Terms of Service

We provide closeout-documentation support services for construction projects, including, as applicable:

• Intake and project fit review
• Document collection and upload workflows
• OCR, classification, extraction, organization, and indexing of source materials
• Preparation of draft closeout packages, O&M documentation assemblies, equipment and warranty registers, deficiency reports, and related submission materials
• Secure digital delivery of finished outputs

Our services are administrative, organizational, and documentation-preparation services only.

We are not a law firm, engineering firm, architectural firm, insurance broker, surety, or licensed design professional. We do not provide legal advice, engineering advice, architectural advice, code-compliance advice, insurance advice, bond or surety advice, or lien-law advice.

Without limiting the above, we do not:

• Certify code compliance, design compliance, or contractual compliance
• Certify the technical correctness, completeness, or sufficiency of any source document
• Guarantee acceptance by any owner, architect, lender, surety, agency, or other third party
• Provide notarization, signature procurement, or surety consent procurement
• Guarantee retainage release, final payment, or reduction of retainage
• Create missing third-party documents that do not exist
• Independently verify the truth of client-supplied factual, legal, contractual, technical, warranty, lien, or surety information

Any legal, engineering, architectural, code, insurance, bond, or surety questions must be reviewed by your own qualified advisors.

You are solely responsible for:

• The accuracy, completeness, legality, and authenticity of all files, data, and instructions you provide
• Ensuring you have the right to provide us with all uploaded materials
• Reviewing all outputs before use, submission, signature, notarization, or reliance
• Confirming all critical details, including model numbers, serial numbers, warranty dates, payment details, lien information, and project-specific requirements
• Obtaining all missing documents, signatures, approvals, releases, notarizations, surety consents, and third-party certifications required for your project

You acknowledge that our outputs are prepared based on available materials and instructions you provide, and may identify deficiencies, missing items, or unresolved issues.

Unless otherwise stated in writing, our standard deliverables may include some or all of the following:

• A master closeout package in digital format
• An equipment and warranty register
• A deficiency report
• A client summary or transmittal
• Secure digital delivery via portal or download link

Deliverables are based on the materials actually provided and approved for use. We may exclude documents or data that are illegible, unsupported, irrelevant, duplicative, incomplete, corrupted, or otherwise unsuitable for inclusion.

A deficiency report or missing-items list is an informational tool based on the materials available to us and the workflow rules we apply. It is not a legal or technical determination of contractual compliance.

If required source documents, signatures, approvals, or other items are missing, we may pause work, issue a deficiency report, request more materials, or deliver a package that expressly identifies the missing items.

Our services may use software, automation, OCR, artificial intelligence, machine learning, and rules-based systems to assist with document handling, extraction, classification, summarization, drafting, and organization.

These systems can make mistakes. You remain responsible for reviewing all outputs before use or submission. We may require human review for certain items and may reject or defer projects that are too manual, too custom, too risky, or outside our supported scope.

We do not guarantee:

• Acceptance of any deliverable by any owner, architect, consultant, lender, surety, agency, or counterparty
• Release of retainage
• Final payment
• Reduction of retainage
• Timing of payment
• Avoidance of disputes
• Avoidance of rejections, revisions, or resubmissions

Your project counterparties may impose requirements beyond the documents we assemble or prepare.

We reserve the right to decline, pause, limit, or terminate any project or request that:

• Falls outside our supported service scope
• Presents unusual legal or technical risk
• Requires substantial manual handling beyond our quoted scope
• Includes unsupported divisions, formats, or custom requirements
• Lacks sufficient source materials
• Appears misleading, unlawful, fraudulent, abusive, or unsafe

We may also require a revised quote or revised scope before continuing.

Quotes, pricing, turnaround times, and service levels may depend on project complexity, file quality, volume, divisions involved, urgency, and completeness of source materials. Priority, rush, or expedited service is subject to availability and does not guarantee owner, architect, surety, or payment outcomes.

