Terms of Service and Service Level Agreement for AEC Solutions Inc. Products and Services

Last Updated: January 23, 2023

  1. Agreement Overview

    This Agreement represents a Service Level Agreement (“SLA” or “Agreement”) between AEC Solutions Inc. and the Subscriber for the provisioning of IT services required to support and sustain AEC Solutions Products.

    • This Agreement remains valid until superseded by a revised agreement mutually endorsed by the stakeholders.
    • Your access to and use of the service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the service.
    • This Agreement outlines the parameters of all IT services covered as they are mutually understood by the primary stakeholders. This Agreement does not supersede current processes and procedures unless explicitly stated herein.
    • By accessing or using the service, you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the service.

  2. Goals & Objectives

    The purpose of this Agreement is to ensure that the proper elements and commitments are in place to provide consistent IT service support and delivery to the Subscriber(s) by the AEC Solutions Inc. This includes:

    • Obtain mutual agreement for IT service provision between the AEC Solutions Inc. and Subscriber(s).
    • Provide clear reference to service ownership, accountability, roles and responsibilities.
    • Present a clear, concise and measurable description of service provision to the Subscriber.
    • Match perceptions of expected service provision with actual service support & delivery.

  3. Stakeholders

    The following Service Provider(s) and Subscriber(s) will be used as the basis of the Agreement and represent the primary stakeholders associated with this SLA:

    • IT Service Provider(s): AEC Solutions Inc. (“Provider”)
    • IT Subscriber(s): Subscriber (“Subscriber”)

  4. Periodic Review

    This Agreement is valid from the Effective Date outlined herein and is valid until further notice. This Agreement should be reviewed at a minimum once per fiscal year; however, in lieu of a review during any period specified, the current Agreement will remain in effect.

    The Document Owner is responsible for facilitating regular reviews of this document. Contents of this document may be amended as required, provided mutual agreement is obtained from the primary stakeholders and communicated to all affected parties. The Document Owner will incorporate all subsequent revisions and obtain mutual agreements / approvals as required.

  5. Service Agreement

    Service Scope

    The following Services are covered by this Agreement:

    • Live telephone support
    • Monitored e-mail support
    • Remote assistance using Microsoft Teams
    • Planned or Emergency Onsite assistance (extra costs apply)
    • Daily System Health check Health Monitoring Checklist from Microsoft Azure

    Subscriber Requirements

    Subscriber responsibilities and/or requirements in support of this Agreement include:

    • Payment for all platform and support costs at the agreed interval.
    • Reasonable availability of Subscriber representative(s) when resolving a service related incident or request.

    Subscribers Roles and Responsibilities

    The subscriber is responsible for maintaining, adding, and removing internal and external project-specific individuals' access to the Builterra platform. This includes but is not limited to the following:

    • Review all the users on the account monthly to ensure they are current employees and to review that their roles and permissions are up to date.
    • Adding new users to the Builterra platform and giving those users the necessary roles and permissions to use within the platform.
    • Removing former employees’ access, as well as external project-specific individuals' access to the Builterra platform.
    • Registering user profiles and installing the Builterra mobile application.

    Service Provider Requirements

    Service Provider responsibilities and/or requirements in support of this Agreement include:

    • Meeting response times associated with service-related incidents.
    • 48 hours advanced notice to Subscriber for all scheduled maintenance.
    • If Scheduled Maintenance is required, time for updates will be between 2am ET and 5am ET or on Weekends.

    Service Assumptions

    Assumptions related to in-scope services and/or components include:

    • Changes to services will be communicated and documented to all stakeholders.

    Termination

    We may terminate or suspend access to our service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, indemnity and limitations of liability.

    Subscriptions

    The services are billed on a subscription basis ("Seat(s)"). You will be billed on an annually recurring basis. One “Seat” or Licence is for the use of one individual, user profile sharing is not allowed.

    If you have any questions about the subscriptions, please get in touch with our Sales team: sales@builterra.com

    AEC Solution Inc.'s Responsibilities

    Provide level 1 and 2 technical support for the Builterra platform (https://portal.builterra.com/) and the Builterra Mobile app

    • Developing Builterra platform and application updates and patches
    • The overall Builterra platform and application operation and architecture
    • The security, support, and storing of client's information
    • The Availability and Privacy of the platform and mobile App

    Code of Conduct

    Our platform and services allow you to upload, share, store, and otherwise make available certain information, text, documents, images, financial data, or other materials. You are responsible for only uploading the information you wish to have visible to other users on the account. Take caution in uploading any sensitive data onto the Builterra platform, as it may be visible for other users on the account.

    Expected Content

    The following content is examples of expected and allowed content:

    • Uploading a document(s) for inspection(s), project(s), tender(s), or other document(s) related to construction or field work.
    • Uploading an image(s) for inspection(s), project(s), tender(s), or other document(s) related to construction or field work.
    • Uploading data or information for inspection(s), project(s), tender(s), or other document(s) related to construction or field work.
    • Uploading a file(s) for inspection(s), project(s), tender(s), or other document(s) related to construction or field work.

