Construction Estimating Services Agreement

This Construction Estimating Services Agreement (the "Agreement") is between Wowline LLC, a Florida limited liability company with its principal place of business in Clearwater, Florida ("Estimator"), and the person or entity purchasing, accessing, or using the Services ("Customer"). Estimator and Customer are each a "Party" and together the "Parties."

1. Agreement, authority, and electronic acceptance

1. This Agreement governs each order for construction estimating, quantity takeoff, scope-development, schedule-estimation, document-formatting, or related services (each, an "Order"). An Order includes the selected package, written scope, price, and any project-specific written terms accepted by both Parties.
2. By checking the acceptance box and selecting "Pay and start," signing this Agreement, paying an invoice that incorporates it, or submitting project materials after receiving it, Customer agrees to this Agreement. The person accepting represents that Customer is acquiring the Services for business or commercial purposes and that the person has authority to bind Customer.
3. Customer consents to electronic records, notices, and signatures and may retain or print this Agreement. Electronic acceptance has the same intended effect as a handwritten signature.
4. If an Order expressly conflicts with this Agreement, the Order controls only for that conflict. A Customer purchase order or other Customer form does not modify this Agreement unless Estimator expressly signs the modification.

2. Services and deliverables

1. Estimator will prepare the deliverables identified in the Order (the "Deliverables") using information supplied by Customer and available pricing, productivity, code-reference, and market data. Estimator may use software, databases, automation, artificial intelligence, subcontracted support, and professional judgment.
2. Unless an Order expressly says otherwise, the Services are desk-based and do not include a site visit, destructive investigation, field measurement, subcontractor solicitation, vendor quotation, permit research, or review of every drawing revision.
3. Any stated turnaround begins only after Estimator confirms receipt of payment and reasonably complete, readable project information. A stated delivery time is a service target, not a guarantee, and may change for incomplete inputs, revisions, unusually complex projects, events outside Estimator's reasonable control, or Customer delay.
4. Customer must report a claimed clerical or calculation error promptly and before relying on the affected Deliverable. Estimator may correct or replace the affected Deliverable. New drawings, changed scope, added alternates, incomplete information, or changed assumptions may require a new Order or additional fee.

3. Services expressly excluded

Unless a separate written agreement expressly states otherwise, Estimator does not:

• offer, undertake, supervise, manage, or contract to perform construction, and no Deliverable is Estimator's bid or offer to perform construction;
• provide architecture, professional engineering, surveying, geotechnical, environmental, hazardous-material, legal, accounting, insurance-adjusting, inspection, code-official, or other licensed professional services;
• prepare permit-ready plans, establish means and methods, direct jobsite safety, select licensed trades, or assume responsibility for permits, inspections, procurement, sequencing, or construction;
• certify code compliance, plan completeness, constructability, accessibility, structural adequacy, product approval, or acceptance by an authority having jurisdiction ("AHJ"); or
• guarantee any quantity, price, labor rate, production rate, tax, permit fee, vendor availability, subcontractor bid, project duration, profit, award, or final construction cost.

Code citations, warnings, and screening results in a Deliverable are informational estimating aids. The current adopted code, local amendments, AHJ interpretations, permit documents, and determinations of appropriately licensed professionals control.

4. Customer information and cooperation

1. Customer is solely responsible for providing complete, accurate, current, legible, and internally consistent plans, specifications, addenda, measurements, photographs, site information, scope decisions, pricing instructions, and other inputs ("Customer Materials"). Estimator may rely on Customer Materials without independently verifying them.
2. Customer must identify drawing revisions and disclose known concealed conditions, occupied-work restrictions, access limits, phasing, prevailing-wage or union requirements, bonding and insurance requirements, taxes, permits, escalation, logistics, owner-furnished items, exclusions, alternates, and any other matter that may affect scope, price, or time.
3. Customer represents that it has the rights and permissions needed for Estimator to use Customer Materials. Customer is responsible for privacy notices, releases, and all-party recording consent where required for uploaded photos, video, audio, personal information, and property information.
4. Customer will not upload malware, export-controlled technical data, payment-card data, government identification numbers, medical records, or other unnecessary sensitive personal information.

