Terms of Service

1. Acceptance of Terms

By accessing or using the Platform, you represent and warrant that you have read, understood, and agree to be bound by this Agreement. If you do not agree with any of the terms or conditions of this Agreement, please do not access or use the Platform. If you use the Platform on behalf of a company or other organization (your "Team"), you represent that you have authority to bind it, and "you" includes your Team.

2. Description of the Platform

The Platform, called ControlKit, provides AI agents for building automation (BAS) and controls contractors. It reads plans, specifications and other documents you provide; prepares takeoffs, estimates, proposals and other documents; answers questions; and works with your Team through the Platform and by email. The Platform may also include additional features, updates, or modifications at the sole discretion of the Company.

3. User Account and Registration

3.1 Account Creation: To access the Platform, you must create a user account. You agree to provide accurate and complete information during the registration process. You are responsible for maintaining the confidentiality of your account credentials and are solely responsible for all activities that occur under your account.

3.2 Account Usage: You agree not to use another user's account without proper authorization from the account owner. You shall promptly notify the Company of any unauthorized use of your account or any other breach of security.

3.3 Your Team: Your Team's administrators decide who is a member of your Team. You are responsible for the actions of your Team's members on the Platform, including requests they make to ControlKit.

4. User Obligations

4.1 Acceptable Use: You agree to use the Platform in compliance with all applicable laws and regulations. You shall not use the Platform to engage in any illegal, harmful, or fraudulent activities, including but not limited to:

a) Uploading, transmitting, or distributing any content that is unlawful, infringing, defamatory, obscene, or harmful.

b) Attempting to gain unauthorized access to the Platform or its related systems.

c) Disrupting or interfering with the integrity or performance of the Platform.

d) Misrepresenting your identity or affiliation with any person or entity.

e) Collecting or harvesting any information from the Platform without authorization.

f) Attempting to get around the Platform's safeguards or usage limits, or to extract, copy or reverse-engineer the AI models or instructions the Platform uses.

g) Using the Platform to prepare bids, documents or messages that are intended to deceive.

4.2 User Content: You retain all rights and ownership of the content you upload or submit through the Platform, including plans, specifications, emails, pricing and documents ("Your Content"). You grant the Company a non-exclusive, royalty-free, worldwide license to host, copy, process, adapt and display Your Content solely to provide the Platform to you. This license ends when Your Content is permanently deleted from the Platform, except for copies kept in backups for a limited time or as required by law.

4.3 Your Right to Share: You represent that you have the rights and permissions needed to upload Your Content, to send it to ControlKit, and to have the Platform process it as described in this Agreement, including content that belongs to your customers, general contractors, engineers or others.

5. AI Features and Output

5.1 Drafts for Your Review: The Platform uses artificial intelligence to produce takeoffs, quantities, estimates, prices, scopes, proposals, emails and other content ("Output"). Output is generated automatically and may be incomplete or wrong, including in quantities, pricing, scope, schedules, specifications and code or standards compliance. Output is a draft for you to review. It is not engineering, legal, or other professional advice.

5.2 Your Responsibility: You are solely responsible for reviewing and verifying Output before you rely on it, including before you submit a bid, sign a contract, send a document, order materials, or perform work. The Company is not responsible for bids, prices, contracts or work based on Output.

5.3 Ownership of Output: As between you and the Company, you own the Output produced for your Team, to the extent the law allows. Output may be similar to output produced for others, and the Company does not claim that Output is unique.

5.4 Your Rules, Style and Examples: The rules, style, examples, templates and prices your Team gives the Platform, and the changes your Team makes, are used only for your Team's results. They are not shared with or used for any other customer.

6. ControlKit Acting on Your Behalf

6.1 Authorization: You authorize ControlKit to take the actions you or your Team's members ask of it, and the actions it takes as part of the Platform, including creating and updating projects, reading documents, and sending email from your Team's ControlKit address to the people your Team asks it to. Messages and documents ControlKit sends at your Team's request are sent on your behalf, and you are responsible for them as if your Team had sent them.

6.2 Email to ControlKit: Each Team has a ControlKit email address. ControlKit acts only on email from your Team's members. Email from anyone else may be filed in a project but is not acted on. Do not send ControlKit content you are not permitted to share with the Company.

