Terms of Service

Introduction

These Terms of Service (“Terms”) constitute a legally binding agreement between you, your organization, or the entity you represent (“Customer,” “you,” or “your”) and iFieldSmart Technologies, LLC (“iFieldSmart,” “Company,” “we,” “our,” or “us”) governing your access to and use of our websites, applications, software platforms, AI-powered technologies, reality capture solutions, products, APIs, and related services, including but not limited to iFieldSmart, Lens360, and associated AI-enabled construction workflow solutions (collectively, the “Services”).

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

These Terms should be read together with the iFieldSmart End User License Agreement, Privacy Policy, and Responsible AI & AI Usage Policy. In the event of any inconsistency, the governing order of precedence will be as set out in the applicable subscription agreement or commercial contract.

If you do not agree to these Terms, you may not access or use the Services.

1. Eligibility & Authorized Use

You may use the Services only if:

• You are legally capable of entering into a binding agreement;
• You are authorized to act on behalf of your organization where applicable; and
• Your use complies with applicable laws, regulations, and contractual obligations.

The Services are intended for business and professional use only and are not directed to individuals under the age of 18.

2. Definitions

For purposes of these Terms:

• “Customer Data” means any data, documents, files, BIM models, drawings, imagery, videos, prompts, project information, or other content submitted to the Services by or on behalf of Customer.
• “AI Features” means AI-assisted capabilities, machine learning workflows, automation systems, generative AI functions, retrieval systems, analytics workflows, or related AI-enabled functionality made available through the Services.
• “Lens360 Data” means visual construction data including 360° imagery, photographs, drone imagery, videos, site captures, mapping information, and related visual documentation processed through Lens360 workflows.
• “Authorized Users” means employees, contractors, consultants, or representatives authorized by Customer to access the Services.

3. Access to the Services

Subject to these Terms and any applicable order forms or subscription agreements, iFieldSmart grants Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Services for Customer’s internal business purposes.

Customer shall ensure that:

• Access credentials remain secure;
• Only authorized users access the Services;
• Users comply with these Terms; and
• Unauthorized access or misuse is promptly reported.

Customer remains responsible for all activities occurring under Customer accounts.

4. AI-Assisted Features & AI Limitations

The Services may include AI-assisted features intended to support construction workflows, operational efficiency, documentation workflows, construction intelligence retrieval, and related functionality.

AI Outputs May Contain Inaccuracies

AI-generated outputs may:

• Contain inaccuracies;
• Produce incomplete or incorrect results;
• Generate hallucinations;
• Miss issues or conditions; or
• Misinterpret construction context or project data.

Accordingly:

• AI outputs require human review and validation;
• AI-generated content should not be relied upon without professional evaluation; and
• AI-assisted features are provided as workflow-assistance tools only.

AI outputs may vary over time for the same or similar inputs due to model updates, configuration changes, or the probabilistic nature of AI systems, and may depend on third-party AI providers whose models and behaviour we do not control.

No Replacement for Professional Judgment

The Services do not replace:

• Licensed architects;
• Engineers;
• Safety professionals;
• Compliance reviewers;
• Human QA/QC processes; or
• Construction professionals or professional inspections.

Customer remains solely responsible for:

• Project decisions;
• Safety determinations;
• Compliance obligations;
• Professional approvals; and
• Final construction or operational decisions.

5. Customer Data Ownership

Customer retains ownership of Customer Data submitted to the Services. Nothing in these Terms transfers ownership of Customer Data to iFieldSmart.

Customer grants iFieldSmart a limited, worldwide license to host, store, process, analyze, transmit, display, and use Customer Data solely as necessary to:

• Provide and operate the Services;
• Deliver AI-assisted functionality;
• Maintain security and operational integrity;
• Support customer-requested workflows;
• Improve platform performance;
• Fulfill contractual obligations; and
• Collect and process usage analytics, telemetry, and session information relating to the Services, in accordance with our Privacy Policy and any applicable data protection laws.

