These Terms and Conditions (“Terms”) govern all services provided by Revit Hero Inc. (“Revit Hero,” “we,” “us,” or “our”) to any customer, client, organization, or other party engaging our services (“Client,” “you,” or “your”).

These Terms apply to all proposals, quotations, statements of work, purchase orders accepted by Revit Hero, training registrations, retainers, invoices, deliverables, and services unless a separate written agreement signed by Revit Hero expressly states otherwise.

By accepting a proposal, issuing a purchase order, paying a deposit, retainer, or invoice, attending a training session, accessing our materials, or using our deliverables, the Client acknowledges that it has reviewed and accepted these Terms.

1. Revit Hero Services

Revit Hero provides consulting and production services related to Building Information Modelling, Virtual Design and Construction, digital project delivery, visualization, training, and construction technology.

Services may include:

• Revit modelling and documentation support
• BIM and VDC coordination
• Clash detection and issue tracking
• Model federation and model review
• Constructability visualization
• Revit family and product-content development
• Autodesk Forma implementation and administration
• Common Data Environment implementation
• Forma Operationalized Framework services
• BIM audits, standards, templates, and workflows
• Fractional BIM department services
• On-call and white-label production support
• Training, workshops, coaching, and facilitation
• Automation, data management, scripting, and related digital-delivery support
• Artistic renderings, visualizations, animations, and virtual construction models

The specific Services, fees, schedule, assumptions, and deliverables for an engagement will be described in an applicable proposal, quotation, statement of work, purchase order accepted by Revit Hero, or other written authorization.

2. Nature and Limitations of Our Services

Unless expressly stated in a written agreement signed by Revit Hero, our Services are consulting, coordination, modelling, training, administrative, advisory, conceptual, or illustrative services.

Revit Hero does not provide architectural, engineering, surveying, legal, accounting, or other regulated professional services. Revit Hero does not act as the architect or engineer of record and does not assume the obligations of any licensed design professional.

Our Services do not include:

• Preparation or sealing of architectural or engineering documents
• Verification of engineering calculations
• Certification of structural, mechanical, electrical, civil, or life-safety systems
• Building-code, accessibility, zoning, or regulatory certification
• Construction supervision, inspection, or administration
• Site safety or means-and-methods responsibility
• Contractor, subcontractor, supplier, or trade supervision
• Certification of quantities, costs, schedules, or construction progress
• Approval of work for permitting, fabrication, procurement, or installation

Any professional design, review, certification, or approval required by law must be performed by appropriately qualified and licensed professionals retained by the Client or other responsible project parties.

3. BIM and Virtual Construction Disclaimer

Building Information Models, coordination models, federated models, Revit files, clash reports, visualizations, virtual construction models, model exports, schedules, data extracts, and related digital deliverables are prepared for the limited purposes stated in the applicable scope of work.

Unless expressly identified otherwise in a signed agreement, these deliverables:

• Are not sealed or certified professional documents
• Are not construction documents
• Are not shop drawings or fabrication drawings
• Are not guaranteed to reflect final field conditions
• Are not intended for permitting or regulatory approval
• Are not suitable for field layout, CNC production, fabrication, or installation
• Must not replace site measurement or field verification
• Must not be relied upon as the sole basis for estimating, procurement, sequencing, safety, or construction decisions

All construction must be based on properly authorized and issued construction documents prepared or approved by the responsible licensed professionals.

DO NOT USE CONCEPTUAL, COORDINATION, TRAINING, OR VISUALIZATION DELIVERABLES FOR CONSTRUCTION UNLESS THEIR PERMITTED USE IS EXPRESSLY CONFIRMED IN WRITING.

4. Coordination Does Not Transfer Design Responsibility

Clash detection, model review, coordination, issue tracking, model federation, or constructability visualization does not transfer design responsibility to Revit Hero.

Each architect, engineer, consultant, contractor, subcontractor, supplier, fabricator, and trade remains responsible for:

• Its own designs and calculations
• Its own drawings, models, specifications, and submittals
• Compliance with applicable codes and professional standards
• Means, methods, sequences, procedures, and site safety
• Field verification and installation tolerances
• Identifying and resolving issues within its contractual scope
• Obtaining all required professional approvals

The identification or non-identification of an issue by Revit Hero does not relieve any other party of its responsibilities.

