Terms of Service

1. ACCEPTANCE OF TERMS

These Terms of Service ("Terms") constitute a legal agreement between you ("User," "you," or "your") and FieldClerk ("Company," "we," "us," or "our") regarding your use of our construction document automation platform and related services available at www.fieldclerk.com.

By accessing or using our services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not use our services.

2. DESCRIPTION OF SERVICE

Platform Overview

FieldClerk provides a cloud-based construction document automation platform that:

• Extracts data from construction documents using AI technology
• Integrates with existing systems, databases, and business software
• Generates standardized reports and document outputs
• Provides data management and workflow automation tools

Service Availability

We strive to maintain service availability but do not guarantee uninterrupted access. Services may be temporarily unavailable due to maintenance, updates, or technical issues.

3. USER ACCOUNTS AND REGISTRATION

Account Creation

To use our services, you must:

• Provide accurate, current, and complete information
• Maintain and update your account information
• Keep your login credentials secure and confidential
• Be at least 18 years of age or have legal capacity to enter contracts

Account Responsibility

You are responsible for:

• All activities that occur under your account
• Maintaining the security of your account credentials
• Notifying us immediately of any unauthorized account use
• Ensuring your team members comply with these Terms

Account Termination

We reserve the right to suspend or terminate accounts that violate these Terms or engage in prohibited activities.

4. ACCEPTABLE USE POLICY

Permitted Uses

You may use our services for legitimate business purposes related to construction document processing and data management.

Prohibited Activities

You may not:

• Upload malicious or illegal content
• Attempt to access, modify, or disrupt our systems or other users' data
• Use our services for illegal activities or to violate applicable laws
• Reverse engineer, decompile, or attempt to extract our proprietary technology
• Share your account credentials with unauthorized parties
• Upload documents containing personal information of individuals without proper consent

Content Standards

You warrant that any content you upload:

• Does not violate any third-party rights
• Complies with applicable laws and regulations
• Is accurate and not misleading
• Does not contain viruses or malicious code

5. SUBSCRIPTION TERMS AND BILLING

Service Plans

We offer various subscription plans with different features and usage limits. Plan details, pricing, and features are available on our website and may change with notice.

Integration Services

When we provide custom integrations with your existing systems (such as ERP platforms), these integration services are provided "as-is" with no warranties regarding compatibility, performance, or data integrity. You are responsible for:

• Backing up all data before integration implementation
• Testing integrations in non-production environments when possible
• Ensuring your systems meet integration requirements
• Any data loss or system issues resulting from integration activities

Liability for integration services is subject to the same limitations outlined in Section 9 of these Terms.

Free Trials and Pilots

• Free trials may be offered with limited features or duration
• Pilot programs are subject to separate agreements
• Trial limitations and conversion terms are specified during signup

Payment Terms

• Subscription fees are billed monthly or annually as selected
• All fees are non-refundable except as specifically stated
• Prices may change with 30 days' advance notice
• You authorize automatic billing for recurring subscriptions

Cancellation and Refunds

• You may cancel your subscription at any time
• Cancellation takes effect at the end of the current billing period
• Unused portions of prepaid fees may be refunded at our discretion
• Refunds for pilot-to-subscription transitions follow the pilot agreement terms

Late Payments

Failure to pay fees may result in service suspension or account termination after appropriate notice.

6. INTELLECTUAL PROPERTY RIGHTS

Our Intellectual Property

The FieldClerk platform, including software, algorithms, user interface, and related technology, is our proprietary intellectual property protected by copyright, trademark, and other laws.

Your Content

You retain ownership of documents and data you upload. By using our services, you grant us a limited license to process, store, and analyze your content solely to provide our services.

Generated Data

Data extracted or generated through our platform remains your property. We may use aggregated, anonymized data for service improvement and analytics.

Third-Party Content

Our platform may integrate with third-party services. Your use of such integrations is subject to their respective terms and conditions.