5. Mandatory independent review and Customer responsibility

1. Review must be performed by Customer and, where appropriate, its licensed contractor, architect, engineer, specialty contractor, suppliers, and other qualified professionals. Review includes scope, dimensions, counts, quantities, assemblies, specifications, exclusions, assumptions, unit prices, labor, waste, taxes, fees, code and permit requirements, site conditions, constructability, availability, schedule, overhead, profit, and contract risk.
2. Customer must obtain current vendor and subcontractor quotations and must reconcile the Deliverable against the latest complete plans, specifications, addenda, field conditions, and AHJ requirements.
3. Customer alone decides what scope, price, markup, allowances, contingencies, schedule, exclusions, qualifications, and legal terms to submit to an owner, client, lender, insurer, contractor, or other person. Any bid, proposal, contract, or construction decision issued or made by Customer is Customer's work and responsibility, even if it copies, modifies, formats, or white-labels a Deliverable.
4. Customer assumes the risk of using a Deliverable without the required review. Customer will immediately notify Estimator of a suspected discrepancy and will not use the affected portion until the discrepancy is resolved.
5. Deliverables are prepared solely for Customer for the project and purpose stated in the Order. No owner, lender, insurer, design professional, subcontractor, supplier, code official, or other third party may rely on a Deliverable. There are no third-party beneficiaries.

6. Estimate assumptions and market changes

Each Deliverable is a time-sensitive opinion based on stated and unstated assumptions reasonably necessary to complete the estimate. Actual conditions and costs will vary. Prices, wages, freight, taxes, tariffs, lead times, product availability, subcontractor capacity, weather, market conditions, and AHJ requirements may change without notice. Concealed, inaccessible, undocumented, or differing site conditions are excluded unless expressly included. A duration is an estimating assumption, not a critical-path schedule or completion commitment.

7. Fees, payment, cancellation, and corrections

1. Fees are due as stated in the Order. Estimator may suspend work for nonpayment or incomplete Customer Materials.
2. Because Estimator reserves production capacity and begins analysis after acceptance, fees are nonrefundable after work begins except as expressly stated here or required by nonwaivable law.
3. If Customer gives written notice of a material, reproducible error before using the Deliverable and within ten business days after delivery, Customer's exclusive contractual remedy is, at Estimator's option, correction or reperformance of the affected Services or refund of the fee paid for the affected Order. This remedy does not apply to changed or incomplete Customer Materials, market changes, professional judgment, assumptions disclosed or reasonably apparent, or Customer's failure to perform the required independent review.

8. Disclaimer of warranties and release for ordinary errors

Nothing in this Agreement releases liability that cannot lawfully be released, including liability finally determined to result from Estimator's fraud, gross negligence, or willful misconduct.

9. Limitation of liability

The Parties agree that the fees reflect this allocation of risk and that these limitations are an essential basis of the bargain. The limitations apply to contract, tort (including ordinary negligence and negligent misrepresentation), indemnity, statute, and every other theory, and apply even if a limited remedy fails of its essential purpose. They do not apply where prohibited by nonwaivable law.

10. Customer indemnity for Customer-controlled risks

Customer will defend, indemnify, and hold harmless Estimator and its members, managers, employees, agents, and subcontractors from third-party claims, demands, investigations, damages, judgments, penalties, costs, and reasonable attorneys' fees to the extent arising from:

• Customer's bid, proposal, contract, representation, markup, modification, distribution, white-labeling, or use of a Deliverable;
• Customer's failure to independently verify a Deliverable or obtain required licensed-professional, subcontractor, supplier, site, code, or AHJ review;
• construction means, methods, safety, supervision, permitting, procurement, scheduling, performance, personal injury, property damage, or code compliance under Customer's control;
• inaccurate, incomplete, infringing, unlawful, or unauthorized Customer Materials; or
• Customer's breach of this Agreement or violation of law.

This Section applies only to the extent of Customer's or its representatives' acts, omissions, materials, decisions, representations, or breach. It does not require Customer to indemnify Estimator to the extent a final judgment determines the claim was caused by Estimator's gross negligence, willful misconduct, or fraud. Estimator will promptly notify Customer of a covered claim and reasonably cooperate at Customer's expense. Customer may not settle a claim in a way that admits fault by or imposes nonmonetary obligations on Estimator without Estimator's written consent.