The absence of a clash in a report or coordination model does not guarantee that the work is clash-free, complete, constructible, code-compliant, or free from field conflicts.

5. Client-Provided and Third-Party Information

Revit Hero is entitled to rely on drawings, models, specifications, measurements, schedules, instructions, decisions, photographs, point clouds, surveys, reports, data, and other information supplied by the Client or third parties.

The Client is responsible for ensuring that all information provided to Revit Hero is:

• Accurate
• Complete
• Current
• Coordinated
• Legally authorized for Revit Hero to access and use
• Suitable for the intended Services

Revit Hero is not required to independently verify client-provided or third-party information unless verification is expressly included in the agreed scope.

Revit Hero is not responsible for errors, omissions, inconsistencies, delays, rework, or additional costs resulting from:

• Incomplete, inaccurate, obsolete, or conflicting information
• Undisclosed project requirements
• Incorrect dimensions or field conditions
• Delayed decisions or approvals
• Changes made by the Client or third parties
• Errors in consultant, supplier, trade, or contractor documents
• Reliance on record drawings or as-built information that does not reflect actual conditions

When Revit Hero becomes aware of an apparent inconsistency that materially affects its work, we will use commercially reasonable efforts to notify the Client. Such notice does not create an obligation to audit or verify the underlying information.

6. Client Responsibilities

The Client agrees to:

• Provide timely access to all required files, platforms, systems, and information
• Designate one authorized representative to issue instructions and approvals
• Coordinate instructions from its employees, consultants, contractors, and stakeholders
• Respond promptly to questions and requests for decisions
• Review all deliverables before use or distribution
• Engage qualified professionals where professional review or certification is required
• Verify field conditions, measurements, tolerances, and installation requirements
• Maintain appropriate backups of all files and project information
• Obtain all required licences, permissions, and third-party consents
• Inform all recipients of the intended purpose and limitations of Revit Hero deliverables
• Prevent deliverables from being used outside their authorized purpose
• Pay all fees, expenses, taxes, and other amounts when due

Revit Hero may rely on instructions and approvals received from the Client’s designated representative.

7. Review, Comments, and Client Approval

All designs, sketches, models, visualizations, reports, construction-related drawings, data, and other deliverables prepared by Revit Hero must be reviewed and approved by the Client and, where applicable, by the responsible architect, engineer, consultant, contractor, or other licensed professional.

The Client must identify any requested corrections, omissions, or revisions in writing within the review period stated in the proposal or, when no period is stated, within seven calendar days after delivery.

Approval may be evidenced by:

• Written approval
• Direction to proceed to the next phase
• Distribution or publication of the deliverable
• Incorporation into another document or model
• Use of the deliverable for a project purpose
• Failure to provide comments within the stated review period

Client approval confirms acceptance of the deliverable for its expressly intended purpose. Approval does not convert a conceptual or coordination deliverable into a construction document or professional certification.

Revit Hero is not responsible for modifications made after delivery by the Client or any third party.

8. Proposals, Assumptions, and Scope

Proposals and quotations are valid for 30 calendar days unless otherwise stated.

Pricing is based on the scope, assumptions, schedule, staffing, file conditions, and information available when the proposal is prepared.

Any of the following may require a change in fees or schedule:

• Additional deliverables
• Increased model complexity
• Missing, incomplete, or unusable source files
• Changes to the project or design
• Revisions after approval
• Additional meetings or coordination sessions
• Accelerated deadlines
• Work outside normal business hours
• Additional software, platform, or licensing requirements
• Changes in the number of project participants
• Additional reporting, documentation, or administration
• Delays or remobilization caused by the Client or third parties

Only the Services expressly included in the accepted scope are included in the quoted fee.

9. Change Orders and Additional Services

Requests outside the agreed scope constitute Additional Services.

