Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Customer,” “you,” or “your”) and Precon, Inc. (“Precon,” “we,” “us,” or “our”) governing your access to and use of the Precon platform, including all related websites, applications, APIs, and services (collectively, the “Service”).

By creating an account or using the Service, you agree to be bound by these Terms, our Privacy Policy, our Cookie Policy, our Acceptable Use Policy, our Data Processing Addendum, and our AI & Risk Disclosure (collectively, the “Agreement”). If you do not agree, do not use the Service.

You must be at least 18 years old and have the legal capacity to enter into a binding agreement. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and any reference to “you” or “your” in these Terms includes that organization.

You must provide accurate, complete, and current information during registration and keep it up to date. You are responsible for safeguarding your account credentials and for all activity under your account, whether or not you authorized that activity. You must notify us immediately at support@precon.com of any unauthorized use or security breach.

Organization administrators may invite additional authorized users. Administrators are responsible for managing user permissions and ensuring each authorized user complies with these Terms. The organization is jointly and severally liable for its users' compliance.

Precon is an AI-powered pre-construction platform. The Service includes, but is not limited to: project discovery and lead generation, email intelligence and integration, document processing and analysis, AI-powered takeoff and estimation, scope of work generation, bid proposal tools, contract analysis and legal playbooks, analytics and reporting, team collaboration, and agentic AI workflows.

License to You. Subject to your compliance with these Terms and payment of applicable fees, Precon grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service during the applicable subscription term, solely for your internal business purposes. This license does not include the right to sublicense, resell, redistribute, or provide access to the Service to any third party who is not an authorized user under your account.

Reservation of Rights. All rights not expressly granted to you are reserved by Precon and its licensors. No implied licenses are granted by these Terms.

We may modify, update, or discontinue features at any time. We will use reasonable efforts to provide at least thirty (30) days' advance notice of material changes that adversely affect the functionality of features you are actively using.

Access to certain features requires a paid subscription. Subscription terms, pricing, and billing frequency are set forth in your order form or on the pricing page at the time of purchase.

Auto-Renewal. Subscriptions automatically renew at the end of each billing period at the then-current rate unless you cancel at least thirty (30) days before the renewal date. Cancellation takes effect at the end of the current billing period; you retain access until then.

Payment Authorization. By providing a payment method, you authorize Precon (or our payment processor, Stripe) to charge the applicable fees to that payment method on a recurring basis. You must keep your payment method current and valid. If a charge fails, we may retry or suspend access until payment is resolved.

Taxes. All fees are exclusive of applicable sales, use, VAT, GST, and other taxes. You are responsible for paying all such taxes, except for taxes based on Precon's net income.

Late Payments. Overdue amounts bear interest at the lesser of one and a half percent (1.5%) per month or the maximum rate permitted by applicable law, calculated from the date payment was due. You are also responsible for all reasonable costs of collection, including attorney's fees.

Billing Disputes. If you believe a charge is incorrect, you must notify us at billing@precon.com within thirty (30) days of the charge date. Failure to dispute within this period constitutes acceptance.

Price Changes. Precon may change pricing at any time. Price increases for existing subscriptions take effect at the next renewal date, and we will provide at least thirty (30) days' advance written notice. If you do not agree to the new pricing, you may cancel before the renewal date.

Refunds. Fees are generally non-refundable. The following exceptions apply: (a) if Precon materially breaches these Terms and fails to cure within fifteen (15) days of notice, you are entitled to a pro-rata refund for the remaining subscription term; (b) if required by applicable consumer protection law.

Your Data. You retain all rights, title, and interest in and to all data, documents, content, and materials you upload, submit, or transmit through the Service (“Customer Data”). Customer Data includes construction documents, project files, email content accessed through integrations, and any other content you provide.

Processing License. You grant Precon a limited, non-exclusive, worldwide license to use, process, store, and display Customer Data solely as necessary to provide the Service. This license terminates when you delete your data or your account is terminated, subject to any post-termination retention required by law or described in our Privacy Policy.

