Terms of Service

1. Agreement to These Terms

These Terms of Service ("Terms") are a binding agreement between you and SubConnects, Inc. ("SubConnects," "we," "us"), which operates the SubConnects platform (the "Platform"). By creating an account or using the Platform, you agree to these Terms and our Privacy Policy.

If you are using the Platform on behalf of a company or other organization, you represent that you have authority to bind that organization, and "you" refers to that organization. If you do not agree, do not create an account or use the Platform.

2. What SubConnects Is — and Is Not

SubConnects is a technology platform that connects commercial roofing contractors with verified, labor-only roofing crews, and provides verification, a directory, messaging, file sharing, and reputation tools.

SubConnects is NOT a staffing agency, employer, labor broker, general contractor, or party to any agreement between contractors and crews. We do not employ, supervise, direct, or control any crew or its workers; we do not perform roofing work; and we do not guarantee any engagement, payment, scope, schedule, safety, or outcome between users.

3. Eligibility and Accounts

You must be at least 18 years old, able to form a binding contract, and operating a legitimate roofing-industry business to use the Platform.

You agree to provide accurate, current, and complete information and to keep it up to date. You are responsible for safeguarding your login credentials and for all activity under your account. Notify us promptly of any unauthorized use. You may not share your account or create accounts using false information or on behalf of others without authorization.

4. Verification

We review documents that applicants submit — such as certificates of insurance, business licenses or registrations, and references — and a SubConnects representative decides whether to mark a company "Verified."

As part of verification, you authorize us to contact the references you provide and to contact your insurance carrier or broker, licensing or registration authorities, and other issuers directly — by phone, email, or otherwise — to confirm the information, coverage, and documents you submit. You represent that the information you provide is accurate and that you have obtained any consent needed for us to contact the references and other individuals whose contact details you give us for this purpose.

Verification is a point-in-time, good-faith review. It is NOT a guarantee, endorsement, warranty, or certification of any party's quality, competence, legality, licensure, financial condition, safety record, or fitness for any purpose. We may approve, decline, suspend, or revoke verified status at our discretion.

You must keep your verification documents current and notify us promptly of any material change (for example, lapsed or cancelled insurance, or a suspended license). Relying on another user's verified status is at your own risk.

5. Independent Relationship; Your Responsibilities

Contractors and crews are independent businesses that contract directly with one another. SubConnects is not a party to, and is not responsible for, any engagement, contract, payment, scope, schedule, jobsite condition, safety, or quality of work between users.

Each user is solely responsible for:

• Its own licensing, permits, registrations, and bonding;
• Its own insurance, including general liability and workers' compensation;
• Its tax obligations and worker classification, and all employment, wage-and-hour, and labor-law compliance for its own workers;
• Jobsite safety and OSHA compliance for its own crews and work; and
• The negotiation, performance, payment, and dispute resolution of any engagement it enters through the Platform.

You agree that SubConnects has no responsibility or liability for any of the foregoing.

6. Subscriptions and Fees

Contractor access is offered on a paid subscription with a minimum term of twelve (12) months, on either of two payment schedules that you choose at purchase: monthly (currently US$300 per month for twelve months) or annual (currently US$3,240 per year, a 10% discount on twelve months at the monthly rate, charged in full at the start of each term). Both provide the same access and commit you for the same twelve months; they differ only in when payment is taken and in price. Crews may use a free baseline with optional paid features billed monthly and cancellable at any time; the twelve-month term in this section applies to contractor subscriptions only. Applicable fees, payment schedules, and accepted payment methods (currently by credit or debit card) will be presented to you before you purchase.

Your term begins on the day your subscription starts and runs for twelve months. Terms renew automatically for successive twelve-month terms unless you choose not to renew, and you authorize us (and our payment processor) to charge your selected payment method on a recurring basis — monthly for the duration of each term if you pay monthly, or once at the start of each term if you pay annually.

You may choose not to renew at any time, using the control on your billing page in the Platform or by contacting us. Doing so takes effect at the end of the twelve-month term you are then in: you keep full access until that date, and payments already scheduled for the remainder of the term continue to be due and are charged as normal. Except where required by law or expressly stated, fees are non-refundable — in particular, neither choosing not to renew nor ceasing to use the Platform part-way through a term entitles you to a refund of the fees for that term, and the scheduled payments for the remainder of the term remain due for so long as your subscription is in effect. Closing your account is dealt with separately, under Suspension and Termination. We may change fees or plans on reasonable prior notice; changes apply to subsequent terms.