6.3 Linked Files and Access Details: When an email or request includes links to files (for example Dropbox, Google Drive, OneDrive or a bid portal), ControlKit may open those links and download the files, and may use access details such as a password included with them. You represent that you are permitted to give ControlKit that access.

6.4 Mistakes: If ControlKit sends or does something you did not intend, you are responsible for correcting it with the recipient. Tell us at the address below if you believe the Platform acted outside your instructions.

7. AI Providers and Your Data

7.1 AI Providers: The Platform sends Your Content to third-party AI model providers only as needed to produce Output for you. We use only providers based in the United States (currently Anthropic, Amazon Web Services and Google Cloud), and only under zero data retention, meaning the provider does not keep Your Content after processing a request.

7.2 No Training: We do not use Your Content or Output to train AI models, and our AI providers do not train their models on it.

7.3 Other Service Providers: We also use service providers for hosting, databases, file storage, email and payments, who process Your Content only to provide their services to us.

8. Plans, Billing and Cancellation

8.1 Plans and Fees: Paid plans are billed in advance, monthly or yearly, at the price shown when you subscribe, through our payment processor, Stripe. Plans renew automatically for the same period until cancelled. Fees are exclusive of taxes, which you are responsible for.

8.2 Usage Limits: Each plan includes limits on AI usage, such as the number of document pages read each month and storage. If your Team regularly exceeds its plan's limits, we will let you know and may ask you to move to a larger plan.

8.3 Cancellation: You may cancel your plan at any time in the Platform. Cancellation takes effect at the end of the current billing period, and you keep access until then. Except where required by law, fees already paid are not refundable. When a plan ends without being renewed, AI features stop, and your projects and content remain available to your Team.

8.4 Price Changes: We may change plan prices for future billing periods with at least 30 days' notice.

9. Data Retention and Deletion

Projects your Team deletes can be restored by your Team. You may ask us to permanently delete your Team's content by writing to the address below; we will do so within a reasonable time, except for copies kept in backups for a limited time or as required by law. After your account ends, we may delete your Team's content after giving you a reasonable opportunity to export it.

10. Intellectual Property Rights

The Platform and its associated content, including but not limited to software, logos, trademarks, and copyrights, are the exclusive property of the Company or its licensors. You shall not use, modify, reproduce, distribute, or create derivative works based on the Platform or its content without the prior written consent of the Company. This section does not apply to Your Content or to Output, which are covered by sections 4.2 and 5.3.

11. Privacy Policy

The Company respects your privacy and handles your personal information in accordance with its Privacy Policy. By using the Platform, you consent to the collection, use, and disclosure of your personal information as described in the Privacy Policy.

12. Termination

The Company reserves the right to suspend or terminate your access to the Platform at any time for any reason, including but not limited to a violation of this Agreement. Upon termination, all licenses and rights granted to you under this Agreement will immediately cease.

13. Disclaimer of Warranties

The Platform and all Output are provided on an "as is" and "as available" basis, without any warranties or conditions, express or implied. The Company disclaims all warranties, whether statutory, express, or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement. Without limiting the foregoing, the Company does not warrant that Output will be accurate, complete, or suitable for any bid, contract or work.

14. Limitation of Liability

To the maximum extent permitted by law, in no event shall the Company be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, arising out of or in connection with your use of the Platform, including losses arising from bids, prices, contracts or work based on Output or from messages sent by ControlKit on your behalf. Controlify’s total liability arising out of or relating to these Terms will not exceed the total fees paid by you for the Platform in the twelve (12) months prior to the event giving rise to the claim.

15. Indemnification

You agree to indemnify, defend, and hold harmless Controlify, its affiliates, and employees from and against any third-party claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising from your use of the Platform, your violation of these Terms, content you submit through the Platform, or Output that you use or send to others.

16. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. Any dispute arising out of or in connection with this Agreement shall be resolved in the state or federal courts located in Delaware.

17. Changes to the Agreement

The Company reserves the right to modify or update this Agreement at any time. The most current version of the Agreement will be posted on the Platform. It is your responsibility to review the Agreement periodically. By continuing to access or use the Platform after any modifications to this Agreement, you agree to be bound by the updated terms.

18. Entire Agreement

This Agreement constitutes the entire agreement governing your use of the Platform, and supersedes any prior or contemporaneous communications, whether written or oral, related to such use. If you have any questions or concerns regarding this Agreement, please contact us at support@controlkit.ai.