Effective Date: 25 Jan 2026
Company: MHIntralogistics LLC (“MHIntralogistics,” “we,” “us,” or “our”)

These Terms and Conditions (“Terms”) govern all services, work orders, proposals, quotations, and agreements provided by MHIntralogistics LLC to its clients (“Client”).

1. Scope of Services

MHIntralogistics provides engineering and technical services including, but not limited to:

• Industrial automation support

• Material handling equipment (MHE) maintenance and troubleshooting

• Conveyor, sortation, and ZPA system support

• Controls integration, commissioning, system backups, and recovery

• Spare parts identification, sourcing, and support

• Operational and technical consulting

Services shall be performed as described in the applicable proposal, statement of work (SOW), or service agreement.

2. Independent Contractor

MHIntralogistics is an independent contractor and not an employee, partner, or agent of the Client. Nothing in these Terms creates a joint venture or partnership.

3. Subcontractors

MHIntralogistics may utilize qualified subcontractors when necessary. All subcontracted work will be performed under MHIntralogistics’ supervision. MHIntralogistics remains responsible for the scope of work defined in the agreement.

4. Client Responsibilities

The Client agrees to:

• Provide safe access to facilities, equipment, and systems

• Ensure equipment is de energized and safe when required

• Provide accurate documentation, drawings, and system information

• Comply with all applicable safety and operational requirements

MHIntralogistics is not responsible for delays or failures caused by inaccurate or incomplete information.

5. Pricing and Payment Terms

• Fees are outlined in the proposal or service agreement.

• Invoices are due within [Net 15 / Net 30] days unless otherwise agreed in writing.

• Late payments may be subject to interest at 1.5% per month (or the maximum allowed by law).

• Client is responsible for all approved expenses, including parts, travel, and materials.

6. Parts and Materials

• Parts may be supplied by the Client or sourced by MHIntralogistics.

• Manufacturer warranties apply to parts; MHIntralogistics does not provide independent warranties on supplied components.

• Availability and lead times are subject to manufacturer and supplier conditions.

7. Warranty Disclaimer

Services are provided using commercially reasonable care and industry standards.
MHIntralogistics disclaims all other warranties, express or implied, including warranties of merchantability or fitness for a particular purpose.

8. Limitation of Liability

To the maximum extent permitted by law:

• MHIntralogistics shall not be liable for indirect, incidental, consequential, or lost profit damages.

• Total liability shall not exceed the amount paid by the Client for the specific services giving rise to the claim.

9. Safety and Compliance

Client is responsible for site safety and compliance with OSHA, NFPA, local codes, and facility specific rules. MHIntralogistics may suspend work if unsafe conditions exist.

10. Intellectual Property

All pre existing intellectual property remains the property of its respective owner.
Custom deliverables are provided for Client’s internal use unless otherwise agreed in writing.

11. Confidentiality

Both parties agree to protect confidential and proprietary information received during the engagement and not disclose it to third parties without written consent.

12. Termination

Either party may terminate services with written notice. Client remains responsible for payment of services performed and expenses incurred up to the termination date.

13. Force Majeure

MHIntralogistics is not liable for delays or failure to perform due to events beyond reasonable control, including supply chain disruptions, labor shortages, or acts of God.

14. Governing Law

These Terms shall be governed by and construed under the laws of the Commonwealth of Virginia, without regard to conflict-of-law principles.

15. Entire Agreement

These Terms, together with any proposal or service agreement, constitute the entire agreement between the parties and supersede prior discussions or agreements.