Terms of Service

1. Agreement to these terms

These Terms of Service govern your access to and use of the IPSES Technologies platform, website and related services (collectively, the "Services"). By creating an account, uploading documents or otherwise using the Services, you agree to these terms on behalf of yourself and the organization you represent.

If you do not have authority to bind your organization, you may not use the Services.

2. Nature of the Services — automated analysis

The Services provide automated analysis of construction documents, schedules and estimates that you choose to upload. Findings, scores, financial impact models, schedule impact estimates and drafted correspondence are informational outputs intended to support the judgment of qualified professionals.

IPSES Technologies is not an engineer of record, architect of record, licensed scheduler, cost consultant, surety or insurer, and the Services do not constitute engineering, architectural, legal, accounting or professional scheduling advice. Every output must be reviewed, validated and approved by a competent professional before it is relied upon, submitted to an owner or third party, or used to make a commercial decision.

Confidence levels indicate the platform's internal assessment of a finding and are not a warranty of accuracy. Financial and schedule impact figures are modeled estimates based on the documents provided and stated assumptions.

3. Your accounts and access

You are responsible for maintaining the confidentiality of credentials, for all activity that occurs under your accounts, and for ensuring that access is promptly revoked for personnel who leave your organization or change roles. You must notify us without undue delay of any suspected unauthorized access.

You agree not to reverse engineer the Services, circumvent access controls, use the Services to build a competing product, submit documents you lack the right to submit, or use the Services in violation of applicable law or a third-party confidentiality obligation.

4. Your content and ownership

You retain all right, title and interest in the documents, schedules, estimates, models and other materials you upload ("Customer Content"), and in the findings generated from that content. You grant IPSES Technologies a limited, non-exclusive license to host, process, transmit and display Customer Content solely to provide and support the Services to you.

We do not use Customer Content to train, fine-tune or evaluate machine learning models, and we do not disclose Customer Content to other customers. Aggregate operational metrics that contain no Customer Content and cannot identify you or your projects may be used to operate and improve the Services.

5. Free first project

We may offer a complimentary review of a single project to prospective customers. Free reviews are provided as-is, are limited to one project per organization unless we agree otherwise in writing, may be subject to reasonable volume limits, and may be withdrawn or modified at our discretion prior to commencement. All other terms, including the professional review obligation in Section 2 and the limitations in Sections 8 and 9, apply in full to free reviews.

6. Fees and payment

Paid Services are invoiced per project or under an annual subscription as set out in your order form. Fees are stated in U.S. dollars, are exclusive of taxes, and are due within thirty days of invoice unless otherwise agreed. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum permitted by law.

Except where required by law, fees are non-refundable once a review has commenced.

7. Confidentiality

Each party may receive non-public information from the other. Each party will protect the other's confidential information with at least the care it applies to its own, use it only as necessary to perform under these terms, and disclose it only to personnel and subprocessors with a need to know who are bound by comparable obligations. These obligations survive termination for five years, and indefinitely for Customer Content.

8. Disclaimers

Except as expressly stated, the Services are provided "as is" and "as available". We disclaim all implied warranties, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Services will identify every risk, omission, conflict or opportunity present in a set of documents, or that outputs will be free of error.

You acknowledge that construction outcomes depend on many factors outside the Services, including field conditions, market behavior, weather, third-party performance and decisions made by owners and design teams.

9. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost bids, delay damages, liquidated damages, loss of goodwill or cost of substitute services, even if advised of the possibility.

Each party's total aggregate liability arising out of or relating to these terms will not exceed the fees paid or payable by you to IPSES Technologies in the twelve months preceding the event giving rise to the claim, or one thousand U.S. dollars for free reviews.

10. Term, suspension and termination

These terms remain in effect while you use the Services. Either party may terminate for material breach that remains uncured thirty days after written notice. We may suspend access immediately where required to protect the Services, other customers or a third party.

Upon termination we will make Customer Content available for export for thirty days, after which it will be deleted in accordance with our retention practices.

11. Changes to these terms

We may update these terms from time to time. Material changes will be communicated to account administrators at least thirty days before they take effect. Continued use after the effective date constitutes acceptance.

12. Governing law

These terms are governed by the laws of the State of Colorado, excluding its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Denver County, Colorado.

13. Contact

Questions about these terms may be directed to colleen@ipses.tech.