    Non-Allowed Content

    The following content is examples of expected and allowed content:

    • Do not upload anything to which you are not the legal owner or haven’t been approved to do so by the legal owner.
    • Do not use the platform to perform any activity that exploits, harms, or threatens to any person or property.
    • Do not send spam or engage in phishing. Spam is unwanted or unsolicited bulk e-mail, system notifications, or similar electronic communications. Phishing is sending e-mails or other electronic communications to fraudulently or unlawfully induce recipients to reveal personal or sensitive information, such as passwords, dates of birth, financial information, or other sensitive information, or to gain access to accounts or records, exfiltration of documents or other sensitive information, payment and/or financial benefit.
    • Do not publicly display or use the Services to share inappropriate content or material (involving, for example, nudity, offensive language, graphic violence, or criminal activity) or Your Content or material that does not comply with local laws or regulations.
    • Do not engage in activity that is fraudulent, false or misleading (e.g., asking for money under false pretenses, impersonating someone else, manipulating the Services to increase play count, or affect rankings, ratings, or comments) or libellous or defamatory.
    • Do not circumvent any restrictions on access to or availability of the Services.
    • Do not engage in activity that is harmful to you, the Services or others (e.g., transmitting viruses, stalking, posting terrorist or violent extremist content, communicating hate speech, or advocating violence against others).
    • Do not infringe upon the rights of others (e.g., unauthorized sharing of copyrighted music or other copyrighted material, resale or other distribution of Azure maps, or photographs).
    • Do not engage in activity that violates the privacy or data protection rights of others.
    • Do not help others break these rules.

    Note: These are not exhaustive lists, and we have a right to make changes to these lists at any time.

    Changes

    At our sole discretion, we reserve the right to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

    Contact Us

    If you have any questions about these Terms, please get in touch with us with the following contact information:

  6. Service Management

    Effective support of in-scope services is a result of maintaining consistent service levels. The following sections provide relevant details on service availability, monitoring of in-scope services and related components.

    Service Availability

    Coverage parameters specific to the service(s) covered in this Agreement are as follows:

    • Telephone support: 8:00 A.M. to 8:00 P.M. Monday – Friday (ET)
      Calls received out of office hours will be forwarded to a mobile phone and best efforts will be made to answer / action the call, however there will be a backup answer phone service.
    • E-mail support: Monitored 8:00 A.M. to 8:00 P.M. Monday – Friday (ET)
      E-mails received outside of office hours will be collected, however no action can be guaranteed until the next working day.

    Service Requests

    In support of services outlined in this Agreement, the Service Provider will respond to servicerelated incidents and/or requests submitted by the Subscriber within the following time frames:

    • 0-8 hours (during business hours) for issues classified as high priority.
      • Error when submitting Data or Photos with App
      • Error when generating Reports with Web Portal
      • Mobile Data collected using App not appearing in Web Portal
      • Payment Reporting Calculations Incorrect
      • User UI Support Onsite which results in stopping data collection or reporting
    • Within 48 hours for issues classified as medium priority.
      • Custom reporting formatting issues
      • User UI Support in addition to formal training
    • Within 5 working days for issues classified as low priority.
      • User has defined issue as a low priority and provided us a timeline

    Remote assistance will be provided in-line with the above timescales dependent on the priority of the support request.

  7. Cancellation and Termination

    You are responsible for properly cancelling Your account by emailing or contacting sales@builterra.com directly. If You are subscribed to the Paid Plan and You cancel the Service, Your cancellation will take effect immediately and You will not be charged again.

    AEC Solutions reserves the right to (i) modify or discontinue, temporarily or permanently, the Service (or any part thereof) and (ii) refuse any and all current and future use of the Service, suspend or terminate Your account (any part thereof) or use of the Service and remove and discard any of Your content in the Service, for any reason, including, if AEC Solutions believes that You have violated this TOS. AEC Solutions will use diligent efforts to publish on the Site or notify You about any planned downtime of the Service, and will use all reasonable efforts to contact You directly via email to warn You prior to suspension or termination of Your account. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of Your use of Service, may be referred to appropriate law enforcement authorities. AEC Solutions shall not be liable to You or any third party for any modification, suspension or discontinuation of the Service.

  8. Disclaimer of Warranties

    The service, including the site and content, and all server and network components are provided on an “AS IS” and “AS AVAILABLE” basis without any warranties of any kind, to the fullest extent permitted by law and and AEC Solutions expressly disclaims any and all warranties, whether express or impliedany and all warranties, whether express or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. you acknowledge that AEC Solutions does not warrant that the service will be uninterrupted, timely, secure, error-free or virus-free and no information or advice obtained by you from AEC Solutions or through the service shall create any warranty not expressly stated in this ToS.

  9. Indemnity

    You will indemnify and hold harmless AEC Solutions and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) Your access to or use of the Service or Content and (ii) Your violation of this TOS.

  10. Limitation of Liability

    Under no circumstances and under no legal theory (whether in contract, tort, or otherwise) shall AEC Solutions be liable to you or any third party for any indirect, incidental, special, exemplary, consequential or punitive damages, including lost profits, lost sales or business, lost data or business interruption. In addition, aec solutions shall not be liable for any direct damages, costs, losses or liabilities in excess of the monthly service fee paid or payable by you for the one month preceding the time of any claim for monetary damages or one hundred ($100) Canadian dollars. The provisions of this section allocate the risks under this tos between the parties, and the parties have relied on these limitations in determining whether to enter into this TOS.

    Some Provinces/States do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to You. In these Provinces/States, AEC Solutions’s liability will be limited to the greatest extent permitted by law.

  11. Assignment

    AEC Solutions may assign or transfer this ToS, in whole or in part, without restriction.

  12. Export Compliance

    You are responsible for complying with any applicable laws, rules, or regulations governing the export of the Service or any of its components.

  13. Governing Law

    This ToS shall be governed by the laws of the Province of Ontario without regard to the principles of conflict of laws. You hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts of the Province of Ontario for the purpose of resolving any dispute relating to Your access to or use of the Service.

Contacting Us

Any questions about this Terms of Service should be addressed to support@builterra.com or to 17 Keble Court, Richmond Hill, ON, L4E 5E5