or government agency.

2. Website Use

2.1 Permitted Use

Our website is provided for informational purposes and to facilitate inquiries about our services. You may use our website for lawful purposes consistent with these Terms. You agree not to:

• Use the website in any way that violates applicable federal, state, or local law or regulation

• Transmit any material that is unlawful, harmful, defamatory, or otherwise objectionable

• Attempt to gain unauthorized access to any portion of the website or its underlying systems

• Use automated tools to scrape, crawl, or extract data from our website without our written consent

• Interfere with or disrupt the operation of the website or servers connected to it

2.2 Accuracy of Information

We make reasonable efforts to ensure that the information on our website is accurate and current. However, we make no warranties or representations regarding the completeness, accuracy, or timeliness of any content. Energy-related regulations, incentive programs, utility rates, and market conditions change frequently. Content on this website is for general informational purposes only and does not constitute professional advice. Specific recommendations for your facility or project require a formal consulting engagement.

2.3 Intellectual Property

All content on this website, including text, graphics, logos, and images, is the property of Synkronos Energy Solutions LLC or its content suppliers and is protected by applicable copyright and intellectual property law. You may view and print content from our website for personal, non-commercial reference purposes only. Any other use, reproduction, distribution, or modification of website content requires our prior written consent.

3. Consulting Services

3.1 Engagement Agreement

All consulting services provided by Synkronos are subject to a written engagement letter or service agreement executed between Synkronos and the client. These Terms of Service apply to general website use and establish the baseline framework for all client relationships. The specific scope of work, deliverables, timeline, fees, and any additional terms will be set forth in the applicable engagement letter or agreement. In the event of a conflict between these Terms and a signed engagement letter, the engagement letter controls with respect to the specific services described therein.

3.2 Nature of Services

Synkronos provides independent energy management consulting services. Our services include analysis, recommendations, and advisory support. It is important to understand the following:

• We are not a licensed contractor and do not perform construction, installation, or equipment replacement work

• We do not sell energy equipment, products, or systems, and do not receive commissions or referral fees from contractors or equipment suppliers

• Our recommendations are based on information available at the time of the engagement and are subject to change as conditions evolve

• Implementation of our recommendations is the client’s responsibility and may require engagement of licensed contractors, engineers, or other professionals

• Projected energy savings, cost reductions, and incentive amounts are estimates based on available data and reasonable professional judgment; actual results may vary

3.3 Client Responsibilities

Clients are responsible for:

• Providing accurate, complete, and timely information necessary for Synkronos to perform the agreed services, including access to utility bills, building documentation, and relevant operational data

• Providing reasonable access to facilities for on-site assessments, audits, and inspections as needed

• Designating an authorized point of contact for project communications

• Making independent business decisions regarding the implementation of any recommendations

• Obtaining all necessary permits, approvals, and contractor engagements required for any project implementation

• Notifying Synkronos promptly of any material changes to the facility, operations, or project parameters during an active engagement

3.4 Subcontractors and Collaborators

Synkronos may engage qualified subcontractors or technical specialists to assist with specific aspects of an engagement (such as engineering calculations, commissioning, or specialized assessments). Any such engagement will be disclosed to the client, and all subcontractors are bound by appropriate confidentiality obligations. Synkronos remains responsible for the overall quality and delivery of contracted services.

4. Fees and Payment

4.1 Fee Structure

Fees for consulting services will be specified in the applicable engagement letter or proposal. Synkronos may structure fees on a fixed-fee, hourly, retainer, or other basis depending on the scope of work. All fees are quoted in U.S. dollars.

4.2 Payment Terms

Payment terms will be set forth in the engagement letter. Unless otherwise agreed in writing:

• Invoices are due within thirty (30) days of the invoice date

• A deposit or retainer may be required prior to commencement of services

• Late payments may be subject to interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less

• Synkronos reserves the right to suspend or terminate services for non-payment after reasonable notice

4.3 Expenses

Reimbursable expenses (such as travel, mileage, or third-party data purchases) will be identified in the engagement letter. All reimbursable expenses will be invoiced at actual cost with supporting documentation.

4.4 Incentives and Rebates

Where Synkronos assists with identification or application for energy incentives, rebates, or grants, any such payments are made directly to the client by the applicable program administrator. Synkronos does not receive a percentage or portion of incentive payments unless specifically agreed to in writing as part of a performance-based fee arrangement. Incentive amounts are estimates and are subject to program availability, eligibility verification, and program administrator determination.

5. Confidentiality

5.1 Client Information

Synkronos treats all non-public client information as confidential. We will not disclose client-specific project information, financial data, utility data, facility details, or business information to third parties without the client’s written consent, except as required by law or as necessary to perform contracted services (e.g., sharing project data with a utility or incentive program administrator on the client’s behalf).

5.2 Synkronos Information

Clients agree to maintain the confidentiality of any proprietary methodologies, tools, templates, or business information provided by Synkronos in the course of an engagement. Deliverables and reports prepared for a client are for that client’s internal use and may not be shared publicly or with third parties without Synkronos’s written consent, except for purposes directly related to project implementation.

