UNIQUEORN PX LLC — TERMS OF SERVICE

Effective Date: [12-01-2024]
Last Updated: [10-01-2025]
Company: Uniqueorn PX LLC (“Uniqueorn,” “we,” “us,” “our”)
WWW.U_PX.COM
Contact: [[email protected]] | 
Phone : 9145012611

1) Agreement to Terms

By accessing or using the Site, requesting services, signing a proposal/estimate, paying an invoice/deposit, or authorizing work by email/text/platform approval, you (“Client,” “you,” “your”) agree to these Terms of Service (“Terms”). If you do not agree, do not use the Site or purchase services.

If you are using services on behalf of a company/organization, you represent you have authority to bind that entity, and “you” includes that entity.

2) Hierarchy of Documents (What Controls)

These Terms apply to all work unless replaced in writing. If there is a conflict:

1. A signed Master Services Agreement (MSA) (if any) controls

2. A signed Proposal / Scope of Work / Quotation / Work Authorization controls

3. Any Change Order controls

4. These Terms control

5. Site policies (privacy, etc.) control last

3) Definitions

• “Services”: Any professional services provided by Uniqueorn, including but not limited to: architectural drafting, BIM modeling, as-built drawings, permit set preparation, code research, site measurements coordination, construction documentation support, value engineering, design development support, estimating/takeoff support, procurement assistance, schedule support, RFI/submittal review support (non-engineering unless explicitly stated), coordination with consultants, and general pre-construction or project management support.

• “Deliverables”: Files, drawings, models, documents, schedules, reports, and outputs you purchase (PDF, DWG, RVT, IFC, NWC, point cloud derivatives, spreadsheets, etc.).

• “Project”: The specific job described in the Proposal/Scope.

• “Client Materials”: Anything you provide (existing plans, surveys, reports, photos, point clouds, specs, vendor data).

• “Third Parties”: Cities/authorities, contractors, engineers, surveyors, inspectors, labs, utilities, software vendors, and any other parties outside Uniqueorn.

4) Eligibility

You must be at least 18 years old and able to form a binding contract. If you are a consumer, some clauses may not apply where prohibited by law.

5) Scope of Services; No Guaranteed Outcomes

5.1 Scope Limited to Written Authorization

Uniqueorn will perform only the Services described in the Proposal/Scope and any approved Change Orders. Anything not listed is excluded.

5.2 Not a Guarantee of Permit Approval, Inspection Pass, or Project Success

Permitting/inspection outcomes depend on authorities and project conditions. Uniqueorn does not guarantee:

• permit issuance by any date,

• approval without comments,

• inspections passing,

• contractor pricing, schedule, or workmanship,

• energy/code approval results, or

• that a third party will accept a particular format.

5.3 Professional Judgment

Where applicable, Uniqueorn may use professional judgment consistent with industry practice, but outcomes depend on information provided and site conditions.

6) Client Responsibilities (Critical)

You agree to:

1. Provide accurate and complete project info (address, jurisdiction, occupancy/use, existing conditions).

2. Provide all required documents (survey, geotech, HOA rules, easements, recorded plats, utility info, etc.).

3. Identify decision makers and respond within reasonable time. Delays in approvals/responses may extend schedules and may incur additional fees.

4. Ensure site access (if site visits are included). If not included, you may be required to provide measurements/photos/video/scan data at your expense.

5. Hire required licensed professionals when needed (structural, civil, MEP, geotech, specialty consultants).

6. Verify the contractor’s field conditions and means/methods.

7. Confirm final selections (finishes, equipment, products) before issuance.

Failure to meet responsibilities may result in change orders, schedule delays, rework fees, and/or termination.

7) Change Orders, Rework, and Revisions

7.1 What Counts as a Revision vs. Change

• Included revisions (if any) are only those explicitly stated in your Proposal.

• Change Orders are required for: scope additions, design direction changes after approval, jurisdiction changes, new info (survey/geotech) that changes design, contractor-driven changes, value engineering redesign, major plan check comments that require redesign outside original assumptions, or file format conversions not included.

7.2 Rework Fees

If rework is caused by:

• inaccurate Client Materials,

• undocumented changes,

• contractor deviations from documents,

• missing measurements/site constraints,
  then rework is billable.

7.3 Approval Milestones

If the Project uses approvals (Concept → DD → Permit Set), each approval locks prior work. Changes after approval are billable.

8) Fees, Invoicing, Deposits, and Payment Terms

8.1 Pricing Models

Services may be priced as:

• fixed fee,

• hourly,

• per-square-foot,

• milestone-based,

• retainer + hourly drawdown.

8.2 Deposit / Retainer

Most Projects require a non-refundable deposit or retainer to begin. Work does not start until deposit clears.

8.3 Invoicing and Due Dates

Invoices are due upon receipt unless otherwise stated. If net terms are provided (e.g., Net 7), payment is due by the stated due date.

