These Terms of Use (“Terms”) form a binding agreement between VPlans (“Company”, “we”, “us” or “VPlans”) and any person or entity that accesses or uses our website, applications or cloud software services (“Customer”, “you” or “User”). By using the Services, you agree to these Terms. If you do not agree, do not use the Services.
These Terms are designed for a construction and real-estate project-management SaaS platform. They are not legal, engineering or safety advice. If these Terms conflict with a signed order form or subscription agreement (“Order”), the Order controls solely as to that conflict.
1. Definitions
- “Services” — VPlans’ cloud software platform, including modules, APIs, mobile apps, documentation, updates and related support.
- “Authorized User” — an employee, contractor or agent of Customer granted access to the Services under Customer’s authority.
- “Customer Data” — any data, files, drawings, plans, photos, logs, budgets, tickets, signatures or other content uploaded, created or processed by Customer or its users via the Services.
- “Documentation” — product guides and usage instructions provided by VPlans.
- “Subscription Term” — the period during which Customer is entitled to use the Services under the applicable Order or plan.
2. Description of Services — Construction Management Platform
VPlans provides software tools to manage, document, track and share information related to construction and real-estate projects and related enterprise workflows (e.g., quality, safety, HR, budget, apartment tickets, work logs, urban renewal and similar modules, as purchased).
Professional disclaimer: The Services are information and workflow tools only. VPlans is not:
- an engineer, architect, surveyor, licensed contractor, construction supervisor or safety consultant;
- a body that approves design, execution, code compliance or regulatory conformity;
- responsible for site safety, workmanship, plan correctness or Customer’s professional decisions.
All professional, engineering, legal, safety and business decisions remain solely with Customer. Use of the Services does not replace professional judgment, field inspections, statutory approvals or reporting duties under applicable law.
3. Accounts, Access and Authorized Users
- Customer is responsible for appointing Authorized Users, configuring permissions, and promptly revoking access upon role changes or termination.
- Customer is responsible for safeguarding credentials and for all activity under its accounts.
- Customer must notify VPlans promptly of any suspected unauthorized access.
- VPlans may require reasonable authentication controls (including MFA) and may suspend access where there is a security risk or Terms violation.
4. License Grant and Restrictions
Subject to timely payment and compliance with these Terms, VPlans grants Customer a limited, non-exclusive, non-transferable right to use the Services for Customer’s internal business purposes during the Subscription Term and within purchased usage metrics.
Customer and its users must not, among other things:
- copy, sell, rent, sublicense or provide the Services to third parties other than Authorized Users;
- reverse engineer, bypass security controls, or run unauthorized bots/scrapers;
- remove proprietary notices or use VPlans trademarks without written consent;
- upload unlawful, harmful or infringing content;
- use the Services in a manner that impairs availability, security or performance for others.
5. Customer Data and Project Content Responsibility
- Customer retains all rights in Customer Data. VPlans does not acquire ownership of Customer Data.
- Customer grants VPlans a worldwide, non-exclusive license to host, process and display Customer Data solely to provide, secure and support the Services, to improve products (preferably in aggregated/anonymized form) and to comply with law.
- Customer alone is responsible for the accuracy, completeness, legality and permissions for Customer Data — including plans, drawings, measurements, defect photos, work logs, signatures, landowner/apartment-owner details and legal documents.
- Customer represents that it has all required consents and rights to upload personal and business data of third parties (employees, subcontractors, buyers, tenants, landowners, etc.).
- VPlans does not undertake to detect plan errors, documentation gaps or discrepancies between system data and site conditions.
6. Security and Availability
- VPlans implements commercially reasonable administrative, technical and physical safeguards designed to protect Customer Data against unauthorized access, alteration or destruction.
- No security program is absolute. Customer remains responsible for its devices, networks, access governance and local backups under its own policies.
- VPlans aims for high availability but does not guarantee uninterrupted service. Planned maintenance, force majeure, cloud/telecom failures or security incidents may cause downtime or degradation.
- Any SLA commitments apply only if expressly set out in an Order or separate service schedule.
- Processing of personal data is governed by our Privacy Policy and, where applicable, our DPA available on the website.
7. Acceptable Use and Construction Regulatory Compliance
Customer must use the Services in compliance with all applicable laws, including labor, privacy, workplace safety, planning and building, apartment sale and urban-renewal laws, as applicable.
VPlans is not responsible for Customer’s regulatory compliance, contractor licensing, inspector directives, municipal requirements, safety filings or disclosure duties to buyers/tenants. Any evidence, logs or documentation created in the Services remains Customer’s responsibility to verify and retain as required by law.
8. Third-Party Services and Integrations
The Services may interoperate with third-party systems (e.g., storage, email, payments, ERP, BIM tools or mapping services). Use of third-party services is subject to their terms. VPlans is not responsible for the availability, security or accuracy of third-party products, or for damage arising from data transfers to them at Customer’s request or configuration.