Additional Services may be billed:

• At Revit Hero’s applicable hourly rates
• At an agreed fixed fee
• Through an amended statement of work
• Through a written change order
• Under the Client’s written authorization to proceed

Email approval from an authorized Client representative is sufficient authorization for Additional Services unless the applicable agreement requires another form of approval.

Revit Hero is not required to begin Additional Services until the scope, fee, and schedule have been confirmed.

10. Pricing and Currency

Unless expressly stated otherwise:

• Canadian clients are quoted and invoiced in Canadian dollars
• United States clients may be quoted and invoiced in either Canadian or United States dollars
• The currency identified in the proposal or invoice controls
• Fees do not include applicable taxes, third-party licences, travel, or reimbursable expenses
• Banking, wire-transfer, payment-processing, and currency-conversion fees are the Client’s responsibility
• The Client must ensure Revit Hero receives the full invoiced amount in the stated currency

The Client may not reduce payments because of exchange-rate changes, intermediary-bank deductions, or internal processing costs.

11. Deposit and Commencement of Work

A deposit equal to 30% of the approved project fee is required before Revit Hero schedules or begins work, unless otherwise stated in writing.

The deposit:

• Confirms the Client’s authorization to proceed
• Reserves Revit Hero’s production capacity
• Is credited toward the applicable project fees
• Is non-refundable once work has commenced or resources have been scheduled
• Does not limit the Client’s responsibility for work completed, commitments made, or expenses incurred

Revit Hero is not responsible for schedule impacts caused by delayed payment of the deposit.

12. Monthly Invoicing

Invoices for ongoing services are issued at the beginning of each month, unless a different billing schedule is stated in the applicable proposal or agreement.

Depending on the engagement, a monthly invoice may include:

• The upcoming monthly retainer
• Planned monthly service allocation
• Work completed during the previous billing period
• Approved milestones
• Additional Services
• Reimbursable expenses
• Applicable taxes
• Third-party costs authorized by the Client

Retainer and recurring service fees are billed in advance unless otherwise agreed in writing.

13. Payment Terms

Invoices are due within 15 calendar days from the invoice date unless the proposal or invoice states otherwise.

The Client must notify Revit Hero in writing of any good-faith invoice dispute within seven calendar days after the invoice date. The notice must identify the disputed amount and provide reasonable supporting detail.

Any portion not disputed remains payable when due. An invoice not disputed within seven calendar days is deemed accepted.

Overdue amounts bear interest at 2% per month, equivalent to 24% annually, or the maximum rate permitted by applicable law, whichever is lower.

Revit Hero may, without liability:

• Suspend Services
• Withhold deliverables or access
• Remove personnel from the project
• Decline additional requests
• Require advance payment
• Revise the project schedule
• Terminate the engagement for continued non-payment

Suspension or delay caused by non-payment does not constitute a breach by Revit Hero. The Client remains responsible for resulting remobilization, rescheduling, collection, legal, and administrative costs.

The Client may not withhold, deduct, set off, or charge back amounts due except where required by law.

14. Taxes

Fees are exclusive of applicable sales, use, value-added, goods and services, harmonized sales, withholding, and similar taxes.

Revit Hero will charge GST, HST, or other taxes when required by applicable law. Certain services provided to non-resident clients may qualify for zero-rated treatment, but eligibility depends on the nature of the services, the recipient, the use of the services, and other circumstances.

Each party is responsible for taxes imposed on its own income, personnel, property, or business operations.

The Client is responsible for any sales, use, procurement, or similar tax that applicable law requires the Client to self-assess or remit.

When a Client believes a tax exemption applies, it must provide valid supporting documentation before invoicing.

15. United States Clients

This section applies to Clients organized, located, or operating in the United States.

15.1 Canadian Service Provider

Revit Hero Inc. is an Ontario corporation providing cross-border services from Canada.

Unless expressly agreed otherwise:

• Services are performed remotely from Canada
• Revit Hero does not maintain a project office at the Client’s premises
• Revit Hero personnel are not employees of the Client
• Revit Hero has no authority to bind the Client
• The Client has no authority to bind Revit Hero
• Nothing creates a partnership, joint venture, agency, fiduciary relationship, or employment relationship

Any temporary travel to the United States for meetings, training, or project support does not alter the independent-contractor relationship.