8.4 Late Fees; Collections

Past-due amounts may incur:

• late fee of [1.5% per month / 18% APR] or the maximum allowed by law, whichever is lower; and

• collection costs, attorney fees, and court costs where permitted.

8.5 Work Pause for Nonpayment

Uniqueorn may pause work if any invoice is overdue. Schedules shift accordingly. Re-start may require a re-mobilization fee.

8.6 Taxes

Client is responsible for applicable taxes unless prohibited by law.

8.7 Chargebacks and Payment Disputes

You agree to contact us first to resolve disputes. Unauthorized chargebacks constitute breach. If a chargeback occurs, you owe:

• the original amount, plus

• chargeback fees, plus

• collection costs.

9) Deliverables, Formats, and Acceptance

9.1 Delivery

Deliverables are delivered via email, cloud link, or your platform workspace. You are responsible for downloading and backing up.

9.2 File Formats

Unless stated otherwise, deliverables may be delivered as PDF. Editable/source files (DWG/RVT/IFC) may require additional fees and specific licensing terms.

9.3 Acceptance Window

You must review deliverables within 5 business days (or as stated). If no issues are reported, deliverables are deemed accepted.

9.4 Minor Errors

We will correct reasonable drafting errors at no charge if reported within the acceptance window and not caused by changed scope or new info.

10) Site Measurements, Existing Conditions, and As-Builts

If Uniqueorn is not performing field verification, deliverables rely on Client Materials. Existing conditions may differ. You acknowledge:

• concealed conditions (walls, slab, utilities) may require redesign,

• as-built drawings are “best effort” based on observable conditions and inputs.

11) Permitting and Government Interactions

11.1 Filing Services

If included, we may submit documents on your behalf, but:

• authority timelines are outside our control,

• resubmittals may require change orders depending on scope and comments.

11.2 Fees and Third-Party Costs

Permit fees, re-review fees, expeditor fees, printing, courier, and third-party consultant fees are your responsibility unless included in writing.

12) Construction Phase Services (If Any)

Unless explicitly included, we do not provide construction administration. If included, our role is advisory and does not control contractor means/methods, safety, schedule, or quality.

13) Intellectual Property; License to Use

13.1 Uniqueorn Materials

Uniqueorn retains ownership of:

• methods, templates, standards, libraries, families, scripts, details, and know-how.

13.2 Client License

Upon full payment, you receive a non-exclusive, non-transferable license to use the Deliverables only for the Project and site address specified.

13.3 Restrictions

You may not:

• reuse deliverables for another project/site without written permission,

• resell or distribute source files,

• remove title blocks/copyright notices.

13.4 Client Materials

You represent you have rights to provide Client Materials and grant Uniqueorn permission to use them to perform Services.

14) Confidentiality

Both parties agree to keep non-public project information confidential, except:

• as required to perform Services,

• as required by law, or

• with written consent.

15) Publicity

Unless you opt out in writing, Uniqueorn may display non-confidential project visuals (renderings, general photos) in portfolios, proposals, and social media after public release or completion, without disclosing sensitive financial details.

16) Warranties and Disclaimers

16.1 Services “As Is”

To the maximum extent permitted by law, Services and Deliverables are provided “as is” and “as available.”

16.2 No Implied Warranties

We disclaim implied warranties including merchantability, fitness, and non-infringement.

16.3 Third-Party Reliance

Uniqueorn is not responsible for third-party tools, platform outages, authority actions, contractor errors, or vendor product performance.

17) Limitation of Liability

To the maximum extent permitted by law:

• Uniqueorn’s total liability for any claim is limited to the fees you paid to Uniqueorn for the specific Project giving rise to the claim (or $[X], if you prefer a fixed cap), whichever is lower.

• Uniqueorn is not liable for indirect, incidental, special, consequential, punitive damages, or lost profits, lost revenue, or lost business opportunities.

Some jurisdictions limit these exclusions; if so, they apply to the maximum extent allowed.

18) Indemnification

You agree to indemnify and hold harmless Uniqueorn from claims arising out of:

• your misuse of deliverables,

• inaccurate Client Materials,

• contractor means/methods, safety incidents, or site conditions,

• unauthorized reuse of documents,

• violation of laws or third-party rights.

19) Termination

19.1 By Client

You may terminate by written notice. You owe:

• all work performed to date (hourly or pro-rated milestone),

• non-cancellable commitments, and

• any third-party costs incurred.

19.2 By Uniqueorn

We may terminate if you:

• fail to pay,

• fail to provide info/access,

• request illegal/unethical actions,

• harass/abuse staff,

• repeatedly change scope without approval.

19.3 Effect of Termination

Upon termination:

• licenses are granted only for paid Deliverables,

• unfinished deliverables may be withheld until payment is complete.

20) Dispute Resolution (Choose One Option)

Option A — Arbitration (common for business)

Any dispute will be resolved by binding arbitration in [Dallas County, Texas] under AAA rules, conducted in English. Each party pays its own attorney fees unless the arbitrator awards otherwise.

Option B — Courts (simpler)

Exclusive venue in state/federal courts located in [Dallas County, Texas], and both parties consent to jurisdiction there.

