Terms and conditions.

These terms and conditions (the “Terms”) govern your access to and use of vertigraph.com, the Vertigraph customer portal, and Vertigraph software products (BidScreen XL, SiteWorx/OS, BidPoint XL, Drawing Compare, the Concurrent License Manager, and any related services). By using the website, downloading or installing Vertigraph software, or purchasing a license, you accept these Terms.

1. License grant

Subject to your compliance with these Terms and payment of any applicable fees, Vertigraph, Inc. grants you a limited, non-exclusive, non-transferable, non-sublicensable license to install and use the software you have licensed (perpetual or annual lease) for your internal business purposes.

A perpetual license remains in effect indefinitely, subject to these Terms. An annual lease is in effect for the period paid for and may be renewed at the then-current rate. The Concurrent License Manager extends licensed use across a defined pool of installations on your network.

When software is downloaded and installed from this site, you will be presented with the End User License Agreement (EULA) for review and acceptance. The EULA forms part of these Terms and controls in the event of a conflict on software-specific provisions.

2. Permitted use

You may:

• Install and use the licensed software on the number of machines or in the concurrent pool size you have licensed.
• Make a reasonable number of copies of the software solely for backup purposes.
• Use takeoff data and reports generated by the software for your own bids, projects, and business records.

3. Restrictions

You may not:

• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the software except where this restriction is prohibited by applicable law.
• Modify, translate, or create derivative works of the software.
• Rent, lease, lend, sell, sublicense, or otherwise transfer the software to any third party, except as expressly permitted by these Terms.
• Remove, obscure, or alter any proprietary notices on the software or any documentation.
• Use the software to develop a competing product or service.
• Share, publish, or redistribute license serials or activation tokens.

4. Full Serve maintenance

Full Serve is Vertigraph’s required annual maintenance subscription. It entitles you to unlimited phone and email support, scheduled web-based training, and every software update and enhancement we release while your Full Serve is active. Full Serve is included for the first year of every license purchase and is bundled into every annual lease for the term of the lease. From year 2 onward, an active Full Serve subscription is required to use the software; if Full Serve lapses, the software will stop functioning until Full Serve is renewed.

Auto-renewal. Full Serve renews automatically each year on the anniversary of your purchase. By providing a payment method, you authorize Vertigraph and our payment processor (Stripe) to charge that payment method for the then-current Full Serve fee on each renewal date until you cancel. We will email a renewal reminder before each charge. You may cancel auto-renewal at any time from the customer portal or by emailing support@vertigraph.com before the renewal date; cancellation stops future renewals but does not refund the current paid term. Annual lease subscriptions renew on the same auto-charge basis.

5. Trials

Vertigraph may offer free trials of certain products. A trial provides full functionality for the trial period stated at download (typically 14 days). Trial users agree not to use trial software for production estimating or commercial bidding. At the end of the trial period, the software may stop working until a license is purchased.

6. Pricing and payment

Prices are listed in U.S. dollars on vertigraph.com/pricing and may be updated from time to time. Prices in effect at the date of purchase apply to that purchase. Annual lease and Full Serve subscriptions automatically renew at the then-current rate via recurring charge to the payment method on file unless cancelled before the renewal date (see Section 4).

Payment is processed by Stripe on Vertigraph’s behalf; card details are stored by Stripe, not by Vertigraph. You are responsible for any taxes, duties, or fees imposed by your jurisdiction.

7. Refunds

We want you to be satisfied with your purchase. If, within 30 days of your initial purchase of BidScreen XL or SiteWorx/OS, the software does not fit your workflow, contact us and we will issue a refund for the unused portion of the license, with any consumed Full Serve months prorated. Annual lease renewals, Concurrent License additional installs, and digitizer hardware are non-refundable once delivered.

8. Intellectual property

The software, the website, and all related materials are owned by Vertigraph, Inc. and are protected by U.S. and international copyright, trademark, and other intellectual property laws. No rights are granted to you other than the limited license described in these Terms.

9. Customer data

You retain ownership of all takeoff data, drawings, estimates, and other content you create or upload through the software or the customer portal. We process this content only as needed to provide the service. See our Privacy policy for details on how we handle personal information.

10. Updates and discontinuation

We may release updates, enhancements, and security patches at our discretion. Active Full Serve subscribers receive all such updates. Vertigraph may discontinue features or products with reasonable notice; perpetual licenses for discontinued products remain valid for as long as the underlying technology supports them.

11. Warranties

Vertigraph warrants that the software will perform substantially in accordance with its documentation. EXCEPT FOR THE FOREGOING, THE SOFTWARE AND THE WEBSITE ARE PROVIDED “AS IS” AND VERTIGRAPH DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

You are solely responsible for the accuracy of your bids and estimates. Construction takeoff is a professional activity that requires a qualified estimator’s judgment; the software is a tool, not a substitute for professional review.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VERTIGRAPH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SOFTWARE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF VERTIGRAPH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. VERTIGRAPH’S TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID TO VERTIGRAPH FOR THE APPLICABLE LICENSE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Termination

We may suspend or terminate your access to the software, the customer portal, or any of our services if you materially breach these Terms. On termination, the licenses granted to you end and you must stop using the software. The provisions regarding intellectual property, warranties, limitation of liability, and governing law survive termination.

14. Governing law

These Terms are governed by the laws of the State of Washington, without regard to its conflict of laws principles. Exclusive venue for any dispute is the state and federal courts located in Spokane County, Washington, and you consent to personal jurisdiction in those courts.

15. Changes to these Terms

We may update these Terms from time to time. The updated version will be posted on this page and the “Last updated” date at the top will reflect the most recent change. Continued use of the software or the website after the updated Terms take effect constitutes acceptance of the changes.

16. Contact