Terms of Service

These Terms of Service ("Terms") are an agreement between BuilderPad, Inc., a North Carolina corporation ("BuilderPad", "we", "us"), and the business that signs up for or uses the Service ("Customer", "you"). They cover the BuilderPad application, BuilderPad Finance (formerly inBuild), our mobile apps and our websites (together, the "Service"). inBuild is now part of BuilderPad, and these Terms replace the separate BuilderPad and inBuild terms.

The person accepting these Terms confirms that they are at least 18 and have authority to bind the Customer. If you and BuilderPad have signed an order form or other written agreement, it controls where it conflicts with these Terms.

Our Privacy Policy and Data Processing Agreement form part of these Terms.

inBuild customers. If you have an agreement with inBuild Inc., it continues until we notify you of these Terms by email. These Terms then apply 30 days after that notice, or at your next renewal if you object in writing before then. Rights you have already paid for under your inBuild agreement, such as an unexpired money-back period, are honored.

1. Definitions

• Customer Data means data, documents and other content that you or your Users put into the Service or connect to it, including data received from integrations and mailboxes you connect.
• Users means your employees and contractors whom you allow to use the Service under your account.
• Aggregated Data has the meaning in Section 5.4.
• Order means the plan, subscription or order form you purchase.

2. Using the Service

2.1 Access. Subject to these Terms and payment of fees, we grant you a non-exclusive, non-transferable right during your subscription for your Users to use the Service for your internal business purposes.

2.2 Accounts. You are responsible for your Users, for keeping login details confidential, and for all activity under your account. Tell us promptly at security@builderpad.com if you suspect unauthorized access.

2.3 Acceptable use. You will not: (a) use the Service to break the law or infringe anyone's rights; (b) upload malware or content you have no right to share; (c) try to gain unauthorized access to the Service or other customers' data; (d) reverse engineer the Service, except as the law permits; (e) resell or provide the Service to third parties, except your Users and your clients through features designed for that, such as the client portal; or (f) use the Service to build a competing product.

2.4 Changes to the Service. We may improve and change the Service. We will not materially reduce the core functionality of your paid plan during your current subscription term.

3. Fees and payment

3.1 Fees. You will pay the fees for your Order. Subscriptions renew automatically for the same term unless cancelled before renewal.

3.2 Cancellation and refunds. You can cancel at any time, and you will not be charged again after the current billing period. Fees already paid are not refundable, except where the law requires otherwise or these Terms say so.

3.3 Billing. Payments are processed by our payment processors. If a payment fails, we may suspend the Service after giving you notice and a reasonable chance to pay.

3.4 Price changes. We will give you at least 30 days' notice before a price increase applies to your next renewal.

3.5 Taxes. Fees exclude taxes. You are responsible for applicable taxes other than taxes on our income.

3.6 Vendor payments are separate. Money you send to vendors through BuilderPad Finance is not a fee to us. See Section 8.

4. Your responsibilities

You are responsible for the accuracy of Customer Data, for having the rights and consents needed to put it into the Service (including consent to text or email homeowners, subcontractors and vendors through the Service), and for reviewing invoices, bills and payment details before you approve or send a payment.

5. Customer Data

5.1 You own it. As between you and us, you own Customer Data.

5.2 Our limited licence. You grant us a limited licence to host, copy, process and display Customer Data only to: (a) provide, secure and support the Service for you; (b) create Aggregated Data under Section 5.4; and (c) comply with law. We act as your service provider (processor) for Customer Data under our Data Processing Agreement.

5.3 No sale. We do not sell Customer Data.

5.4 Aggregated Data. We may create statistics by combining Customer Data with data from other customers ("Aggregated Data"). Data becomes Aggregated Data only when (a) it is combined with data from at least 10 unrelated customer companies, (b) names and identifying details of you, your Users, your vendors, clients, projects, addresses and any individual are removed, and (c) it cannot reasonably be used to identify you or any person, vendor or project. We will keep Aggregated Data in that de-identified form, not attempt to re-identify it, and require anyone we share it with to do the same. We own Aggregated Data and may use it for any lawful purpose, including benchmarking, analytics, improving the Service and developing new features, including AI features. Aggregated Data is not Customer Data, and this Section 5.4 survives the end of these Terms.

5.5 Export and deletion. You can export Customer Data while your subscription is active. For 30 days after your subscription ends, we will, on request, provide an export of your Customer Data in a standard format. After that, we delete or return Customer Data as set out in the Data Processing Agreement.

6. AI features

6.1 What AI does. Some features use AI to read documents and extract information, for example vendor, amounts, line items and due dates from invoices.

6.2 No training on your data. We do not use Customer Data to train, fine-tune or improve AI models. We use AI providers only under terms that prohibit them from using Customer Data to train, fine-tune or improve their models. Our AI providers are listed on our Subprocessors page. Aggregated Data that meets Section 5.4 is not Customer Data, and this Section 6.2 does not limit its use.

6.3 Review AI output. AI output can be inaccurate or incomplete. You are responsible for reviewing it before relying on it, including before approving or paying any invoice.

6.4 This Section controls. If anything in these Terms, an Order or any other document we have published conflicts with Section 6.2 or Modification A of the Data Processing Agreement (which says the same thing), those provisions control.