5.3 Survival

Confidentiality obligations survive the termination or completion of any engagement for a period of five (5) years.

6. Intellectual Property in Deliverables

Upon full payment of all fees due under an engagement, Synkronos grants the client a non-exclusive license to use deliverables (reports, analyses, recommendations) prepared specifically for that client’s project. Synkronos retains ownership of all underlying methodologies, templates, tools, frameworks, and general know-how used in preparing deliverables. Clients may not reproduce, distribute, or commercialize Synkronos deliverables for purposes beyond their own internal use without written permission.

7. Disclaimers

7.1 No Guarantee of Results

Energy consulting involves analysis of complex systems, market conditions, utility tariffs, and program availability that are subject to change. Synkronos makes no guarantee that projected savings, payback periods, incentive amounts, or other outcomes will be achieved. Projections and estimates are based on information available at the time of the engagement and represent our best professional judgment. Actual results depend on factors outside our control, including client implementation decisions, utility rate changes, equipment performance, and program availability.

7.2 Not Legal, Financial, or Engineering Advice

Nothing in our website content or consulting deliverables constitutes legal, tax, financial, or licensed engineering advice. Clients should consult qualified legal counsel, tax advisors, and licensed engineers as appropriate for their specific circumstances. Synkronos is not a licensed professional engineer and does not provide services requiring a professional engineering license unless expressly noted and performed in collaboration with a licensed PE.

7.3 Website Disclaimer

Our website is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Synkronos disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement, with respect to our website and its content.

8. Limitation of Liability

To the fullest extent permitted by applicable law, Synkronos’s total liability to any client or website user for any claim arising out of or related to our services or website, whether based in contract, tort, negligence, or otherwise, shall not exceed the total fees paid by the client to Synkronos for the specific engagement giving rise to the claim during the twelve (12) months preceding the claim.

In no event shall Synkronos be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, loss of data, or loss of business opportunity, even if advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

9. Indemnification

You agree to indemnify, defend, and hold harmless Synkronos Energy Solutions LLC, its principal, employees, agents, and successors from and against any claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of our website in violation of these Terms

• Your breach of any representation, warranty, or obligation under an engagement agreement

• Your failure to implement recommendations in accordance with applicable codes, permits, or professional standards

• Inaccurate or incomplete information provided to Synkronos that materially affects the quality of our analysis or deliverables

10. Term and Termination

10.1 Website Use

These Terms apply for as long as you use our website. We reserve the right to suspend or terminate access to our website at any time for any reason without notice.

10.2 Service Engagements

The term and termination provisions for consulting engagements will be set forth in the applicable engagement letter. In general:

• Either party may terminate an engagement for convenience upon written notice as specified in the engagement letter

• Either party may terminate immediately for material breach that is not cured within ten (10) business days of written notice

• Upon termination, the client is responsible for payment of all fees for work performed through the termination date, plus any non-cancellable expenses incurred

• Upon termination, each party will return or destroy confidential information of the other party as directed, subject to reasonable record-keeping obligations

11. Independent Contractor

Synkronos provides services as an independent contractor. Nothing in these Terms or any engagement agreement creates an employment, partnership, joint venture, or agency relationship between Synkronos and the client. Synkronos retains sole discretion over the means and methods used to perform services, consistent with the agreed scope of work and deliverables.

12. Governing Law and Dispute Resolution

12.1 Governing Law

These Terms and any engagement with Synkronos are governed by the laws of the State of New York, without regard to its conflict of law principles.

12.2 Dispute Resolution

In the event of a dispute arising out of or related to these Terms or any engagement, the parties agree to first attempt to resolve the matter informally by good-faith negotiation. If the dispute cannot be resolved within thirty (30) days, either party may pursue available legal remedies.

12.3 Venue

Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in New York State, and the parties consent to the personal jurisdiction and venue of such courts.

13. Modifications to These Terms

We reserve the right to modify these Terms of Service at any time. Updated Terms will be posted on our website with a revised “Last Updated” date. Your continued use of our website after any modification constitutes your acceptance of the revised Terms. Material changes to terms governing active client engagements will be communicated directly and will not take effect without the client’s agreement.

14. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable under applicable law, that provision will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions will continue in full force and effect.

15. Entire Agreement

These Terms of Service, together with our Privacy Policy and any applicable engagement letter or service agreement, constitute the entire agreement between you and Synkronos with respect to the subject matter herein, and supersede all prior communications, representations, and agreements. In the event of a conflict between these Terms and a signed engagement letter, the engagement letter controls with respect to the specific services described therein.

16. Contact Us

Questions about these Terms of Service should be directed to:

Synkronos Energy Solutions LLC

Attn: Jason Barnette, Principal

Email: jason.barnette@aylettenviro.com

Service Area: New York State

© 2026 Synkronos Energy Solutions LLC. All rights reserved.