Aggregated Data. We may generate anonymized, aggregated statistical data derived from Customer Data and usage patterns, provided that such data is irreversibly anonymized and cannot be used to identify you, your organization, or any individual. You grant Precon a non-exclusive, perpetual, royalty-free license to use such anonymized, aggregated data to analyze trends, improve the Service, and produce industry benchmarks. Precon retains all rights to such aggregated data. For the avoidance of doubt, this license does not permit Precon to use identifiable Customer Data to improve the Service or to train AI models — those restrictions are set forth in Section 9.

Portions of the Service use artificial intelligence and machine learning to generate analyses, takeoffs, bid recommendations, scope summaries, contract reviews, lead scores, and other outputs (“AI Outputs”).

AI Outputs are probabilistic and may contain errors, omissions, or inaccuracies. They do not constitute professional advice of any kind — including legal, engineering, architectural, estimating, or financial advice. You must independently verify all AI Outputs before relying on them for any business, contractual, or professional decision.

Precon disclaims all liability for decisions made or actions taken based on AI Outputs. For complete details, see our AI & Risk Disclosure.

If you connect your email account (Google Workspace, Microsoft 365, or other supported provider), you authorize Precon to access, read, and process your emails to provide email intelligence features including opportunity detection, project tracking, and relationship mapping.

You represent that you have the authority to grant this access. You may disconnect your email integration at any time through your account settings, after which Precon will cease accessing new emails. See our Privacy Policy for data retention details following disconnection.

Precon IP. Precon and its licensors retain all rights to the Service, including all software, algorithms, models, templates, designs, and documentation. Nothing in these Terms transfers any Precon intellectual property to you.

Customer IP. You retain all intellectual property rights in Customer Data. Precon claims no ownership over your construction documents, project files, or uploaded content.

Feedback. If you provide suggestions, ideas, or feedback about the Service, you grant Precon an irrevocable, royalty-free, worldwide license to use that feedback for any purpose, including to improve the Service.

Precon will not use Customer Data to train foundation artificial intelligence or machine learning models. Our third-party AI sub-processors are contractually prohibited from training their models on Customer Data. Customer Data processed by AI providers is used solely for the purpose of generating a response to your specific request and is not retained by AI providers beyond the duration of that request.

The Service integrates with and relies upon third-party providers including AI model providers, cloud infrastructure, email providers, and analytics services. Precon is not responsible for the availability, accuracy, or performance of third-party services. Your use of third-party services is governed by their respective terms.

Precon respects intellectual property rights and complies with the Digital Millennium Copyright Act (“DMCA”). If you believe that content accessible through the Service infringes your copyright, you may submit a takedown notice containing the following:

• A physical or electronic signature of the copyright owner or a person authorized to act on their behalf
• Identification of the copyrighted work claimed to have been infringed
• Identification of the material that is claimed to be infringing and information reasonably sufficient to locate it within the Service
• Your contact information, including address, phone number, and email address
• A statement that you have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law
• A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner

Send DMCA notices to: legal@precon.com, Subject: “DMCA Takedown Notice.”

Counter-Notice. If you believe your content was removed in error, you may submit a counter-notice including: identification of the removed material and its prior location, a statement under penalty of perjury that removal was the result of mistake or misidentification, your name, address, phone number, and a statement consenting to jurisdiction of the federal court in your district (or Wilmington, Delaware if outside the US). We will forward the counter-notice to the complainant and restore the material within ten (10) to fourteen (14) business days unless the complainant files a court action.

Repeat Infringers. Precon will, in appropriate circumstances, terminate the accounts of users who are repeat infringers.

Each party agrees to maintain the confidentiality of the other party's confidential information and to use it only for the purposes contemplated by these Terms. Customer Data is your confidential information. Precon's pricing, business terms, non-public technical information, and the terms of any order form are Precon's confidential information.

Confidentiality obligations do not apply to information that is: (a) publicly available through no fault of the receiving party; (b) independently developed without reference to the disclosing party's confidential information; (c) rightfully received from a third party without restriction; or (d) required to be disclosed by law, regulation, or court order (with reasonable advance notice where permitted, allowing the disclosing party to seek protective treatment).

Confidentiality obligations survive for three (3) years after termination of these Terms, except for trade secrets, which remain protected for as long as they qualify as trade secrets under applicable law.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRECON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, TITLE, AND NON-INFRINGEMENT.