6. AI Data Usage Commitments

No Public AI Model Training

Customer Data, uploaded project information, prompts, BIM files, Lens360 Data, and related customer content are not used to train public or shared AI models (that is, models made available for use by unrelated customers or the general public).

Third-Party AI Providers

iFieldSmart may utilize trusted third-party AI providers including OpenAI, Anthropic, Google, OCR and document processing providers, and cloud infrastructure providers. We do not control the internal training data, architectures, or update schedules of third-party AI providers, and we make no representations regarding such providers beyond those set out in our contracts with them and applicable law. Where applicable, such providers are contractually restricted from using Customer Data to train public AI models.

De-Identified Data Usage

iFieldSmart may utilize aggregated or de-identified information for analytics, platform improvement, operational insights, AI workflow optimization, and benchmarking purposes. Such information will be processed in a manner designed not to identify Customer or individual users.

7. Lens360 & Visual Data Usage

Lens360 workflows may process 360° imagery, photos and videos, drone imagery, spatial captures, existing conditions documentation, and AI-assisted visual observations.

Customers are responsible for:

• Obtaining lawful permissions for visual capture;
• Complying with applicable laws and regulations;
• Avoiding unauthorized capture activities; and
• Ensuring lawful handling of sensitive project information.

iFieldSmart processes Lens360 Data solely for delivering Services, AI-assisted workflows, documentation management, operational support, and platform functionality. De-identified or aggregated Lens360 Data may be used for analytics, service improvement, AI workflow optimization, and benchmarking, provided such information is processed in a manner designed not to identify Customer or individual users, as further described in our Privacy Policy.

8. Acceptable Use Restrictions

Customer shall not, and shall not permit others to:

• Use the Services unlawfully;
• Attempt unauthorized access;
• Reverse engineer or decompile the Services;
• Interfere with platform operations;
• Circumvent security controls;
• Upload malicious code or harmful content;
• Conduct unauthorized vulnerability testing;
• Use the Services to infringe intellectual property rights;
• Submit unlawful, deceptive, or harmful content;
• Use AI Features to generate unlawful or fraudulent outputs;
• Benchmark or compete against iFieldSmart without authorization; or
• Use AI Features in ways that promote discrimination, harassment, or unlawful bias, or in high-risk domains (such as medical, legal, financial, or life-safety decision-making) without appropriate professional oversight.

iFieldSmart reserves the right to suspend or restrict access for violations of these Terms.

9. Security & Customer Responsibilities

iFieldSmart maintains commercially reasonable administrative, technical, and organizational safeguards intended to protect Customer Data, including encryption in transit, encryption at rest, access and authentication controls, security monitoring, audit logging, and logical customer environment separation.

Customers are responsible for:

• Maintaining secure credentials;
• Managing user access;
• Implementing appropriate internal controls;
• Protecting endpoint devices and networks;
• Reviewing AI-generated outputs; and
• Maintaining appropriate project-level governance.

10. Confidentiality

Each party may receive confidential or proprietary information from the other party. Receiving parties shall protect confidential information using reasonable safeguards, use confidential information solely for permitted purposes, and limit disclosure to authorized personnel with a need to know.

Confidential information shall not include information that becomes publicly available through no fault of the receiving party, was lawfully known prior to disclosure, is independently developed, or is lawfully received from another source.

11. Third-Party Services & Integrations

The Services may interoperate with third-party applications, platforms, integrations, or AI providers. iFieldSmart is not responsible for third-party products, availability, policies, data handling, or interruptions caused by third-party systems. Use of third-party services may be subject to separate terms and policies.

12. Fees, Billing & Subscription Terms

Customer agrees to pay all fees specified in applicable order forms, subscription agreements, invoices, or commercial agreements. Fees are non-refundable and subscriptions renew automatically unless otherwise specified. Failure to pay applicable fees may result in suspension of Services, restricted access, or termination of accounts.

13. Service Availability & Modifications

iFieldSmart may modify features, update functionality, improve AI capabilities, add or remove integrations, change operational workflows, or discontinue portions of the Services. Uninterrupted or error-free operation is not guaranteed. Certain AI Features or workflows may evolve over time based on technology changes, provider changes, operational improvements, and security considerations.

