Terms of Service

These Terms are between you and Negi Enterprise Inc (“we”, “us”), a British Columbia company. We operate the EstiLumina product — construction takeoff, estimating, job cost, bidding, field, and related collaboration tools (the “Service”). Feature claims match our published inventory. We do not claim BIM/3D, autonomous AI takeoff, live supplier catalogs, or SSO/SAML unless explicitly listed as shipped. Preview or experimental features, when labeled as such, are provided as-is for evaluation.

You must have authority to bind your organization. You are responsible for credentials, invitees, and content uploaded to your workspace. Some environments may restrict open signup to invite links. You will not share accounts across unrelated companies. Creating an account requires affirmative acceptance of these Terms, the Privacy Policy, and the AUP. Continued use after a version bump constitutes acceptance of the updated Terms when re-consent is presented.

You will comply with our Acceptable Use Policy. We may suspend or terminate access for material violations, security risk, or non-payment, with or without prior notice where we reasonably believe harm or legal risk is imminent.

You retain ownership of Customer Data (jobs, drawings, estimates, etc.). You grant us a limited license to host, process, and display that data solely to provide the Service. See our Privacy Policy and DPA. We have no duty to back up, retain, or restore Customer Data beyond commercially reasonable practices stated in our policies, and no duty to police third parties you invite into portals.

Subscription and package fees (Subcontractor, Homebuilder, Commercial, extra seats, or custom) are billed by Negi Enterprise Inc (via Stripe or invoice). We do not offer homeowner financing. Fees are as agreed at checkout or in a written order. Refunds follow our Refund Policy. Taxes may apply. Non-payment may result in immediate suspension without liability to us.

The Service is software only. Access to or use of the Service does not create any obligation for Negi Enterprise Inc to act, intervene, advise, supervise jobsites, stamp drawings, approve estimates, certify quantities or costs, guarantee schedules or safety, monitor your counterparties, or respond beyond optional support we may choose to provide. We are not your engineer, architect, surveyor, accountant, lawyer, insurer, project manager, or construction professional of record. No partnership, joint venture, employment, agency, or fiduciary relationship arises from these Terms or from use of the Service.

You alone are responsible for construction means and methods, site safety, regulatory compliance, bids you issue or accept, awards, purchase orders, change orders, pay applications, field time records, and all decisions made using Service outputs. Portal actions by vendors, clients, or other invitees you authorize are your risk. You assume all risk of reliance on takeoffs, estimates, budgets, schedules, reports, AI assist suggestions, and any other outputs.

Estimates, takeoffs, budgets, and reports are software tools only. They are not engineering, architectural, legal, surveying, or accounting advice and are not stamped professional work. Construction cost, schedule, safety, and means-and-methods decisions remain solely yours.

Negi Enterprise Inc carries no cyber liability, errors-and-omissions, professional liability, or similar insurance for the Service. You must maintain your own insurance appropriate to your business. You will not name us as insurer, additional insured, or loss payee, and you will not look to us to fund any loss, claim, defense, or settlement that insurance would otherwise cover.

The Service is under active development. Features may change, degrade, or be withdrawn with notice where practical. We aim for commercially reasonable uptime but do not guarantee uninterrupted, secure, or error-free availability. We have no duty to continue any feature, integration, or support channel.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” To the maximum extent permitted by applicable law, Negi Enterprise Inc disclaims all warranties, express, implied, or statutory, including merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, uninterrupted or error-free operation, and any warranty arising from course of dealing or usage of trade.

To the maximum extent permitted by law, you release and forever discharge Negi Enterprise Inc and its directors, officers, employees, contractors, and agents from any and all claims, demands, and causes of action of every kind (whether in contract, tort including negligence, statute, equity, or otherwise) arising out of or related to your access to or use of the Service, inability to use the Service, Service outputs, downtime, data loss or corruption, third-party portals, integrations, subprocessors, or decisions you or your invitees make — except only for liability that cannot be excluded or limited under applicable law.

To the maximum extent permitted by law, Negi Enterprise Inc’s aggregate liability arising out of or related to the Service or these Terms — under any theory of liability — is limited to the greater of (a) the fees you actually paid to Negi Enterprise Inc for the Service in the three (3) months immediately before the claim, or (b) CAD $0 if you used the Service without paying fees in that period.

We are not liable for any indirect, incidental, special, consequential, punitive, exemplary, or lost-profit damages; construction delay or liquidated damages; jobsite injury or property damage; third-party claims; or cost of substitute goods or services — even if advised of the possibility. Nothing in these Terms excludes liability that cannot be excluded under British Columbia or Canadian law (including fraud or willful misconduct, and other non-waivable rights).

Your sole and exclusive remedy for dissatisfaction with the Service, or for any alleged breach of these Terms by us, is to stop using the Service and cancel your account or subscription. You are not entitled to damages beyond the limitation in Section 13.

You will defend, indemnify, and hold harmless Negi Enterprise Inc and its directors, officers, employees, contractors, and agents from and against any claim, demand, loss, damage, cost, or expense (including reasonable legal fees) arising out of or related to Customer Data; your or your users’ or invitees’ use or misuse of the Service; portal counterparties you authorize; your violation of these Terms, the AUP, or applicable law; or any construction, commercial, or professional outcome — including, to the maximum extent permitted by law, claims alleging our negligence.

To the maximum extent permitted by British Columbia and applicable Canadian law, you bring claims only in your individual capacity and waive any right to participate in a class, collective, consolidated, or representative proceeding against Negi Enterprise Inc. Where a jury trial would otherwise be available and waiver is permitted, you waive trial by jury. If a waiver in this section is unenforceable in your jurisdiction, the remainder of these Terms still applies.

To the maximum extent permitted by law, any claim arising out of or related to the Service or these Terms must be filed within twelve (12) months after it accrues, or it is permanently barred.

By creating an account or using the Service, you confirm that you have read these Terms; that you had a reasonable opportunity to obtain independent legal advice and may have declined counsel; that you understand Negi Enterprise Inc provides no insurance for the Service; and that the disclaimers, release, liability cap, sole remedy, indemnity, and waivers are a material basis of the bargain and an essential condition of providing the Service at the fees charged (including free or low-cost access).

Either party may terminate access on notice. We may terminate or suspend immediately for breach, non-payment, legal risk, or discontinuation of the Service. Upon termination we may make Customer Data export available for a commercially reasonable period, then delete per our retention practices. Sections 6–18 and 20–22 survive termination.

These Terms are governed by the laws of British Columbia and the federal laws of Canada applicable therein, without regard to conflict-of-law rules. Courts in Vancouver, BC have exclusive jurisdiction, subject to mandatory consumer protections where applicable.

If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed; the remaining provisions continue in full force. These Terms, together with the Privacy Policy, AUP, and any order form we execute with you, are the entire agreement regarding the Service and supersede prior discussions. No waiver is effective unless in writing signed by Negi Enterprise Inc.

Negi Enterprise Inc · support@estilumina.com · Privacy · Trust Center