PRECON DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICE OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT AI OUTPUTS WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR ANY PARTICULAR USE. YOU USE THE SERVICE AT YOUR OWN RISK.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. IN SUCH JURISDICTIONS, THE ABOVE EXCLUSIONS APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL PRECON, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITY, GOODWILL, OR ANTICIPATED SAVINGS, ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF PRECON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

PRECON'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO PRECON IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) FIVE THOUSAND U.S. DOLLARS ($5,000).

The following are not subject to the above general liability cap:

• Data breach remediation. Precon's liability for costs arising from its data breach notification and remediation obligations under the DPA (including notification costs, forensic investigation, and credit monitoring for affected persons) is capped at two times (2x) the general liability cap
• Intentional data protection breach. Liability for intentional or grossly negligent breach of data protection obligations under the DPA is not subject to any monetary cap, as set forth in Section 15 of the DPA
• Either party's indemnification obligations under Section 15
• Liability arising from willful misconduct or fraud by either party
• Your payment obligations under Section 4
• Breach of confidentiality obligations under Section 12

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR EXCLUSION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, THE ABOVE LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

By You. You agree to indemnify, defend, and hold harmless Precon and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising from: (a) your use of the Service in violation of these Terms or the AUP; (b) Customer Data you upload, store, or process through the Service; (c) your violation of applicable law or third-party rights; (d) your use of AI Outputs in a manner that causes harm to a third party.

By Precon. Precon agrees to indemnify, defend, and hold harmless you from and against third-party claims that the Service (excluding Customer Data and third-party components) infringes a third party's valid intellectual property rights, except to the extent the claim arises from: (a) your modifications to the Service; (b) your use of the Service in violation of these Terms; (c) your combination of the Service with non-Precon products or data; or (d) Precon's compliance with your specific instructions.

Procedure. The indemnified party must: (a) promptly notify the indemnifying party of the claim (failure to notify does not relieve the indemnifying party except to the extent of actual prejudice); (b) give the indemnifying party sole control of the defense and settlement (provided settlement does not impose liability on the indemnified party without consent); (c) reasonably cooperate with the defense.

Informal Resolution. Before initiating formal proceedings, you agree to contact us at legal@precon.com and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved without formal proceedings.

Binding Arbitration. Any dispute not resolved informally shall be resolved by binding individual arbitration under the American Arbitration Association (“AAA”) Commercial Arbitration Rules. The arbitration shall take place in Wilmington, Delaware, or remotely at your election. The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction. The arbitrator may award the prevailing party reasonable attorney's fees and costs.

Class Action Waiver. YOU AND PRECON AGREE THAT EACH MAY BRING CLAIMS ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.

Exceptions. Either party may: (a) bring an individual action in small claims court for disputes within the court's jurisdictional limits; (b) seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Termination for Convenience. Either party may terminate these Terms with thirty (30) days' written notice. Early termination of a paid subscription does not entitle you to a refund of prepaid fees unless otherwise specified.

Suspension. Precon may temporarily suspend your access without notice if: (a) we reasonably believe your use violates these Terms, the AUP, or applicable law; (b) your account is overdue by more than fifteen (15) days; (c) suspension is necessary to protect the integrity of the Service or other users. We will restore access promptly once the grounds for suspension are resolved.

Termination for Cause. Either party may terminate immediately upon written notice if the other party: (a) commits a material breach and fails to cure within fifteen (15) days after receiving written notice specifying the breach; (b) becomes insolvent, files for bankruptcy, or makes an assignment for the benefit of creditors.

Effect of Termination. Upon termination: (a) all licenses granted to you immediately terminate; (b) you must cease all use of the Service; (c) you will have thirty (30) days to export Customer Data via the platform or by request to support@precon.com; (d) after the export window, Precon will delete Customer Data from primary systems within sixty (60) days; backup copies are purged within an additional ninety (90) days; data subject to legal preservation requirements is retained as required by law but isolated from active systems.

Survival. The following sections survive termination: Data Ownership, Confidentiality, Warranty Disclaimer, Limitation of Liability, Indemnification, Dispute Resolution, Governing Law, and General Provisions.

By creating an account, you consent to receive communications from Precon electronically, including via email and in-app notifications. You agree that all agreements, notices, disclosures, and other communications that Precon provides electronically satisfy any legal requirement that such communications be in writing, to the extent permitted by applicable law (including the U.S. Electronic Signatures in Global and National Commerce Act and state equivalents).