9. Beta and Pre-Release Features
Features designated Beta / Pilot / Preview are provided “AS IS”, without warranty and without commitment to support or general availability. VPlans may modify or discontinue them at any time. Use is at Customer’s sole risk.
10. Fees, Billing and Taxes
- Customer shall pay subscription fees and other charges as set out in the Order, price list or selected plan.
- Late payment may result in statutory interest, suspension and/or termination.
- Fees exclude VAT and applicable taxes unless stated otherwise. Customer is responsible for taxes imposed on it.
- Purchases are not contingent on future functionality, oral marketing statements or development roadmaps.
11. Intellectual Property and Feedback
- All rights in the Services, software, UI, models, algorithms, trademarks and Documentation belong to VPlans or its licensors.
- No rights are granted except the limited license expressly stated in these Terms.
- Feedback and suggestions may be used by VPlans without compensation or attribution, without disclosing Customer confidential data.
12. Confidentiality
Each party shall keep the other party’s non-public business information confidential and use it only to perform under these Terms. Confidentiality does not apply to information that was already lawfully known, becomes public other than by breach, or must be disclosed by law or court order (with prior notice where legally permitted).
13. Disclaimer of Warranties
Except for express commitments in a signed Order, the Services are provided “AS IS” and “AS AVAILABLE”. To the maximum extent permitted by law, VPlans disclaims all implied warranties, including merchantability, fitness for a particular purpose, accuracy, non-infringement and uninterrupted operation.
Without limiting the foregoing, VPlans does not warrant that:
- the Services will prevent construction defects, delays, tenant claims, accidents or budget overruns;
- outputs, reports, alerts or statistics will be complete, accurate or current at all times;
- the Services will meet unique project, tender, end-customer specification or regulator requirements — unless agreed in writing.
14. Limitation of Liability
- To the maximum extent permitted by law, VPlans, its officers, employees and suppliers will not be liable for indirect, consequential, special, incidental or punitive damages; loss of profits, revenue, goodwill, anticipated savings or business opportunity; work stoppage or construction project delay; loss or corruption of data; or cost of substitute services — even if advised of the possibility of such damages.
- VPlans’ aggregate cumulative liability arising out of or related to these Terms or the Services, under any theory (contract, tort including negligence, or otherwise), will not exceed the fees actually paid by Customer to VPlans for the applicable Services in the twelve (12) months preceding the event giving rise to the claim. Multiple claims will not expand this cap.
- These limitations are an essential basis of the bargain and reflect an agreed allocation of risk. Without them, pricing and scope would differ materially.
- Nothing limits liability that cannot be limited under mandatory law (e.g., certain cases of fraud or willful misconduct); limitations apply to the fullest extent permitted.
15. Indemnification
Customer shall indemnify and defend VPlans and its officers and employees from claims, damages, losses and expenses (including reasonable attorneys’ fees) arising out of:
- Customer Data or use thereof;
- breach of these Terms or law by Customer or its Authorized Users;
- third-party claims related to design, execution, safety, defects, apartment sales, employment matters or Customer’s professional decisions;
- unauthorized use of Customer’s account due to Customer’s access-control failures.
16. Term, Suspension and Termination
- The agreement continues for the Subscription Term and renews as stated in the Order or purchase terms, unless properly terminated.
- VPlans may suspend or restrict access immediately for non-payment, material breach, security risk, lawful authority demand or suspected unlawful use.
- Upon termination, access ends. Customer is responsible for exporting its data before termination. VPlans may delete or disable Customer Data after a reasonable retention period, subject to law and any separate written retention commitments.
- Provisions that by nature should survive (including IP, confidentiality, liability limits, indemnity and governing law) will survive termination.
17. Force Majeure
Neither party is liable for delay or failure caused by circumstances beyond its reasonable control, including natural disasters, war, terrorism, epidemics, strikes, national infrastructure failures, global cloud-provider outages or governmental orders — provided the affected party gives notice and mitigates reasonably.
18. Changes to Terms and Services
- VPlans may update the Services (including UI, features and security) in a commercially reasonable manner as part of SaaS product evolution.
- VPlans may update these Terms. Material updates will be posted on the website and/or communicated with reasonable notice. Continued use after the effective date constitutes acceptance.
- If Customer does not accept a material update that unreasonably reduces its rights, Customer may stop using the Services subject to the Order’s termination terms.
19. Governing Law and Jurisdiction
These Terms are governed by the laws of the State of Israel, without regard to conflict-of-laws rules. Exclusive jurisdiction lies with the competent courts of the Tel Aviv–Yafo District, Israel — unless otherwise agreed in a signed Order.
20. General
- These Terms, together with the Privacy Policy, DPA (if applicable) and Order, constitute the entire agreement on this subject and supersede prior oral or written understandings on the same matter.
- Failure to enforce a right is not a waiver.
- If any provision is held invalid, the remainder continues in effect and the provision will be modified to the minimum extent necessary to be enforceable.
- Customer may not assign without VPlans’ written consent. VPlans may assign to an affiliate or in connection with a corporate transaction.
- Notices to VPlans: legal@vplans.com.