7. DATA PROTECTION AND PRIVACY

Data Processing

We process your data in accordance with our Privacy Policy and applicable data protection laws.

Data Security

We implement reasonable technical and organizational measures to protect your data, but cannot guarantee absolute security.

Data Backup and Recovery

We maintain regular backups of your data and have recovery procedures in place, though we do not guarantee data recovery in all circumstances.

Data Retention

We retain your data according to your subscription terms and applicable legal requirements. Upon account termination, data is typically deleted within 30-90 days unless longer retention is required.

8. SERVICE LEVEL AND SUPPORT

Service Availability

We target 99% uptime during business hours but do not provide formal SLA guarantees at this service level.

Customer Support

Support is provided via email at info@fieldclerk.com during business hours. Response times may vary based on issue complexity and service plan.

Maintenance and Updates

We may perform scheduled maintenance with advance notice. Emergency maintenance may occur without prior notice.

9. LIMITATION OF LIABILITY

Service Disclaimer

Our services are provided "as is" without warranties of any kind, either express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

Liability Limits

To the maximum extent permitted by law, our total liability for any claims related to our services shall not exceed the amount you paid for services in the 12 months preceding the claim.

Exclusion of Damages

We shall not be liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, business interruption, or data loss.

User Responsibility

You are responsible for:

• Backing up your important data
• Ensuring our services meet your specific requirements
• Complying with applicable laws and regulations
• Maintaining appropriate security measures for your systems

10. INDEMNIFICATION

You agree to indemnify and hold us harmless from any claims, damages, or expenses arising from:

• Your use of our services
• Your violation of these Terms
• Your violation of any third-party rights
• Content you upload or process through our platform

11. TERMINATION

Termination by You

You may terminate your account at any time by canceling your subscription or contacting us directly.

Termination by Us

We may suspend or terminate your account if you:

• Violate these Terms or our Acceptable Use Policy
• Fail to pay required fees
• Engage in fraudulent or illegal activities
• Pose a security risk to our platform or other users

Effect of Termination

Upon termination:

• Your access to our services will cease
• We may delete your data after a reasonable grace period
• Outstanding fees remain due and payable
• Provisions regarding intellectual property, liability, and dispute resolution survive

12. MODIFICATIONS TO TERMS

We may modify these Terms at any time by:

• Posting updated Terms on our website
• Providing email notice to registered users
• Displaying notice within our platform

Continued use of our services after modifications constitutes acceptance of the updated Terms. If you do not agree to modifications, you should discontinue use of our services.

13. DISPUTE RESOLUTION

Governing Law

These Terms are governed by the laws of the State of Colorado, United States, without regard to conflict of law principles.

Mandatory Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or our services shall be resolved through binding arbitration rather than in court, except that you may assert claims in small claims court if your claims qualify.

Arbitration Rules: Arbitration will be conducted by a neutral arbitrator in accordance with the rules of the American Arbitration Association.

Location: Arbitration will take place in Colorado or via remote proceedings if agreed upon by both parties.

Costs: Each party will bear their own arbitration costs and attorney fees unless otherwise awarded by the arbitrator.

Individual Basis: Arbitration must be conducted on an individual basis. You may not consolidate your claim with other parties or participate in class-action arbitration.

Exceptions to Arbitration

The arbitration requirement does not apply to:

• Claims for injunctive or equitable relief
• Disputes regarding intellectual property rights
• Claims that can be resolved in small claims court

30-Day Notice Requirement

Before initiating arbitration, you must first contact us at info@fieldclerk.com to attempt resolution through good-faith negotiations for at least 30 days.

14. GENERAL PROVISIONS

Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding our services.

Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.

No Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or our right to enforce it later.

Assignment

You may not assign your rights under these Terms without our consent. We may assign our rights and obligations to any party.

Force Majeure

We are not liable for delays or failures in performance due to circumstances beyond our reasonable control.

15. CONTACT INFORMATION

For questions about these Terms or our services, please contact us:

These Terms of Service are effective as of the date first written above and are governed by Colorado law.