You agree to pay all quoted or invoiced fees when due.

Unless otherwise stated in writing:

• Fees are non-refundable once work has materially commenced
• Deposits, setup fees, rush fees, intake review fees, and scope review fees are non-refundable
• If you delay, fail to respond, or fail to provide requested materials, we may pause the project without refund
• If additional scope, revision rounds, unsupported divisions, or manual handling are required, additional fees may apply

Work is deemed to have materially commenced upon project creation following payment confirmation, including when we open the project in our system, issue an upload link, begin intake review, begin document processing, begin package preparation, or allocate workflow capacity to the project. Once work has materially commenced, the full project fee is non-refundable except as expressly stated in these Terms or in a written Order Form.

We may withhold delivery, deactivate links, or suspend services for nonpayment.

Any turnaround time, delivery estimate, rush window, priority window, or critical-release window we provide is an estimate based on the scope, complexity, urgency, and completeness of the materials you provide.

Turnaround times begin only after:

• Payment is received in full, if required in advance
• All requested intake information is received
• All initial source materials needed to begin work are uploaded
• Any required scope review is completed

We are not responsible for delays caused by:

• Incomplete, corrupt, illegible, or low-quality files
• Missing source materials, signatures, approvals, or third-party documents
• Changes in scope
• Client response delays
• Owner, architect, surety, lender, or third-party review requirements
• Force majeure events
• Outages or failures of third-party systems outside our reasonable control

If we fail to deliver within a stated turnaround window solely due to reasons within our reasonable control, your sole and exclusive remedy will be a partial refund equal to ten percent (10%) of the fees paid for the affected Standard project, or up to twenty-five percent (25%) of the fees paid for the affected Priority, Rush, or Critical Release project, unless a different remedy is stated in a written Order Form.

To claim any partial refund, you must notify us in writing within five (5) business days after the missed stated turnaround.

Partial refunds:

• Apply only to the affected project
• Do not apply where the delay was caused in whole or in part by client delay, missing materials, changed scope, or third-party dependency
• Are the Client's sole and exclusive remedy for a missed stated turnaround arising from causes within our reasonable control

Unless otherwise stated in writing, your purchase includes only the revision rounds specifically stated in your quote, order form, or service description.

Revisions requested after delivery, after acceptance, or after a project has been marked delivered may require a new fee, new scope, or a new project.

We may deliver outputs through secure links, upload portals, client portals, or tokenized download pages.

You are responsible for maintaining the confidentiality of any access link, token, or password we issue. We may revoke, replace, or disable access if we believe a link or token has been misused, shared improperly, or compromised.

Unless otherwise stated, delivery links may be time-limited, revocable, or subject to technical availability.

You grant us a non-exclusive, worldwide, limited license to host, copy, process, analyze, convert, organize, and use your uploaded materials solely to provide the services, improve workflow reliability, maintain records, and enforce our rights under these Terms.

You represent and warrant that you have all rights necessary to provide those materials and to authorize us to use them for that purpose.

We will use commercially reasonable efforts to keep your non-public uploaded project materials confidential and to restrict use of them to service delivery, support, operations, security, legal compliance, and internal improvement.

We may disclose information:

• To service providers and subprocessors supporting our operations
• As required by law, subpoena, court order, or legal process
• To investigate fraud, abuse, security incidents, or violations of these Terms
• In connection with a sale, financing, merger, or transfer of our business, subject to appropriate protections

We use commercially reasonable administrative, technical, and organizational safeguards for the type of information we handle. However, no online service is completely secure, and we do not guarantee that unauthorized access, loss, corruption, or interception will never occur.

You are responsible for maintaining your own backups of all source materials and final deliverables.

Your use of the services may also be subject to our Privacy Policy, if any.

You consent to receive service-related communications from us electronically, including project updates, upload requests, delivery notices, and operational notices. Electronic records and electronic assent may be used in connection with our services.