14. Intellectual Property Rights

iFieldSmart and its licensors retain all rights, title, and interest in and to the Services, software, AI systems, platform workflows, documentation, branding, proprietary technologies, and associated intellectual property. Except for the limited access rights expressly granted herein, no rights are transferred to Customer.

15. Feedback

Customer may provide suggestions, comments, recommendations, or feedback relating to the Services. Customer grants iFieldSmart a non-exclusive, perpetual, royalty-free right to use such feedback for product improvement, service enhancement, and development purposes. Feedback shall not include Customer confidential information unless intentionally disclosed for such purposes.

16. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IFIELDSMART DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF:

• MERCHANTABILITY;
• FITNESS FOR A PARTICULAR PURPOSE;
• NON-INFRINGEMENT;
• ACCURACY;
• RELIABILITY;
• AVAILABILITY.

iFieldSmart does not warrant that:

• The Services will be uninterrupted or error-free;
• AI outputs will always be accurate or complete;
• The Services will identify all issues or conditions; or
• The Services will meet every customer requirement.

Customers are solely responsible for determining whether and how to use AI outputs in their specific business, project, or compliance context, and for obtaining any required professional, engineering, legal, or regulatory approvals before relying on such outputs.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

IFIELDSMART SHALL NOT BE LIABLE FOR:

• INDIRECT DAMAGES;
• INCIDENTAL DAMAGES;
• CONSEQUENTIAL DAMAGES;
• SPECIAL DAMAGES;
• LOST PROFITS;
• LOST REVENUE;
• LOST DATA;
• BUSINESS INTERRUPTION;
• PROJECT DELAYS;
• CONSTRUCTION DEFECTS;
• COST OVERRUNS;
• SAFETY INCIDENTS;
• RELIANCE ON AI OUTPUTS OR AI-GENERATED CONTENT WITHOUT APPROPRIATE HUMAN REVIEW AND PROFESSIONAL EVALUATION.

IFIELDSMART’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES SHALL NOT EXCEED THE FEES PAID BY CUSTOMER TO IFIELDSMART DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Certain jurisdictions may not permit certain limitations, so some limitations may not apply.

18. Indemnification

Customer agrees to defend, indemnify, and hold harmless iFieldSmart and its affiliates, officers, employees, contractors, and agents from claims arising from:

• Customer’s misuse of the Services;
• Violations of these Terms;
• Violations of applicable laws;
• Customer Data;
• Unauthorized visual capture activities; or
• Customer’s use or reliance on AI outputs, AI-generated content, or AI-assisted workflows without appropriate human review, professional evaluation, or compliance verification.

19. Suspension & Termination

iFieldSmart may suspend or terminate access to the Services if:

• Customer violates these Terms;
• Fees remain unpaid;
• Security risks arise; or
• Unauthorized or unlawful activity occurs.

Either party may terminate subscriptions in accordance with applicable commercial agreements.

Upon termination:

• Access rights cease;
• Certain data retention obligations may continue; and
• Surviving obligations remain enforceable.

20. Governing Law & Dispute Resolution

These Terms shall be governed by the laws of the Commonwealth of Virginia, excluding conflict-of-law principles.

Any disputes arising from these Terms shall be resolved through binding arbitration unless otherwise agreed in writing between the parties.

Nothing herein prevents either party from seeking injunctive or equitable relief where appropriate.

21. Changes to These Terms

iFieldSmart may update these Terms from time to time.

Material changes may be communicated through:

• Website postings;
• Platform notifications;
• Customer communications; or
• Updated effective dates.

Continued use of the Services after updates constitutes acceptance of the revised Terms.

22. Entire Agreement

These Terms, together with applicable order forms, subscription agreements, the End User License Agreement (EULA), Privacy Policy, Responsible AI & AI Usage Policy, and any additional service terms, constitute the entire agreement between the parties regarding the Services and supersede any prior or contemporaneous agreements, representations, or understandings relating to AI-enabled features, data usage, and service access, except as expressly set out in a signed enterprise agreement.

23. Contact Information