Pick A or B. Don’t keep both.

21) Governing Law

These Terms are governed by the laws of the State of Texas, without regard to conflicts rules.

22) Electronic Communications and Signatures

You consent to receiving notices/invoices electronically. Approvals by email, platform click, or electronic signature are binding.

23) Notices

Notices must be sent to:

• Uniqueorn: [email + physical address]

• Client: the email/address on file

Notices are effective when sent (email) or delivered (courier/mail tracking).

24) Force Majeure

Neither party is liable for delays caused by events beyond reasonable control (storms, outages, strikes, supply chain disruptions, government delays, war, pandemics, etc.). Schedules adjust accordingly.

25) Severability; Waiver; Assignment

If any provision is invalid, the rest remains. Failure to enforce is not a waiver. Client may not assign without written consent; Uniqueorn may assign to affiliates/successors.

26) Entire Agreement; Updates

These Terms plus your Proposal/Scope and Change Orders are the entire agreement. We may update Site Terms; updates apply to new orders and, where allowed, ongoing use of the Site. Material changes will be posted with a new Effective Date.

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UNIQUEORN PX LLC — REFUND POLICY

Effective Date: [12-01-2024]
Last Updated: [12-01-2024]

This Refund Policy explains when Uniqueorn PX LLC (“Uniqueorn,” “we,” “us”) issues refunds for services, deposits, retainers, and any digital deliverables.

1) General Policy: Services Are Time-Based and Often Customized

Most Uniqueorn services involve professional time, reservation of capacity, and custom work product. For that reason, refunds are limited and based on work performed and costs incurred.

2) Deposits and Retainers

2.1 Non-Refundable Deposit (Default)

Unless your Proposal states otherwise, deposits are non-refundable, because they secure scheduling, onboarding, planning, and initial mobilization.

2.2 Retainers

If you pay a retainer that is drawn down hourly:

• the unused portion may be refundable only if (a) no non-cancellable commitments were made and (b) you request cancellation in writing.

• Any used portion is non-refundable.

2.3 Re-Mobilization Fees

If work is paused at your request and later resumed, a re-mobilization fee may apply; such fees are non-refundable once incurred.

3) Fixed-Fee and Milestone Projects

If your Project is fixed-fee with milestones (e.g., Concept / DD / Permit Set):

• Payments for completed milestones are non-refundable.

• If you cancel mid-milestone, you owe a pro-rated amount for work performed to date, plus any third-party costs.

Pro-rating method (default):

• % complete based on documented progress, time logs, and issued drafts.

4) Hourly Services

Hourly services are non-refundable once performed. If you prepay hourly blocks:

• unused, uncommitted hours may be refundable (minus admin/payment fees) upon written cancellation.

5) Digital Deliverables and Files

Because digital deliverables (PDF/DWG/RVT/IFC/etc.) can be copied and used:

• once a deliverable is delivered (or made available for download), fees for that deliverable are non-refundable, except where required by law.

6) What Is Eligible for a Refund

Refunds may be issued in these limited cases:

1. Duplicate payment or billing error confirmed by Uniqueorn.

2. Service not started and you cancel within 24 hours of payment and no onboarding/mobilization occurred (Uniqueorn determines this).

3. Unused retainer amounts as described above.

4. Legal requirement: if a law requires a refund in your scenario.

7) What Is NOT Eligible for a Refund

Refunds will not be provided for:

• deposits once mobilization begins,

• time already spent, meetings held, analysis performed, drafts created,

• completed milestones or delivered files,

• delays caused by client late responses, missing info, or third-party authorities,

• permit/inspection outcomes, plan review comments, or jurisdiction decisions,

• contractor pricing, schedule issues, means/methods, or rework caused by others,

• dissatisfaction based on preferences after you approved a direction/milestone.

8) Corrections Instead of Refunds

If you believe deliverables contain errors within the agreed scope, Uniqueorn may, at its discretion:

• correct the issue, or

• provide a reasonable credit toward correction work,
  instead of issuing a cash refund.

9) Cancellation Procedure

To cancel services, you must email: [email protected] with:

• Project name/address

• Invoice number(s)

• Reason for cancellation

• Whether you request pro-rated closeout files (if applicable)

Uniqueorn will respond with:

• a closeout statement showing work performed, amounts due, and any refundable balance (if any).

10) Refund Processing Time and Method

Approved refunds are returned to the original payment method when possible. Processing time depends on payment provider, typically 5–10 business days. Payment processing fees may be deducted where permitted.

11) Chargebacks

If you initiate a chargeback without first attempting to resolve with us:

• we may suspend all work and revoke access to deliverables/license until resolved, and

• you remain responsible for amounts owed plus chargeback fees and collection costs.

12) Disputes

If you dispute an invoice, you must notify Uniqueorn in writing within 5 business days of the invoice date (or delivery date) with specific details. Undisputed charges become final.

13) Contact

Questions about refunds: [[email protected]] | [9145012611]