Effective date: [DATE]
These Terms of Service ("Terms") govern your access to and use of the Make Corrections application, website, and related services (collectively, the "Service"), provided by [LEGAL ENTITY NAME] ("Make Corrections," "we," "us," or "our"). By creating an account, accessing, or using the Service, you ("you," "Customer," or "User") agree to these Terms. If you are entering into these Terms on behalf of a company or other legal entity (such as an architecture firm), you represent that you have authority to bind that entity, and "you" refers to that entity.
If you do not agree to these Terms, do not use the Service.
Make Corrections is a software tool that assists design professionals in reviewing construction submittals for conformance with project specifications, using automated analysis including artificial intelligence ("AI") models. The Service may generate draft review comments, summaries, markups, and related output ("Output").
The Service is a productivity aid, not a substitute for the independent professional judgment of a licensed design professional. You acknowledge and agree that:
You must be at least 18 years old and capable of forming a binding contract. You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. Notify us promptly at [CONTACT EMAIL] of any unauthorized use. We may suspend or terminate accounts that violate these Terms.
"Customer Data" means the documents, project information, and other content you or your users upload to or generate within the Service. As between you and us, you retain all ownership of Customer Data. You grant us a worldwide, non-exclusive license to host, store, process, transmit, and display Customer Data solely to provide, maintain, secure, and improve the Service, including transmitting relevant content to our third-party subprocessors (see the Privacy Policy). You represent that you have the rights necessary to upload Customer Data and to grant this license, and that doing so does not violate any third party's rights or any confidentiality obligation.
You agree not to: (a) use the Service in violation of any law or third-party right; (b) upload content you lack the right to upload, or that is unlawful, infringing, or malicious; (c) attempt to gain unauthorized access to the Service, other customers' data, or our systems; (d) probe, scan, or test the vulnerability of the Service except as expressly authorized; (e) interfere with or disrupt the Service; (f) reverse engineer or attempt to extract source code except as permitted by law; (g) resell or provide the Service to third parties except as expressly permitted; or (h) use the Service to build a competing product.
Output is generated in part by third-party AI models. The same or similar Output may be generated for other users. We make no claim of ownership over Output as between you and us; subject to your compliance with these Terms, you may use Output for your internal business purposes, subject always to Section 2. You are responsible for evaluating the accuracy and suitability of Output for your purposes.
Paid plans are billed through our third-party payment processor, [Stripe]. By subscribing, you authorize recurring charges to your payment method per the plan you select. Fees are [non-refundable except as required by law / subject to the refund terms stated at purchase]. We may change pricing on prospective notice. The Service may enforce usage limits (including per-account monthly processing caps); reaching a limit may temporarily restrict certain features until the limit resets or the plan is upgraded. Failure to pay may result in suspension or termination.
The Service relies on third-party providers (including for AI processing, hosting, storage, authentication, email, and payments). Your use may be subject to those providers' terms, and we are not responsible for third-party services. See the Privacy Policy for the current list of subprocessors.
We will use commercially reasonable administrative, technical, and organizational measures designed to protect Customer Data. However, no method of transmission or storage is perfectly secure, and we do not guarantee that Customer Data will not be accessed, altered, or destroyed by breach of our safeguards. You are responsible for determining whether the Service's security is appropriate for the sensitivity of the data you upload.
These Terms apply while you use the Service. You may stop using the Service and terminate your account at any time. We may suspend or terminate your access (a) for breach of these Terms, (b) to comply with law, or (c) if providing the Service becomes commercially impracticable, with reasonable notice where practicable. On termination, your right to use the Service ends. We will make Customer Data available for export for [30] days after termination, after which we may delete it, except as required by law or our backup cycle.
THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT OUTPUT WILL BE ACCURATE, COMPLETE, OR RELIABLE. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, MAKE CORRECTIONS AND ITS OWNERS, OFFICERS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS, OR FOR ANY DAMAGES ARISING FROM CONSTRUCTION DEFECTS, REWORK, DELAYS, PROFESSIONAL LIABILITY, OR RELIANCE ON OUTPUT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE [TWELVE (12)] MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) [USD $100]. These limitations apply regardless of the theory of liability and even if a remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.
You will defend, indemnify, and hold harmless Make Corrections from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your Customer Data, (b) your use of the Service or Output, (c) your violation of these Terms or any law, or (d) any professional services you provide in connection with submittals reviewed using the Service.
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by email or in-app). Your continued use after the changes take effect constitutes acceptance.
These Terms are governed by the laws of the State of [ARIZONA], without regard to conflict-of-laws rules. The exclusive venue for any dispute will be the state or federal courts located in [COUNTY, ARIZONA], and you consent to their jurisdiction. [Consider whether to add an arbitration clause and class-action waiver — discuss with counsel.]
These Terms, together with the Privacy Policy and any order or plan terms, are the entire agreement between you and us regarding the Service. If any provision is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.
Questions about these Terms: [CONTACT EMAIL], [LEGAL ENTITY NAME AND ADDRESS].