15.2 Form W-8BEN-E

Upon reasonable request, Revit Hero may provide a properly completed IRS Form W-8BEN-E or other appropriate tax documentation to a U.S. Client or its authorized payer.

The form documents Revit Hero’s status as a foreign entity for applicable U.S. withholding and reporting purposes.

The Client acknowledges that:

• Form W-8BEN-E is provided to the payer or withholding agent
• The form does not constitute tax advice
• The form does not guarantee exemption from every withholding or reporting requirement
• The Client remains responsible for determining its own withholding, reporting, and documentation obligations
• Revit Hero may update or replace the form when required
• Revit Hero is not responsible for consequences resulting from the Client’s incorrect processing or interpretation of the form

No amount may be withheld from an invoice unless withholding is required by applicable law. When withholding is legally required, the Client must promptly provide Revit Hero with official documentation identifying the amount withheld, the legal basis for withholding, and the authority to which it was remitted.

15.3 U.S. Federal, State, and Local Requirements

The Client is responsible for its own federal, state, county, municipal, procurement, reporting, use-tax, and vendor-registration requirements.

Revit Hero does not represent that accepting a U.S. engagement automatically creates or avoids:

• U.S. federal tax obligations
• State income or franchise tax obligations
• Sales or use tax obligations
• Business-registration requirements
• Professional licensing requirements
• A permanent establishment or taxable presence

These matters depend on the specific engagement and applicable law.

Where project requirements would require Revit Hero to obtain a local licence, registration, insurance endorsement, tax account, or other authorization not identified in the accepted proposal, the associated time and cost will be treated as Additional Services or reimbursable expenses.

15.4 No U.S. Professional Licensure Representation

Unless expressly confirmed in writing, Revit Hero does not represent that it or its personnel hold an architectural, engineering, contractor, or other regulated professional licence in any U.S. state.

The Client must retain locally licensed professionals whenever state or local law requires licensed review, supervision, certification, or sealing.

15.5 Currency and Cross-Border Payments

U.S. Clients must pay invoices in the currency stated on the invoice.

The Client is responsible for:

• Wire-transfer fees
• Intermediary-bank fees
• Foreign-exchange fees
• Payment-platform fees
• Procurement-platform charges imposed on suppliers
• Any deduction caused by the Client’s payment method

Payment is not complete until Revit Hero receives the full invoiced amount in cleared funds.

15.6 Export Controls and Sanctions

The Client must not export, re-export, transfer, disclose, or use Revit Hero deliverables, software, technical information, models, or data in violation of applicable Canadian, United States, or international trade-control, sanctions, or export-control laws.

The Client must not provide Revit Hero with controlled, classified, defence-related, export-restricted, or otherwise regulated technical data unless Revit Hero has expressly agreed in writing to receive and handle it.

The Client is responsible for identifying any special data-security, citizenship, location, access, or export-control restrictions before providing project information.

16. Travel and On-Site Services

Travel and on-site Services require prior written approval.

Unless otherwise agreed:

• Transportation, accommodation, meals, parking, mileage, visas, permits, and other reasonable travel expenses are billed to the Client
• Travel days without scheduled service delivery are billed at 50% of the applicable daily rate
• Travel time may be billable
• Client-caused cancellation or rescheduling may result in non-refundable travel costs
• The Client is responsible for providing safe and appropriate site access

Revit Hero personnel may refuse or stop on-site work when conditions appear unsafe, unauthorized, or materially different from those disclosed.

17. Scheduling and Delays

Revit Hero will use commercially reasonable efforts to meet agreed schedules.

Unless expressly identified as guaranteed in writing, dates are estimates and depend on:

• Timely payment
• Complete and usable source information
• Client decisions and approvals
• Access to required systems and platforms
• Availability of project participants
• Third-party performance
• Scope stability
• Software and infrastructure availability

Delays caused by the Client or third parties may extend the schedule and result in Additional Services.

When an engagement is inactive for more than 30 calendar days because of circumstances outside Revit Hero’s control, Revit Hero may revise the schedule, staffing, and fees before resuming work.

