Terms of Service

1. Who you are contracting with

SC Connect is operated by Netgician LLC, a limited liability company (“we”, “us”). When you subscribe, your agreement is with Netgician LLC. SC Connect is the name of the product, not of a separate company, and the charge on your card statement will show Netgician LLC or a descriptor naming it.

“You” means the business that subscribes. If you accept these terms on behalf of a company, you confirm you are authorised to bind it. Individual people you invite into the service — your project managers, foremen, bookkeeper and crew — use it under your account and on your authority.

[COUNSEL] Confirm the entity name, formation state and registered agent as they should appear here, and whether the SaaS should contract through Netgician LLC or a separate operating entity. Stripe is being activated under Netgician LLC.

2. What the service is

SC Connect is web software for running a trade subcontracting business: projects and cost codes, crew timecards and job costing, time-and-material tickets with on-glass signatures, progress billing, change orders, purchase orders, certified payroll, drawings, field operations, warehouse and equipment records, compliance documents and lien paperwork, and reporting over all of it.

We provide the software. We do not perform construction work, do not act as your accountant, and do not act as your lawyer. See section 8.

3. Plans, limits and what each tier includes

There are two paid tiers, billed monthly in advance:

An “active employee” means an active user account in your company’s workspace — a seat — not your headcount. Deactivating someone stops them counting, and their historical records stay intact. An “open project” is one that has not been closed out; closing a project releases its capacity.

A free trial may be offered before a card is added. Trial workspaces are limited to 5 active employees, 2 open projects and 5 GiB of files, and have access to every feature so that the paid tiers can be evaluated honestly.

Prices are in US dollars and exclude any sales or use tax that applies. We may change prices with at least 30 days’ notice, effective at your next renewal.

[COUNSEL] Confirm the sales-tax position. SaaS is taxable in a number of states and the answer depends on where the customer is, not where we are; we currently collect no tax and Stripe Tax is not enabled.

4. Billing, renewal and cancellation

Subscriptions are billed monthly in advance through Stripe and renew automatically until cancelled. We do not see or store your full card number; Stripe handles the card and we store only its identifiers for the subscription.

You can cancel at any time from inside the product. Cancellation takes effect at the end of the period you have already paid for. We do not prorate or refund a partial month, except where the law requires it or where we have made a billing error.

If a payment fails, we do not lock you out. Your workspace keeps working while Stripe retries. If it keeps failing we will tell you a date, and after that date the workspace becomes read-only — you can still open, print, download and export everything in it. We do not delete data or take it offline for non-payment. This matters because the service holds certified payrolls signed under penalty of perjury, lien deadlines where a single day can forfeit a right, and signed tickets that are legal instruments.

After cancellation your data stays available to you for at least 30 days so you can export it. After that we may delete it. See the Privacy Policy for what we keep and for how long.

[COUNSEL] Confirm the post-cancellation retention window (30 days is proposed, not researched) and whether an export-on-request obligation should be stated as a commitment rather than a courtesy. Also confirm whether refund language needs a state-specific carve-out.

5. Your data stays yours

Everything you and your people put into the service — projects, hours, payroll figures, photographs, drawings, documents, signatures and the records built from them — is yours. We claim no ownership of it. You grant us only the permission we need to run the service for you: to store it, process it, back it up, transmit it to the people you direct it to, and show it back to you.

You can export your data at any time while your subscription is live, and during the window described in section 4 after it ends.

We do not sell your data, and we do not use it to train machine-learning models. We use aggregate, non-identifying figures — how many workspaces exist, how much storage is in use — to operate and size the service.

6. Acceptable use

You agree not to:

• upload anything you do not have the right to upload, or that infringes somebody else’s rights;
• use the service to store personal data about people you have no lawful reason to hold it about — in particular Social Security numbers, which the service accepts only so that you can produce certified payroll for your own workers;
• attempt to reach another company’s workspace, probe or circumvent the access controls, or test the security of the service without written permission;
• share sign-in credentials, or share a signature link with somebody it was not issued for — links sent to general contractors are bearer credentials and anyone holding one can act on it;
• resell, sublicense or white-label the service, or scrape it at volumes that degrade it for other customers;
• use the service to break the law.