Transactional Communications. You will receive essential service communications (account verification, password resets, security alerts, billing receipts, Terms updates) regardless of your marketing preferences. These are necessary for the operation of your account and cannot be opted out of while maintaining an active account.

Marketing Communications. With your consent, we may send product updates, feature announcements, and educational content. You may opt out at any time by clicking the “unsubscribe” link in any marketing email or updating your notification preferences in account settings.

The Service may be subject to U.S. export control and sanctions laws, including the Export Administration Regulations (“EAR”) administered by the Bureau of Industry and Security and sanctions programs administered by the Office of Foreign Assets Control (“OFAC”).

You represent and warrant that:

• You are not located in, or a national or resident of, any country subject to comprehensive U.S. trade sanctions (currently Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions)
• You are not listed on any U.S. government restricted party list, including the Specially Designated Nationals List (SDN), Entity List, or Denied Persons List
• You will not export, re-export, or transfer the Service or any related technical data in violation of applicable export control or sanctions laws
• You will not use the Service for any purpose prohibited by applicable export control or sanctions laws, including the development, design, manufacture, or production of nuclear, chemical, or biological weapons

Anti-Corruption. You agree to comply with all applicable anti-corruption and anti-bribery laws, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act 2010. You will not offer, promise, or give any improper payment or benefit to any person in connection with the Service.

We may update these Terms from time to time. For material changes, we will provide at least thirty (30) days' advance notice via the email associated with your account and through a prominent notice within the Service. Continued use of the Service after the notice period constitutes acceptance of the updated Terms.

If you object to a material change, you may terminate your account within the notice period. If you terminate within the notice period due to a material adverse change, you are entitled to a pro-rata refund of prepaid fees for the remaining subscription term.

Non-material changes (such as clarifications, formatting, or corrections) may take effect immediately upon posting.

Previous versions of these Terms are archived and available at /legal/terms.

To Precon. All legal notices to Precon must be sent to legal@precon.com or by mail to: Precon, Inc., Attention: Legal Department, [Address on file]. Notices are deemed received when delivered by email (upon confirmed receipt or the next business day if sent after 5:00 PM ET) or three (3) business days after mailing by certified mail, return receipt requested.

To You. Precon may send notices to the email address associated with your account or through the Service interface. Notices are deemed received when sent by email (upon confirmed delivery) or when posted within the Service.

It is your responsibility to keep your email address current. Failure to receive a notice due to an outdated email address does not invalidate the notice.

Entire Agreement. These Terms, together with the documents incorporated by reference (Privacy Policy, Cookie Policy, AUP, DPA, AI & Risk Disclosure, and any order form), constitute the entire agreement between you and Precon and supersede all prior or contemporaneous agreements, proposals, or representations.

Order of Precedence. In the event of a conflict between these Terms and an order form, the order form prevails. In the event of a conflict between these Terms and the DPA on matters of data protection, the DPA prevails.

Severability. If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

No Waiver. The failure of either party to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. A waiver of any right or provision is effective only if in writing and signed by the waiving party.

Assignment. You may not assign or transfer these Terms, or any rights or obligations under them, without Precon's prior written consent. Any attempted assignment without consent is void. Precon may assign these Terms without restriction in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

Force Majeure. Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including natural disasters, wars, terrorism, pandemics, epidemics, government actions, labor disputes, power failures, internet or telecommunications disruptions, or denial-of-service attacks. The affected party must promptly notify the other party and use reasonable efforts to mitigate the impact.

Independent Contractors. The parties are independent contractors. Nothing in these Terms creates an employment, agency, partnership, joint venture, or franchise relationship.

Third-Party Beneficiaries. These Terms do not confer any rights on any third party, except for the indemnification provisions, which benefit Precon's affiliates, officers, directors, employees, and agents.

Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

Statute of Limitations. Any claim arising under or related to these Terms must be brought within one (1) year after the cause of action accrues. Claims filed after this period are permanently barred. This limitation does not apply where prohibited by applicable law.

If you have questions about these Terms, contact us at:

• Email: legal@precon.com
• Mail: Precon, Inc., Attention: Legal Department, [Address on file]