PRO CIVIL AI
AI-Powered Pre-Construction Intelligence
TERMS OF SERVICE
Last Updated: July 23, 2026
IMPORTANT Please read these Terms of Service carefully before using the Pro Civil AI platform. By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service. |
1. Definitions
“Service” means the Pro Civil AI web-based platform, including all features, tools, APIs, data, and outputs accessible at www.procivilai.com or any successor URL, as well as any mobile applications, browser extensions, or integrations provided by Company.
“Company,” “we,” “us,” or “our” refers to Pro Civil AI, LLC, a Nevada limited liability company with its principal place of business in Las Vegas, Nevada.
“Customer,” “you,” or “your” refers to the entity or individual that enters into a Subscription Agreement and accesses the Service.
“Authorized Users” means Customer’s employees, contractors, and agents who are authorized by Customer to access and use the Service under Customer’s subscription.
“Subscription Agreement” means the executed order form, pilot agreement, or other written agreement between Company and Customer that specifies the subscription term, fees, and coverage area.
“Outputs” means all data, reports, site plans, cost estimates, proformas, feasibility scores, maps, and other deliverables generated by the Service for Customer.
“Customer Data” means any data, files, information, or content that Customer uploads to, submits through, or provides to the Service, including but not limited to construction cost data, bid tabulations, project details, and parcel preferences.
2. Account Registration & Access
2.1 Account Creation
To access the Service, Customer must create an account by providing accurate, current, and complete registration information. Customer is responsible for maintaining the confidentiality of account credentials and for all activities that occur under Customer’s account. Customer shall notify Company immediately upon discovering any unauthorized use of its account.
2.2 Authorized Users
Customer’s subscription provides full team access with no per-seat limitations. Customer may designate any number of Authorized Users within its organization. Customer is responsible for ensuring that all Authorized Users comply with these Terms. Customer shall not share account credentials with individuals outside Customer’s organization or allow access by any person who is not an Authorized User.
2.3 Account Administration
Customer shall designate at least one account administrator who will serve as the primary point of contact for account management, billing inquiries, and technical support. Company may communicate with Customer through the designated administrator regarding Service updates, maintenance schedules, and account matters.
3. Service Description
3.1 Platform Capabilities
The Service provides AI-powered pre-construction intelligence, including:
(a) Interactive Map Explorer with parcel identification and selection across covered jurisdictions in Clark County, Nevada;
(b) Automated jurisdiction detection and zoning compliance verification using real-time county GIS data;
(c) Development standards application from a database of 80+ zone districts across 6 Clark County jurisdictions;
(d) AI-generated preliminary site plans with optimized building placement, parking layout, circulation, and open space design;
(e) Civil engineering outputs including preliminary grading design, stormwater management, and utility routing;
(f) Market-calibrated cost estimation with line-item budgets and confidence intervals;
(g) Financial proforma generation with IRR, equity multiple, development yield, sensitivity analysis, and capital structure modeling;
(h) Export capabilities in DWG, IFC, PDF, and Excel formats; and
(i) Parcel watchlist and monitoring features for ownership changes, zoning amendments, and market condition shifts.
3.2 Coverage Area
The Service currently covers jurisdictions within Clark County, Nevada, with planned expansion to Arizona and Utah. Coverage area may be expanded at Company’s discretion. Company does not guarantee coverage of every parcel within the stated coverage area, as coverage depends on the availability of public GIS data from county assessor portals and municipal data sources.
3.3 Data Sources
The Service integrates data from public sources including county ArcGIS REST services, municipal development codes, FEMA National Flood Hazard Layer, USGS 3D Elevation Program, and other government data portals. Company also incorporates proprietary data from construction cost databases, market research, and anonymized contributor data. Company does not guarantee the accuracy, completeness, or timeliness of any third-party data source.
4. Subscription Terms & Fees
4.1 Subscription Fee
Customer shall pay the subscription fees specified in the Subscription Agreement. Unless otherwise stated, the standard platform subscription is $10,000 per month, billed monthly, providing full team access with no per-seat charges, no per-project fees, and no usage limits.
4.2 Payment Terms
All fees are due within thirty (30) days of the invoice date. Fees are non-refundable except as expressly stated in the Subscription Agreement. Company reserves the right to suspend access to the Service if any payment is more than fifteen (15) days past due, upon providing Customer with at least five (5) days’ written notice.
4.3 Fee Adjustments
Company may adjust subscription fees upon sixty (60) days’ prior written notice to Customer. Any fee adjustment shall take effect at the start of the next renewal term. Customer may terminate the Subscription Agreement prior to the effective date of any fee increase by providing written notice within thirty (30) days of receiving notice of the increase.
