Terms of Service Agreement

1. Services, Access & Blueprint Ingestion

SaaS License: Subject to the terms of this Agreement, Provider grants Client a non-exclusive, non-transferable, revocable right to access and use the web-based Takeoff-to-Billing application (the "Service") solely for your internal business operations (e.g., project estimation, material quantification, and client invoicing).

Account Security: You are responsible for ensuring that all authorized users (such as your estimators or commercial managers) keep their login credentials confidential. Client is strictly liable for all activities, calculations, and financial submittals occurring under its accounts.

System Requirements & Vector Graphics: The Service is optimized for web browser use on desktop devices to accommodate high-precision drawing scaling. Provider is not responsible for performance degradation resulting from the use of unsupported devices (such as small-screen mobile phones) to execute complex plan tracings.

Modifications: Provider reserves the right to deploy updates, bug fixes, or feature enhancements (such as vector snapping improvements or updated data table tools) at any time, provided they do not materially degrade core functionality.

2. Accuracy of Estimations & Blueprint Calibration (Crucial Trade Disclaimer)

User Calibration Responsibility: The Service provides digital tools allowing you to upload architectural PDF schematics and apply custom scale calibrations (e.g., 1:100). You acknowledge and agree that the mathematical accuracy of any vector measurement or linear/area takeoff is entirely dependent on the accuracy of the baseline scale set by the user.

Bid and Invoicing Autonomy: All material cost lists, labor markups, and downstream Schedules of Values (SOV) generated by the system are internal operational aids. Client retains absolute responsibility for cross-checking quantities, reviewing physical project realities, and finalizing all contract valuations before submitting bids or payment applications to third parties.

No Liability for Under-Quoting or Financial Loss: To the maximum extent permitted by law, Provider shall not be held liable for any commercial losses, project cost overruns, rejected payment applications, or unprofitable contracts resulting from faulty estimations, incorrect blueprint dimensions, or miscalculated unit rates executed within the platform.

3. Fees, Payment Processing & Subscription Tiers

Subscription Packages: The Service is billed based on a 3-tier structure linked to active project counts:

• Free Tier: Limited to a maximum of 1 active project at any time.
• Growth Tier (£29 / month): Limited to a maximum of 5 active projects.
• Scale Tier (£79 / month): Entitles the Client to unlimited project configurations.

Team Seats: Each subscription tier includes a number of user seats (Free: 1, Growth: 5, Scale: 20). A pending invitation reserves a seat until accepted or revoked. On paid tiers, the workspace owner may purchase additional seats at £7 per seat per calendar month (exclusive of VAT). Additional seats are added to the subscription immediately, charged on a pro-rata basis, and remain billable until the owner reduces the seat count.

Stripe Integration: Payment processing is handled securely through our third-party billing merchant, Stripe. By subscribing to a paid tier, you authorize Stripe to automatically charge your designated payment method on a recurring monthly or annual cycle.

UK Framework Currency & VAT: All fees are explicitly billed and payable in Pound Sterling (GBP / £) and are exclusive of Value Added Tax (VAT), which will be added at the prevailing statutory rate where applicable.

Late Payments & Suspension: Overdue balances on paid tiers may result in the automated restriction of your account permissions. If subscription charges fail and remain outstanding for more than 14 days, Provider reserves the right to downgrade the account to the Free Tier or suspend access entirely until outstanding balances are resolved.

4. Client Card Payments & Stripe Connect

Optional Card Collection: The Service offers an optional facility, powered by Stripe Connect, enabling the Client's own customers ("Payers") to settle an Application for Payment by debit or credit card. To enable this, the Client must create and onboard a connected Stripe account and satisfy Stripe's identity, business-verification and payout requirements.

Direct Settlement: Funds from card payments are collected by Stripe and settled directly into the Client's connected Stripe account and paid out to the Client's nominated bank account under Stripe's standard payout schedule. Provider does not receive, hold, or take custody of the Client's or the Payer's funds at any point.

Fees & Platform Commission: Card payments are subject to Stripe's prevailing processing fees. In addition, the Client authorizes Provider to deduct a platform commission of 0.5% (nought point five per cent) of each successfully processed card payment, collected automatically via Stripe as an application fee. Bank transfer (BACS) payments arranged directly between the Client and its Payer incur no Provider commission.

Responsibility for Underlying Transactions: The Client remains solely responsible for the accuracy of every Application for Payment, for the goods or services underlying it, and for the handling of any refund, chargeback, dispute or tax obligation (including VAT and CIS) arising from a card payment. Provider is not a party to the contract between the Client and its Payer and accepts no liability for such transactions.

Stripe Terms: Use of card collection is additionally governed by the Stripe Connected Account Agreement and Stripe Services Agreement, which the Client accepts during onboarding.

5. Client Data, Intellectual Property & Data Protection

Data Ownership: Client retains all right, title, and interest in any architectural drawings, blueprint files, custom pricing matrices, and customer details uploaded to the database (the "Client Data").

Data License to Provider: You grant Provider a limited, secure, worldwide license to host, parse, copy, and display Client Data solely as required to render the canvas viewports, calculate table metrics, and maintain your account.

UK Data Protection & GDPR: Both parties agree to comply with their respective obligations under the UK GDPR and the Data Protection Act 2018. Provider will implement commercially reasonable technical and administrative safeguards to protect blueprint uploads and project databases stored in our infrastructure.

Provider IP Protection: Provider owns and retains all intellectual property rights in the application, including the front-end scaling interface, the proprietary takeoff-to-billing logic engines, database designs, source code, and associated marketing text.

6. Cancellation, Refunds & Termination

Self-Service Cancellation: You may cancel your subscription tier at any time directly through the platform's billing control panel or by notifying us in writing. Your access to the paid limitations will persist until the end of your current paid billing cycle.

Refund Policy: Subscription fees are billed in advance and are generally non-refundable. When you cancel, your plan stays active until the end of the current billing period and simply does not renew — we do not provide pro-rata refunds for the unused portion of a billing period. If you believe you have been charged in error or were charged after cancelling, email us at support@blueshuckconsulting.com within 14 days of the charge; where a genuine billing error is confirmed, we will refund the affected amount to your original payment method. This policy does not affect any statutory rights you may have under applicable consumer law.

Data Retrieval Windows: Upon termination or deliberate closure of an account, Client will have a standard window of 30 days to download or export project histories and estimate registers as standard CSV/PDF formats. Following this 30-day grace period, Provider reserves the right to permanently purge obsolete database records from storage pools.

7. Limitation of Liability

"As-Is" General Provision: The application is provided to construction professionals on an "as-is" and "as-available" basis. Provider makes no guarantees regarding continuous uptime or that architectural drawing text scraping will be 100% error-free on heavily pixelated legacy documents.

Liability Cap: TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PROVIDER'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT EXCEED THE TOTAL VALUE OF FEES ACTUALLY PAID BY THE CLIENT TO THE PROVIDER IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM TRIGGER EVENT.

Consequential Loss Exclusion: Neither party shall be held liable to the other for indirect, special, or consequential damages, including but not limited to loss of business profits, lost construction tenders, reputational harm, or data loss.

8. Governing Law & Dispute Resolution

Jurisdiction: This Agreement, and any operational disputes or claims arising out of it, shall be governed exclusively by, and construed in accordance with, the laws of England and Wales.

Venue: Both parties irrevocably agree that the courts of England and Wales shall hold exclusive jurisdiction to settle any disputes arising directly from application access or commercial discrepancies under these terms.