We may suspend a workspace immediately, without the notice period in section 4, if it is being used in a way that endangers the service or other customers. We will tell you why.

7. What you are responsible for

You are responsible for the accuracy of what you put in, for who you give access to, and for the documents you send out of the service. Specifically:

• The documents you issue are yours. Time-and-material tickets, change orders, requests for information, pay applications, certified payrolls and lien waivers produced here are issued by you to your general contractor, vendor or agency. Netgician LLC is not a party to them. The wording printed on them, including the acknowledgement text above a signature, is provided for convenience and is yours to review with your own lawyer.
• Certified payroll is a filing you sign. The service builds the form from figures you enter. The statement of compliance is signed under penalty of perjury by a person at your company, and checking it is yours to do.
• Lien deadlines and waiver forms are not determined by the service. Deadlines you record are the ones you enter; the service reminds you, it does not calculate what a state requires. The waiver template is not certified as meeting any state’s statutory form. Where a statutory form is required, use it.
• You control who sees what. Roles decide who can see pay rates, Social Security number suffixes and job margins. Assigning them is yours to do.

8. No professional advice

The service is software, not advice. Nothing in it is legal, accounting, tax, insurance or safety advice, and no output of it — a deadline, a wage-compliance warning, a waiver, a payroll form, a report — is a substitute for a professional who knows your contract and your jurisdiction.

9. Availability, support and changes

We aim to keep the service available and to keep your data backed up, and we take both seriously — backups run daily to encrypted off-site storage and are tested by restoring them. We do not, at this stage, offer a contractual uptime commitment or a service credit.

Support is by email. We will keep improving the service, and features may change. We will not remove a feature your tier is sold on without notice.

[COUNSEL] Confirm whether an uptime commitment should be offered at all at this stage, and whether disclaiming one needs different wording to survive in the states where the first customers are likely to be.

10. Warranties

The service is provided “as is” and “as available”. To the fullest extent the law allows, we disclaim all implied warranties, including merchantability, fitness for a particular purpose and non-infringement. Some states do not allow parts of this to be excluded, and where that is so this section applies only as far as it lawfully can.

11. Limitation of liability

To the fullest extent the law allows, neither party is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue or lost business opportunity, even if told such damages were possible.

Our total liability arising out of or relating to the service, on any theory, is limited to the amount you paid us in the twelve months before the event giving rise to the claim.

These limits do not apply to a party’s fraud, wilful misconduct, or to anything a limitation of liability cannot lawfully cover.

[COUNSEL] This is the clause most likely to need real work. The service holds data whose loss or exposure has consequences well beyond twelve months of a $199 or $399 subscription — Social Security numbers, signed lien waivers, federal payroll filings. Confirm whether a 12-month cap is defensible for this data, whether a separate and higher cap should apply to a data-security incident, and what the right indemnity arrangement is in both directions. Also confirm whether we should carry technology errors-and-omissions and cyber cover before the first customer, and at what limit.

12. Termination

You may stop using the service and cancel at any time. We may terminate for a material breach of these terms that you have not fixed within 30 days of being told about it, or immediately for the conduct described in section 6. Sections 5, 7, 8, 10, 11 and 13 survive termination.

13. Governing law and disputes

These terms are governed by the laws of [TO BE CONFIRMED BY COUNSEL], without regard to its conflict-of-laws rules, and the parties submit to the exclusive jurisdiction of the courts located there.

[COUNSEL] The state is deliberately blank. Choosing it is a real decision — where Netgician LLC is formed, where it operates, and where the customers are expected to be are not necessarily the same place, and a choice-of-law clause a customer’s home state will not enforce is worse than none. Confirm the state, the venue, and whether arbitration with a class-action waiver is worth having for a business-to-business subscription at this price.

14. Changes to these terms

We may update these terms. If a change materially reduces your rights we will give at least 30 days’ notice by email and in the product before it takes effect, and you may cancel before it does. The date at the top of this page is when it was last changed.

15. Contact

Questions about these terms go to Netgician LLC at legal@netgician.com.

[COUNSEL] Confirm the notice address. A mailing address for formal notice is expected in a contract and there is none here yet; confirm whether a registered-agent address is the right one to publish.