11. Ownership and permitted use

1. Estimator retains all rights in its software, engines, formulas, templates, databases, methods, know-how, price books, workflows, and preexisting materials ("Estimator Tools"). No Order transfers Estimator Tools.
2. After full payment, Estimator grants Customer a nonexclusive, nontransferable license to use the Deliverables for Customer's internal analysis and to prepare Customer's own bid or proposal for the identified project. Customer may share the resulting bid or proposal but may not resell, publish, sublicense, benchmark, reverse engineer, or commercialize a Deliverable or Estimator Tool as a standalone estimating product.
3. White-label formatting changes branding only. It does not make Estimator a party to Customer's bid or contract and does not transfer responsibility for verification or construction.
4. Customer grants Estimator a limited license to use Customer Materials to provide, secure, support, and improve the Services. Estimator may use aggregated or deidentified operational data that does not identify Customer or the project.

12. Confidentiality and data

1. Each Party will use the other Party's nonpublic business information only to perform or receive the Services and will protect it using reasonable care. This duty does not cover information that is public without breach, already lawfully known, independently developed, or lawfully received without restriction.
2. Estimator may disclose information to service providers and subcontractors subject to appropriate confidentiality duties and as required by law. Estimator may retain records reasonably needed for legal, accounting, security, backup, and quality-control purposes.
3. Customer is responsible for downloading and retaining final Deliverables. Estimator does not promise indefinite portal, upload, or backup retention.

13. Suspension and termination

Either Party may terminate an uncompleted Order for a material breach not cured within five business days after written notice. Estimator may immediately suspend or terminate for nonpayment, unlawful or unsafe requested use, abusive conduct, security risk, or material misrepresentation. Customer will pay for work performed and committed costs through termination. Sections intended by their nature to survive will survive, including Sections 3-12 and 14-17.

14. Disputes; Florida law; jury waiver

1. Before filing a claim, a Party must give written notice describing the dispute and allow thirty days for good-faith informal resolution. This requirement does not prevent emergency injunctive relief or a filing needed to preserve a limitation period.
2. Florida law governs without regard to conflict-of-law rules. State and federal courts located in Pinellas County, Florida have exclusive jurisdiction and venue, and each Party consents to them.
3. To the fullest extent permitted by law, each Party knowingly, voluntarily, and irrevocably waives trial by jury in any dispute arising from or related to this Agreement, an Order, the Services, or a Deliverable.

15. Notices

Notices to Estimator must be sent to wowline.estimates@gmail.com. Estimator may send notices to Customer's account or Order email. A notice is effective when received, except an email sent after 5:00 p.m. Eastern Time is treated as received the next business day.

16. General terms

1. The Parties are independent contractors. This Agreement creates no partnership, joint venture, agency, fiduciary relationship, employment, or authority for either Party to bind the other.
2. Neither Party is liable for delay caused by events outside its reasonable control, including utility or platform outage, natural disaster, severe weather, labor disruption, epidemic, war, government action, supply-chain disruption, or failure of a third-party data source.
3. Customer may not assign this Agreement without Estimator's written consent. Estimator may assign it in connection with a merger, sale, reorganization, or transfer of substantially all relevant assets.
4. If any provision is unenforceable, it will be enforced to the maximum lawful extent and the remainder will remain effective. A waiver must be in writing and applies only to the stated instance.
5. This Agreement and each Order are the complete agreement about the Services and replace prior or contemporaneous proposals, discussions, and representations. Amendments must be in a writing accepted by authorized representatives of both Parties, except Estimator may issue new terms for future Orders.

17. Acknowledgment

Customer confirms that it has read and understood this Agreement, had the opportunity to consult independent legal counsel, understands that estimates can contain errors and that actual construction conditions and costs vary, accepts the mandatory independent-review obligation, and agrees to the releases, damage exclusions, liability cap, indemnity, Florida venue, and jury waiver.

Canonical online version: 2026-07-16-v1.0. Keep a retained copy with the applicable Order and acceptance record.