If we send commercial email, we may do so in accordance with applicable law, including CAN-SPAM requirements where applicable.

You may not use our services to:

• Upload unlawful, infringing, fraudulent, deceptive, malicious, or harmful content
• Upload malware, corrupted files, or dangerous code
• Interfere with or disrupt the service
• Probe, scan, scrape, reverse engineer, or exploit the service beyond authorized use
• Misrepresent authority, identity, or project facts
• Use the service to practice law, engineering, architecture, insurance, or surety services without proper qualification

We may suspend or terminate access for violations.

We retain all rights in our website, software, workflows, templates, automation systems, prompts, documentation, branding, and service methods, except for your underlying project materials.

Subject to full payment, we grant you a limited, non-exclusive, non-transferable right to use final deliverables we provide to you for your internal business purposes and project submission purposes.

You may not resell, sublicense, publish, or commercialize our templates, software, portals, or internal workflow materials without our written consent.

Our services may rely on third-party hosting, storage, OCR, AI, email, office-conversion, or other providers. We are not responsible for failures caused by third-party systems outside our reasonable control.

To the maximum extent permitted by law, the services, website, portals, deliverables, automation, AI outputs, and all related materials are provided "as is" and "as available." We disclaim all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, or that the services will be error-free, uninterrupted, accepted by any third party, or will achieve any particular business result.

To the maximum extent permitted by law:

• We will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages
• We will not be liable for lost profits, lost business, lost data, lost payment, lost retainage, delay damages, rejection costs, rework costs, claims by owners or architects, lien claims, bond or surety claims, or costs of substitute services
• Our total aggregate liability arising out of or relating to the services will not exceed the greater of: (a) the amount you paid us for the specific project giving rise to the claim, or (b) USD $1,000

These limits apply whether the claim is based in contract, tort, negligence, strict liability, statute, or any other theory, even if we were advised of the possibility of damages.

Notwithstanding the foregoing, if Section 10A applies, the partial refund described there will be the Client's sole and exclusive remedy for a missed stated turnaround arising from causes within our reasonable control.

You will defend, indemnify, and hold harmless Company and its owners, officers, employees, contractors, and service providers from and against any claims, demands, liabilities, damages, judgments, settlements, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

• Your uploaded materials or instructions
• Your misuse of the services
• Your breach of these Terms
• Your violation of law or third-party rights
• Your use, submission, signing, notarization, or reliance on any deliverable without appropriate review

We are not liable for delays or failures caused by events beyond our reasonable control, including internet outages, third-party service failures, cyber incidents, labor shortages, weather events, governmental actions, utility failures, or acts of God.

We may suspend or terminate access to the services at any time if:

• You breach these Terms
• Payment is overdue
• Your project falls outside supported scope
• Your use creates legal, security, operational, or reputational risk
• We reasonably suspect fraud, abuse, or unlawful conduct

Termination does not relieve you of payment obligations already incurred.

These Terms are governed by the laws of the State of Massachusetts, without regard to conflict-of-laws rules.

Any dispute arising out of or relating to these Terms or the services will be brought exclusively in the state or federal courts located in Essex County, Massachusetts, and each party consents to personal jurisdiction and venue there.

You agree that electronic assent, electronic signatures, click-through acceptance, and electronic records may be used to form and document our agreement and related project authorizations, to the extent permitted by law.

We may update these Terms from time to time. The version posted on our website or otherwise presented at the time of your order, acceptance, or use will control unless a later version is required by law or expressly accepted by you.

These Terms, together with any incorporated Order Form, proposal, invoice, service description, or written addendum, constitute the entire agreement between the parties regarding the services and supersede prior or contemporaneous discussions on that subject.

If any provision of these Terms is held unenforceable, the remaining provisions will remain in effect to the maximum extent permitted by law.

Our failure to enforce any provision is not a waiver of future enforcement.