18. Cancellations and Rescheduling

Unless different terms are stated in the applicable proposal:

• Cancellations made less than ten business days before scheduled delivery, training, travel, or facilitation may incur a fee of up to 25% of the scheduled service value
• Deposits are non-refundable after work or scheduling has commenced
• Rescheduling is subject to personnel availability
• Non-refundable third-party costs remain payable
• Repeated rescheduling may require a new deposit or revised fee

Training registrations may be transferred to another participant from the same organization with reasonable prior notice.

19. Training, Workshops, and Educational Content

Training and workshop content is provided for educational purposes.

Training does not:

• Constitute professional certification unless expressly identified
• Guarantee software proficiency
• Guarantee employment or business outcomes
• Replace project-specific professional advice
• Certify compliance with Autodesk, regulatory, contractual, or professional requirements

Participants are responsible for having the required software, hardware, licences, accounts, access permissions, and prerequisite knowledge.

Revit Hero may revise course content to reflect software changes, participant needs, or practical delivery requirements.

20. Training Materials and Recording

Training materials, exercises, templates, recordings, demonstrations, manuals, presentations, and related resources are licensed only to the paying Client and authorized participants.

Without Revit Hero’s written permission, the Client must not:

• Record a session
• Copy or reproduce materials
• Share access credentials
• Distribute materials outside the Client’s organization
• Resell or sublicense materials
• Publish materials online
• Use materials to develop competing training
• Remove proprietary notices or branding

Revit Hero may revoke access for misuse without refund.

21. Intellectual Property

Revit Hero retains all right, title, and interest in:

• Pre-existing intellectual property
• Methodologies and frameworks
• The Forma Operationalized Framework
• Templates and standards
• Training content
• Workflows and procedures
• Libraries and Revit families
• Automation tools and scripts
• Software, code, and applications
• Reports, graphics, and visualizations
• Know-how, processes, and improvements
• Derivative works of Revit Hero materials

Upon full payment, the Client receives a limited, non-exclusive, non-transferable licence to use final deliverables for the internal project purpose identified in the applicable scope.

Unless expressly agreed in writing, the Client may not:

• Sell or sublicense deliverables
• Redistribute proprietary templates or training materials
• Reverse engineer Revit Hero tools
• Remove ownership notices
• Use deliverables to create a competing commercial product or service
• Transfer deliverables to unrelated third parties for reuse on other projects

Project-specific content supplied and owned by the Client remains the Client’s property.

No licence becomes effective until all related invoices have been paid in full.

22. White-Label Services

Where Revit Hero provides white-label or behind-the-scenes services:

• The Client remains responsible for its contract with the end customer
• The Client remains responsible for professional review and approval
• Revit Hero does not assume the Client’s contractual obligations to the end customer
• The Client must not make representations or warranties on Revit Hero’s behalf
• The Client must disclose all standards and requirements necessary for Revit Hero to perform the Services
• Revit Hero is not liable for commitments made to the end customer without Revit Hero’s written authorization

Any restriction on portfolio use, attribution, confidentiality, or direct communication must be agreed in writing.

23. Autodesk and Third-Party Platforms

Revit Hero may use Autodesk and other third-party software, cloud platforms, applications, plug-ins, and services.

The Client acknowledges that third-party platforms are governed by their own terms, licences, availability, security, data-hosting practices, and technical limitations.

Revit Hero is not responsible for:

• Third-party outages
• Changes to software features
• Subscription or licensing changes
• Platform discontinuation
• File-format changes
• Data loss caused by third-party systems
• Compatibility with future software versions
• Restrictions imposed by a software publisher
• Client account or access-control configuration

The Client is responsible for maintaining required subscriptions, licences, user accounts, and permissions unless the applicable scope states otherwise.

Autodesk, Revit, Navisworks, Autodesk Forma, Autodesk Construction Cloud, and related names are trademarks of Autodesk, Inc. Reference to those products does not imply endorsement beyond any expressly identified authorized relationship.