4.4 Taxes
All fees are exclusive of applicable taxes. Customer is responsible for all sales, use, value-added, withholding, and similar taxes imposed by any government authority, excluding taxes based on Company’s net income.
5. Acceptable Use
5.1 Permitted Use
Customer may use the Service solely for Customer’s internal business purposes related to real estate development feasibility analysis, site evaluation, land acquisition due diligence, and related pre-construction activities.
5.2 Restrictions
Customer shall not:
(a) Resell, sublicense, distribute, or make the Service available to any third party, except that Customer may share Outputs with Customer’s professional advisors (engineers, attorneys, accountants, investment partners) in the ordinary course of business;
(b) Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, algorithms, or underlying data models of the Service;
(c) Use the Service to build a competing product or service, or to benchmark the Service against a competing product for the purpose of competitive analysis;
(d) Use automated tools, bots, scrapers, or crawlers to access the Service or extract data from it, except through the API provided by Company;
(e) Circumvent or disable any security, authentication, or access control features of the Service;
(f) Upload or transmit any content that contains malware, viruses, or other harmful code;
(g) Use the Service in violation of any applicable law, regulation, or ordinance; or
(h) Misrepresent Outputs as PE-stamped engineering documents, licensed professional opinions, or guaranteed compliance determinations.
6. Outputs & Professional Disclaimers
6.1 Preliminary Nature of Outputs
CRITICAL DISCLAIMER All Outputs generated by the Service are preliminary in nature and intended solely for screening, evaluation, and decision-support purposes. Outputs do NOT constitute final engineering designs, PE-stamped construction documents, legal opinions, zoning compliance certifications, or financial advice. All investment, development, and construction decisions remain the sole responsibility of Customer and its licensed professional advisors. |
6.2 Professional Review Required
Customer acknowledges and agrees that:
(a) All site plans generated by the Service require review, refinement, and stamping by a licensed Professional Engineer (PE) before submission to any governmental authority or use in construction;
(b) All cost estimates are based on historical data and market models, and actual construction costs may vary materially from estimates;
(c) All proforma projections are forward-looking estimates based on assumptions that may not reflect actual market conditions, and Customer should not rely solely on Service outputs for investment decisions;
(d) Zoning compliance verification is based on Company’s interpretation of publicly available municipal codes and may not reflect recent amendments, overlay districts, special use provisions, or conditions that require in-person verification with the relevant jurisdiction; and
(e) Customer is solely responsible for verifying all Output data with the applicable governmental authority before taking any action based on such data.
6.3 No Professional Licensure
Company is not a licensed engineering firm, architecture firm, real estate brokerage, legal practice, or financial advisory firm. The Service does not provide professional engineering, architectural, legal, or financial advice. Nothing in these Terms or in any Output should be construed as the practice of engineering, architecture, law, or financial advisory services.
7. Intellectual Property
7.1 Company IP
The Service, including all software, algorithms, data models, machine learning models, databases (including the development standards database of 80+ zone districts), user interface designs, documentation, and all improvements, modifications, and derivative works thereof, are and shall remain the exclusive property of Company. These Terms do not grant Customer any ownership interest in the Service or any Company intellectual property. Customer receives only a limited, non-exclusive, non-transferable license to use the Service during the subscription term for the purposes described herein.
7.2 Customer Data
Customer retains all ownership rights in Customer Data. Customer grants Company a limited, non-exclusive license to use, process, store, and display Customer Data solely as necessary to provide the Service and as described in the Privacy Policy. This license terminates upon termination of the Subscription Agreement, subject to the data retention provisions of the Privacy Policy.
7.3 Output Ownership
Customer owns the Outputs generated by the Service using Customer’s specific inputs and parameters. Company retains the right to use anonymized, aggregated Output data (with all customer-identifying information removed) to improve the Service, train machine learning models, and produce market benchmarking reports.
7.4 Feedback
If Customer provides any suggestions, ideas, enhancement requests, or other feedback regarding the Service, Company may freely use and incorporate such feedback without obligation or compensation to Customer.
8. Confidentiality
Each party acknowledges that it may receive confidential and proprietary information from the other party in connection with the Service. Each party agrees to hold such information in strict confidence, using at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care. Confidential information shall not be disclosed to any third party without the disclosing party’s prior written consent, except to employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations no less restrictive than those herein.
Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was in the receiving party’s possession prior to disclosure; (c) is independently developed without use of confidential information; or (d) is lawfully received from a third party without restriction.
9. Warranties & Disclaimers
9.1 Company Warranty
Company warrants that: (a) it has the right to provide the Service; (b) the Service will perform materially in accordance with its documentation during the subscription term; and (c) Company will use commercially reasonable efforts to maintain the availability and security of the Service.