7. Your Content

"User Content" means everything you submit to the Platform, including your company profile, logo, work photos, documents, messages, and reviews. You retain ownership of your User Content.

You grant SubConnects a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, and distribute your User Content as necessary to operate and provide the Platform — for example, to display your profile to contractors, or to deliver your messages and files to the other party in your conversation.

You represent and warrant that you have all rights necessary to submit your User Content and that it does not infringe any third party's rights or violate any law.

8. Reviews and Ratings

Reviews and ratings must be honest, based on a genuine engagement, and not misleading, defamatory, harassing, or manipulated. Reviews are two-way — contractors and crews may review each other — and may be displayed publicly on the Platform.

You may not offer or accept incentives in exchange for reviews, post fake or retaliatory reviews, or attempt to manipulate ratings. We may moderate, remove, or decline to display any review that violates these Terms.

9. Messaging, Files, and Platform Oversight

The Platform lets users exchange messages and share documents and photos. You agree not to use messaging for any unlawful, harassing, abusive, or fraudulent purpose, or to circumvent the Platform or its fees.

To operate and support the Platform, and for trust and safety, fraud prevention, dispute resolution, and legal compliance, authorized SubConnects personnel may access, review, store, and — where appropriate — disclose messages and files shared on the Platform. Do not share through the Platform anything you would not want us to be able to review for these purposes. See our Privacy Policy for more.

10. Acceptable Use

You agree not to:

• Provide false information or submit forged, altered, or fraudulent verification documents;
• Impersonate any person or company, or misrepresent your affiliation;
• Harass, threaten, defame, or discriminate against any user;
• Post content that is unlawful, infringing, or that you lack the rights to share;
• Scrape, reverse-engineer, or use bots or automated means to access the Platform, or attempt to access data you are not authorized to access;
• Interfere with, disrupt, or compromise the security or integrity of the Platform; upload malware; or
• Use the Platform in violation of any applicable law or these Terms.

We may investigate suspected violations and may suspend or terminate accounts that violate these Terms.

11. Intellectual Property

The Platform — including its software, design, the "SubConnects" name and logos, and all content other than User Content — is owned by SubConnects, Inc. or its licensors and is protected by intellectual-property laws. We grant you a limited, revocable, non-exclusive, non-transferable license to use the Platform in accordance with these Terms. No other rights are granted.

12. Third-Party Services

The Platform relies on third-party services, including cloud hosting and database, file storage, automated document processing, and payment processing. We are not responsible for third-party services, and your use of them may be subject to their own terms and policies.

13. Suspension and Termination

You may stop using the Platform and close your account at any time. Closing your account ends your access and stops future charges, but it does not entitle you to a refund of fees already paid — including the unused months of a term you paid for in advance. We may suspend or terminate your access at any time, with or without notice, including if you violate these Terms or to protect the Platform or its users.

Upon termination, your right to use the Platform ends. Provisions that by their nature should survive — including fees owed, content licenses for content already shared, disclaimers, limitations of liability, and indemnification — will survive.

14. Disclaimers

THE PLATFORM, AND ALL VERIFICATION, LISTINGS, AND CONTENT, ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT VERIFICATION GUARANTEES THE QUALITY, LEGALITY, LICENSURE, INSURANCE, SAFETY, OR RELIABILITY OF ANY USER OR ANY WORK.

We do not guarantee any leads, jobs, results, or that the Platform will be uninterrupted or error-free. You assume all risk arising from your use of the Platform and from any engagement with another user.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SUBCONNECTS AND ITS OWNERS, OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATING TO THE PLATFORM OR ANY ENGAGEMENT BETWEEN USERS, EVEN IF ADVISED OF THE POSSIBILITY.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US IN THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) US$100. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

16. Indemnification

You will indemnify, defend, and hold harmless SubConnects and its owners, officers, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to your User Content, your use of the Platform, your engagements with other users, the work you perform or procure, or your violation of these Terms or any law.

17. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Except where prohibited, you and SubConnects agree to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the Platform.

18. Changes to These Terms

We may update these Terms from time to time. We will post the updated Terms with a new effective date and, for material changes, provide reasonable notice where appropriate. Your continued use of the Platform after the changes take effect means you accept the updated Terms.

19. General

These Terms and our Privacy Policy are the entire agreement between you and SubConnects regarding the Platform. If any provision is found unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale.

20. Contact

Questions about these Terms? Contact us at subconnects@gmail.com.