24. Artificial Intelligence, Automation, and Computational Tools

Revit Hero may use automation, scripting, computational design, artificial intelligence, machine-learning, or similar tools to assist in delivering Services.

These tools may be used for tasks such as:

• Data organization
• Drafting assistance
• Model checking
• Visualization
• Reporting
• Workflow automation
• Content development
• Quality-control support

Revit Hero remains responsible for performing the agreed Services under the applicable standard of care. However, automated outputs remain subject to the same client review, source-information limitations, professional-review requirements, and intended-use restrictions as other deliverables.

The Client must notify Revit Hero before the engagement if its contracts, policies, security requirements, or project obligations prohibit or restrict the use of particular technologies.

25. Confidentiality

Each party must protect non-public business, technical, financial, project, and personal information received from the other party.

Confidential information may be disclosed only to employees, consultants, subcontractors, professional advisers, or representatives who:

• Need the information for the engagement
• Are subject to appropriate confidentiality obligations

Confidential information does not include information that:

• Is publicly available without breach
• Was lawfully known before disclosure
• Is independently developed without use of the confidential information
• Is received lawfully from another source
• Must be disclosed by law or court order

Unless a written agreement states otherwise, confidentiality obligations continue for two years following completion or termination of the Services. Trade secrets remain protected for as long as they qualify as trade secrets under applicable law.

26. Data Access, Security, and Retention

The Client authorizes Revit Hero to access project files, systems, and platforms necessary to provide the Services.

Revit Hero will use commercially reasonable safeguards appropriate to the nature of the engagement. No digital transmission, cloud platform, or storage system can be guaranteed to be completely secure or continuously available.

The Client is responsible for:

• Maintaining original source files
• Maintaining project backups
• Managing user permissions
• Removing former users
• Identifying sensitive or regulated data
• Providing secure transfer methods when required
• Informing Revit Hero of project-specific cybersecurity requirements

Unless otherwise agreed, Revit Hero may delete or archive working files after completion of the engagement and has no obligation to maintain them indefinitely.

Revit Hero does not access or retain project information beyond what is reasonably required for the Services, legal compliance, record keeping, backup, dispute management, or enforcement of its rights.

27. Portfolio and Marketing Use

Revit Hero will not publicly disclose confidential project information.

Project names, images, models, client logos, testimonials, or case-study information will be used publicly only with the Client’s consent or when the information has already been lawfully made public and its use does not violate an applicable confidentiality obligation.

Where permission is granted, Revit Hero may remove or generalize sensitive information.

28. Subcontractors and Consultants

Revit Hero may use qualified employees, subcontractors, consultants, specialists, or affiliated service providers to perform portions of the Services.

Revit Hero remains responsible for managing its personnel within the agreed scope.

The Client may not directly hire or solicit personnel introduced through Revit Hero during an active engagement and for twelve months afterward without Revit Hero’s written consent. A separate recruitment or placement fee may apply when consent is granted.

29. Standard of Performance

Revit Hero will perform the Services:

• In a professional and workmanlike manner
• Consistent with the standard ordinarily exercised by providers performing similar services
• In accordance with the agreed scope
• Using commercially reasonable efforts to meet agreed timelines

No higher or fiduciary standard applies unless expressly required by law and agreed in writing.

The Client must report an alleged deficiency in writing within 30 calendar days after the affected Service or deliverable was provided. Revit Hero must be given a reasonable opportunity to investigate and, when appropriate, correct the affected work.

30. Disclaimer of Warranties

Except for the express performance standard stated above, the Services and deliverables are provided “as is” and “as available.”