7. Integrations and connected mailboxes

7.1 Your choice. The Service can connect to third-party services you choose, such as QuickBooks, Procore, Sage, DocuSign, Dropbox, Microsoft Outlook and Gmail. You authorize us to access, retrieve and send data to and from them on your behalf. Your use of each third-party service is governed by your agreement with its provider, and we are not responsible for third-party services.

7.2 Mailboxes. When you connect a mailbox, we access it only as described in Section 4 of our Privacy Policy: we read Inbox messages with attachments to find invoices and bills, and add a label to the messages we process. We never send email from your mailbox or delete your messages. You can disconnect at any time.

8. Payments to vendors

BuilderPad is not a bank or money transmitter. Vendor payments, bank connections and mailed checks are carried out by our payment partners (currently Mercoa, Plaid and Lob), and you or your vendors may need to accept their terms. You are responsible for the accuracy of payment instructions you approve. We are not responsible for a payment partner's failure to complete a payment, but we will help you resolve problems.

9. Confidentiality

Each party will protect the other's non-public business information that it receives ("Confidential Information") with at least reasonable care, and use it only to perform under these Terms. This does not apply to information that is public, already known to the recipient, independently developed, or received lawfully from someone else. A party may disclose Confidential Information when required by law, after giving notice where allowed. Customer Data is your Confidential Information.

10. Security and breach notification

We maintain reasonable administrative, technical and physical safeguards for Customer Data, described in our Data Processing Agreement. We investigate suspected breaches promptly and will not unreasonably delay confirming one. If we confirm a security breach affecting your Customer Data, we will notify you within 72 hours of confirming it, or sooner where the law requires, and keep you informed as we investigate.

11. Term and termination

11.1 Term. These Terms apply while you use the Service.

11.2 Termination for breach. Either party may terminate if the other materially breaches these Terms and does not cure the breach within 30 days of written notice.

11.3 Suspension. We may suspend access immediately if needed to prevent serious harm to the Service, other customers or the public, or if required by law. We will tell you why and restore access once the issue is resolved.

11.4 Effect. When your subscription ends, your access ends, and Section 5.5 applies. Sections 3 (unpaid fees), 5, 9, 12, 13, 14 and 15 survive.

12. Warranties and disclaimers

We warrant that we will provide the Service with reasonable skill and care and in material conformance with its documentation. If we breach this warranty, you must tell us, and we will try to fix it; if we cannot within a reasonable time, either party may terminate the affected subscription and we will refund prepaid fees for the remaining period. Except as stated in these Terms, the Service is provided "as is", and we disclaim all other warranties, including merchantability, fitness for a particular purpose and non-infringement, to the extent the law allows.

13. Indemnities

13.1 By us. We will defend you against third-party claims that the Service infringes their intellectual property rights, and pay resulting damages and costs awarded or agreed in settlement. This does not apply to claims caused by Customer Data, third-party services, or use of the Service in breach of these Terms.

13.2 By you. You will defend us against third-party claims arising from Customer Data or your use of the Service in breach of these Terms or the law, and pay resulting damages and costs awarded or agreed in settlement.

13.3 Process. The indemnified party must give prompt notice, reasonable cooperation, and control of the defense; the indemnifying party may not settle in a way that admits fault by the other without consent.

14. Limitation of liability

14.1 Cap. Except for Excluded Claims, each party's total liability arising out of these Terms is limited to the fees you paid or owed to us in the 12 months before the claim.

14.2 Data breach cap. For claims arising from our breach of our data-protection or security obligations, including the indemnity in the Data Processing Agreement, our total liability is limited to two times the fees you paid or owed to us in the 12 months before the claim. Reasonable costs of investigating a breach and notifying affected people are direct damages for this purpose.

14.3 Excluded damages. Neither party is liable for indirect, consequential, special or punitive damages, or lost profits or revenue, even if advised of the possibility.

14.4 Excluded Claims. Sections 14.1 and 14.3 do not limit: (a) your obligation to pay fees; (b) either party's indemnity obligations under Section 13; (c) liability for gross negligence, fraud or wilful misconduct; or (d) liability that cannot be limited by law. Claims covered by Section 14.2 are subject only to the Section 14.2 cap.

15. General

15.1 Governing law. These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law rules. Each party submits to the exclusive jurisdiction of the state and federal courts in Delaware.

15.2 Changes to these Terms. We may update these Terms. We will email account owners at least 30 days before a material change takes effect. If you do not agree, you may cancel before it takes effect. Continued use after that date means you accept the change.

15.3 Notices. We will send notices to the account owner's email. Send notices to us at hello@builderpad.com and by mail to BuilderPad, Inc., 8480 Honeycutt Rd, Suite 227, Raleigh, NC 27615.

15.4 Other terms. Neither party may assign these Terms without the other's consent, except to a successor in a merger or acquisition. Neither party is liable for delays caused by events beyond its reasonable control. If any provision is unenforceable, the rest remains in effect. Failure to enforce a provision is not a waiver. These Terms, your Orders, the Privacy Policy and the Data Processing Agreement are the entire agreement on their subject. Where they conflict, this order applies: (1) the Data Processing Agreement for Customer Data; (2) your Order; (3) these Terms; (4) the Privacy Policy. Section 6.4 overrides this order on AI training.

Contact

BuilderPad, Inc. · 8480 Honeycutt Rd, Suite 227, Raleigh, NC 27615 · hello@builderpad.com · 919-367-1634