9.2 Disclaimer
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9.1, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT ALL ERRORS WILL BE CORRECTED.
9.3 Third-Party Data Disclaimer
COMPANY MAKES NO WARRANTY REGARDING THE ACCURACY, COMPLETENESS, OR TIMELINESS OF DATA OBTAINED FROM THIRD-PARTY SOURCES, INCLUDING COUNTY GIS SYSTEMS, MUNICIPAL CODE DATABASES, FEMA FLOOD MAPS, USGS ELEVATION DATA, OR MARKET DATA PROVIDERS. SUCH DATA IS PROVIDED ON AN “AS AVAILABLE” BASIS AND MAY CONTAIN ERRORS OR OMISSIONS.
10. Limitation of Liability
10.1 Exclusion of Consequential Damages
IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOST BUSINESS OPPORTUNITIES, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE USE OF THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.2 Aggregate Liability Cap
COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY CUSTOMER TO COMPANY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10.3 Essential Basis
THE LIMITATIONS SET FORTH IN THIS SECTION 10 ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES AND SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
11. Indemnification
11.1 Company Indemnification
Company shall defend, indemnify, and hold harmless Customer from and against any third-party claims alleging that the Service, as provided by Company, infringes a valid patent, copyright, or trademark of any third party, and shall pay any damages finally awarded or settlement amounts agreed to, provided that Customer gives Company prompt written notice, sole control of the defense and settlement, and reasonable cooperation.
11.2 Customer Indemnification
Customer shall defend, indemnify, and hold harmless Company from and against any third-party claims arising from: (a) Customer’s use of the Service in violation of these Terms; (b) Customer Data; (c) Customer’s reliance on Outputs without obtaining required professional review; or (d) any development, construction, or investment decision made based on Outputs without independent verification.
12. Term & Termination
12.1 Term
These Terms are effective upon Customer’s first access to the Service and continue for the duration of the Subscription Agreement. The subscription term shall automatically renew for successive periods equal to the initial term unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term.
12.2 Termination for Cause
Either party may terminate the Subscription Agreement immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure such breach within thirty (30) days of receiving written notice; or (b) becomes subject to bankruptcy, insolvency, receivership, or similar proceedings.
12.3 Effect of Termination
Upon termination: (a) Customer’s access to the Service shall be immediately deactivated; (b) Customer may request export of Customer Data within thirty (30) days of termination, after which Company may delete Customer Data in accordance with the Privacy Policy; (c) all fees owed through the termination date shall become immediately due and payable; and (d) Sections 6 (Outputs & Disclaimers), 7 (Intellectual Property), 8 (Confidentiality), 9.2 (Disclaimer), 10 (Limitation of Liability), 11 (Indemnification), and 13 (General Provisions) shall survive termination.
13. General Provisions
13.1 Governing Law & Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the State of Nevada, without regard to its conflict of laws principles. Any dispute arising hereunder shall be resolved exclusively in the state or federal courts located in Clark County, Nevada, and each party consents to the personal jurisdiction and venue of such courts.
13.2 Dispute Resolution
Prior to initiating any litigation, the parties shall attempt in good faith to resolve any dispute through direct negotiation between senior executives for a period of thirty (30) days. If the dispute remains unresolved, either party may initiate mediation administered by JAMS in Las Vegas, Nevada. If mediation is unsuccessful within sixty (60) days, either party may pursue litigation in accordance with Section 13.1.
13.3 Force Majeure
Neither party shall be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, natural disasters, pandemics, government actions, labor disputes, internet or telecommunications failures, or third-party data source outages.
13.4 Assignment
Neither party may assign these Terms without the prior written consent of the other party, except that either party may assign in connection with a merger, acquisition, or sale of all or substantially all of its assets, provided the assignee agrees to be bound by these Terms.
13.5 Entire Agreement
These Terms, together with the Subscription Agreement and Privacy Policy, constitute the entire agreement between the parties and supersede all prior and contemporaneous understandings, agreements, and communications.
13.6 Amendments
Company may update these Terms from time to time by posting the revised version at www.procivilai.com/terms with a new “Last Updated” date. Material changes will be communicated to Customer via email at least thirty (30) days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.
13.7 Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
13.8 Waiver
No failure or delay by either party in exercising any right shall operate as a waiver of that right.
13.9 Notices
All notices shall be in writing and sent to the addresses specified in the Subscription Agreement. Notices to Company shall be sent to: Pro Civil AI, LLC, Attn: Jack Evans, CEO & Founder, Jevans@procivilai.com, Las Vegas, Nevada.
13.10 Electronic Signatures
The parties agree that electronic signatures shall have the same legal effect as original signatures.
Pro Civil AI, LLC — Las Vegas, Nevada