To the maximum extent permitted by law, Revit Hero disclaims all other express, implied, statutory, or collateral warranties and conditions, including warranties of:

• Merchantability
• Fitness for a particular purpose
• Accuracy or completeness
• Non-infringement
• Compatibility
• Uninterrupted availability
• Regulatory compliance
• Construction suitability
• Commercial outcome

Revit Hero does not guarantee:

• A clash-free project
• Elimination of rework
• Approval by an authority
• A specific financial or schedule result
• Software certification
• Project award
• Business performance
• Continuous third-party platform access

31. Limitation of Liability

To the maximum extent permitted by law, Revit Hero is not liable for:

• Indirect, incidental, special, exemplary, or consequential damages
• Lost profits, revenue, contracts, opportunities, or anticipated savings
• Loss of use, productivity, goodwill, or reputation
• Construction delays, rework, or disruption
• Costs of substitute services
• Loss, corruption, or incompatibility of data
• Claims arising from use beyond the agreed purpose
• Claims caused by client-provided or third-party information
• Decisions made without required professional or field verification

Revit Hero’s total aggregate liability arising from or relating to an engagement, whether in contract, negligence, tort, statute, or otherwise, will not exceed the lesser of:

1. The fees paid or payable to Revit Hero for the specific Services giving rise to the claim during the twelve months preceding the event; or
2. CAD $25,000.

The limitation applies collectively to Revit Hero and its directors, officers, employees, subcontractors, and consultants.

Nothing in these Terms limits liability that cannot lawfully be limited.

32. Indemnification

Each party will indemnify and hold the other harmless from third-party claims, damages, losses, liabilities, and reasonable legal costs to the extent caused by its gross negligence, willful misconduct, fraud, or violation of law.

The Client will also indemnify and hold harmless Revit Hero and its personnel from claims arising from:

• Inaccurate or unauthorized Client Materials
• Use of deliverables outside their agreed purpose
• Use of conceptual or coordination materials for construction
• Modification of deliverables by another party
• Failure to obtain required professional review
• Failure to verify field conditions
• The Client’s contractual commitments to third parties
• Infringement claims arising from materials supplied by the Client
• The Client’s breach of export-control, privacy, security, or licensing requirements

Revit Hero must be promptly notified of an indemnified claim and permitted to participate reasonably in its defence.

33. Insurance

Revit Hero maintains insurance appropriate to its business operations.

Any requirement for project-specific insurance limits, endorsements, waivers, bonds, certificates, or additional insured status must be disclosed before proposal acceptance.

Additional insurance costs or administrative requirements may be charged to the Client.

The existence of insurance does not increase or replace the contractual limitations of liability in these Terms.

34. Suspension and Termination

Either party may terminate an engagement for material breach when the breach remains uncured:

• Ten calendar days after written notice for a payment breach
• Thirty calendar days after written notice for another material breach, when the breach is capable of cure

Either party may terminate for convenience by giving 90 days’ written notice unless the applicable statement of work provides a different period.

Revit Hero may suspend or terminate Services immediately when:

• An invoice is overdue
• The Client requests unlawful or unsafe work
• Required access or information is withheld
• Continuing the work would violate professional, licensing, security, or regulatory obligations
• The Client materially misuses Revit Hero intellectual property
• The Client becomes insolvent or ceases normal operations

Upon termination, the Client must pay:

• All Services performed
• Work in progress
• Non-cancellable commitments
• Approved expenses
• Demobilization and file-transfer costs
• Any other accrued amounts

Deposits and advance payments will be applied against amounts owing. Any remaining balance will be handled in accordance with the applicable proposal.

35. Force Majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations.

Events may include:

• Natural disasters
• Fire or flood
• Severe weather
• War, terrorism, or civil unrest
• Epidemics or public-health emergencies
• Labour disputes
• Government restrictions
• Utility, internet, network, or cloud-platform failures
• Cyber incidents not caused by the affected party’s willful misconduct
• Transportation interruption
• Widespread software or infrastructure outages

The affected party will use reasonable efforts to notify the other and resume performance.

36. Dispute Resolution

The parties will first attempt to resolve any dispute through good-faith discussions between authorized representatives.

Before commencing litigation, the parties will attempt mediation in Ontario, unless urgent injunctive relief is required or the claim concerns unpaid invoices, intellectual property misuse, confidentiality, or data security.

These Terms and all engagements are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict-of-law principles.

The parties irrevocably submit to the exclusive jurisdiction of the courts located in Ontario, Canada.

The Client waives any objection based on forum, venue, distance, or inconvenience to the extent permitted by law.

37. Time Limit for Claims

To the maximum extent permitted by law, no claim arising from the Services or these Terms may be commenced more than one year after the claimant knew or reasonably should have known of the circumstances giving rise to the claim.

