⚠️ DRAFT — NOT LEGAL ADVICE — NOT REVIEWED Status: Initial draft, 2026-05-15. Must be reviewed by qualified counsel before being published or relied upon.
Effective Date: [TBD — not yet in effect] Last Updated: 2026-05-15 (initial draft)
These Terms of Service ("Terms") govern your access to and use of the EARL estimating and project-management platform ("Service") provided by MTC Mechanical / Holstein Electric ("Company," "we," "us," or "our"). By creating an account or using the Service, you agree to these Terms.
EARL is a cloud-assisted estimating and project-management platform designed for mechanical, HVAC, plumbing, and electrical contractors. Core capabilities include AI-assisted plan takeoff, scope letter generation, vendor RFQ management, GC contact outreach, and post-award project tracking.
The Service runs on infrastructure operated by the Company. It is not a generic SaaS product available to the general public; access is granted on an invite or subscription basis to qualified construction industry users.
You must be at least 18 years old and legally authorized to enter contracts on behalf of yourself or your employer to use the Service. By registering, you represent that the information you provide is accurate and that you have authority to bind your organization if you are registering on its behalf.
You are responsible for maintaining the security of your account credentials and for all activity that occurs under your account. Notify us immediately at [email protected] if you become aware of unauthorized access.
We currently use Google OAuth for authentication. You must have a valid Google account and must not circumvent or share your login access with unauthorized parties.
You agree to use the Service only for lawful purposes related to your construction estimating and project-management activities. You must not:
- Attempt to reverse-engineer, disassemble, or extract the source code of the Service - Use the Service to transmit spam, malware, or fraudulent communications - Impersonate any person, company, or entity - Upload content that infringes third-party intellectual property rights - Use automated scripts or bots to access the Service outside of officially supported integrations - Attempt to gain unauthorized access to any part of the Service, its infrastructure, or another tenant's data - Use the Service in any manner that violates applicable federal, state, or local law
We reserve the right to investigate suspected violations and to take appropriate action, including suspension or termination of access.
You are responsible for:
- The accuracy and completeness of all data you upload or input into the Service (project plans, specifications, contact lists, vendor quotes, etc.) - Ensuring that any plans or documents you upload are ones you are licensed or permitted to use - Reviewing all AI-generated output (takeoffs, scope letters, RFQs) for accuracy before relying on them for binding estimates or contracts. AI output is an aid, not a substitute for professional judgment. - Keeping your contact information and billing details current
Subscription plans, pricing, and included features are described in the EARL Pricing documentation available at the time of signup. By subscribing, you authorize us to charge your payment method on the schedule specified at enrollment.
Billing details, cancellation terms, and refund policies are governed by the BILLING.md document incorporated by reference. In the event of conflict between these Terms and BILLING.md, BILLING.md controls on payment matters.
We use Stripe for payment processing. We do not store your full payment card information; Stripe handles card data under its own PCI-DSS compliance program.
Your content: You retain ownership of all data, files, and materials you upload or create within the Service ("Your Content"). By using the Service, you grant us a limited, non-exclusive license to process Your Content solely to operate and improve the Service on your behalf.
Our content: The Service, including its software, design, AI models, and documentation, is owned by the Company or its licensors and protected by applicable intellectual property laws. These Terms do not transfer any ownership to you.
We will not use your project data, bid information, or business-sensitive content to train AI models or share with third parties beyond what is described in our Privacy Policy.
We understand that project bids, vendor pricing, and business strategies are competitively sensitive. We treat Your Content as confidential and will not disclose it to any party other than those needed to operate the Service, except as required by law or with your consent.
By you: You may cancel your subscription at any time through the account settings. Upon cancellation, your access continues through the end of the current billing period. We will provide a data export capability so you can retrieve your data before access ends.
By us: We may suspend or terminate your account for material breach of these Terms (including non-payment), illegal activity, or actions that harm the Service or other users. We will give reasonable notice where practicable, except in cases of serious security incidents or legal obligation.
Upon termination, we will retain your data for 30 days to allow export, after which it will be deleted in accordance with our Privacy Policy.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
We do not warrant that the Service will be uninterrupted, error-free, or that AI-generated estimates, takeoffs, or scope letters will be accurate or complete. You acknowledge that construction estimating involves professional judgment that AI cannot fully replace, and that you assume responsibility for final bid figures submitted to third parties.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS OWNERS, EMPLOYEES, AND CONTRACTORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS OR YOUR USE OF THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.
Some jurisdictions do not allow exclusion or limitation of certain warranties or damages, so the above may not apply to you in full.
You agree to defend, indemnify, and hold harmless the Company and its owners, employees, and contractors from and against any claims, liabilities, damages, losses, or expenses (including reasonable attorneys' fees) arising from: (a) your breach of these Terms; (b) your use of the Service in violation of applicable law; or (c) any claim by a third party relating to content you submitted through the Service.
These Terms are governed by and construed in accordance with the laws of the State of Iowa, without regard to its conflict-of-law provisions.
Any dispute arising from these Terms or the Service that cannot be resolved informally shall be subject to the exclusive jurisdiction of the state and federal courts located in Iowa. You consent to personal jurisdiction in those courts.
Before initiating any formal legal proceeding, both parties agree to attempt resolution through good-faith negotiation for at least 30 days after written notice of the dispute.
We may update these Terms from time to time. When we do, we will update the "Last Updated" date and notify active users by email or in-app notice at least 14 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the revised Terms.
If changes are material and you disagree, you may cancel your subscription before the effective date without penalty for the remaining period.
- Entire Agreement: These Terms, together with our Privacy Policy, Cookie Policy, and BILLING.md, constitute the entire agreement between you and the Company regarding the Service. - Severability: If any provision is found unenforceable, the remainder of the Terms stays in effect. - Waiver: Our failure to enforce any right or provision is not a waiver of that right. - Assignment: You may not assign your rights under these Terms without our written consent. We may assign our rights in connection with a merger, acquisition, or sale of assets.
Questions about these Terms? Reach us at:
MTC Mechanical / Holstein Electric Email: [email protected]
*⚠️ REMINDER: This document is a first draft prepared for attorney review. It is NOT legal advice and has NOT been reviewed or approved by qualified legal counsel. Do not publish, share with customers, or rely upon it until attorney review is complete.*