This limitation does not apply to Revit Hero’s claims for unpaid fees or misuse of intellectual property.

38. Independent Contractor

Revit Hero is an independent contractor.

Nothing in these Terms creates:

• Employment
• Agency
• Partnership
• Joint venture
• Fiduciary relationship
• Franchise
• Exclusive relationship

Neither party may bind the other or make commitments on the other’s behalf without written authority.

Revit Hero controls the manner and means by which it performs the Services, subject to the agreed scope, schedule, security requirements, and project coordination obligations.

39. Non-Exclusivity

Unless expressly agreed in writing, Revit Hero may provide services to other clients, including organizations operating in similar industries.

Revit Hero will continue to protect the Client’s confidential information and will not knowingly use it for another client’s benefit.

40. Electronic Communications and Signatures

The parties may communicate, approve work, issue notices, and execute agreements electronically.

Electronic signatures and electronically transmitted counterparts have the same force as original signatures to the extent permitted by law.

The Client is responsible for maintaining accurate contact information and monitoring the email addresses used for the engagement.

41. Notices

Formal notices must be in writing and delivered by email or another method identified in the applicable agreement.

Notices to Revit Hero must be sent to:

Revit Hero Inc.

Attention: Emilio Barbero, President

Email: hello@revithero.com

70 Calvert Lane

Ilderton, Ontario N0M 2A0

Canada

A notice sent by email is effective when received, provided the sender does not receive a delivery-failure notification.

42. Order of Precedence

When documents conflict, the following order applies unless expressly stated otherwise:

1. A written agreement signed by both parties
2. An accepted statement of work or proposal
3. An accepted change order
4. These Terms
5. A Client purchase order or procurement document

Client purchase-order terms do not amend or replace these Terms unless Revit Hero expressly accepts the amendment in a document signed by an authorized representative.

Performance, acknowledgement, invoicing, or acceptance of payment does not constitute acceptance of conflicting Client terms.

43. Assignment

The Client may not assign an agreement, licence, or right under these Terms without Revit Hero’s written consent.

Revit Hero may assign an agreement as part of a merger, reorganization, sale of substantially all assets, or transfer to an affiliated entity, provided the assignee assumes Revit Hero’s obligations.

44. No Third-Party Beneficiaries

These Terms benefit only Revit Hero and the Client.

No contractor, consultant, owner, employee, attendee, supplier, end customer, or other third party acquires rights under these Terms merely because it receives or uses a deliverable.

45. Severability and Waiver

If a provision is held invalid or unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in effect.

Failure to enforce a provision is not a waiver.

A waiver is effective only when made in writing by an authorized representative and applies only to the specific matter identified.

46. Survival

Provisions concerning payment, intellectual property, confidentiality, data, disclaimers, limitations of liability, indemnification, dispute resolution, governing law, and any provision that by its nature should survive will remain effective after completion or termination.

47. Updates to These Terms

Revit Hero may update these Terms from time to time.

The version in effect when a proposal is accepted or an engagement begins will govern that engagement unless:

• The parties agree otherwise in writing
• The engagement is renewed
• Additional Services are authorized after updated Terms are provided
• Continued Services are expressly made conditional on acceptance of updated Terms

Material changes will not retroactively alter an existing signed agreement unless agreed in writing.

48. Entire Agreement

These Terms, together with the applicable proposal, statement of work, accepted change order, and any signed agreement, constitute the entire agreement concerning the Services.

They replace prior discussions, emails, proposals, representations, or understandings concerning the same subject matter.

No amendment is effective unless confirmed in writing by an authorized Revit Hero representative.

49. Acceptance

The Client acknowledges that any of the following constitutes acceptance of these Terms:

• Signing a proposal or agreement
• Approving Services in writing
• Issuing a purchase order accepted by Revit Hero
• Paying a deposit, retainer, or invoice
• Providing access or materials so work may begin
• Attending paid training
• Downloading, accessing, distributing, or using deliverables

A person accepting these Terms on behalf of an organization represents that they have authority to bind that organization.