Planbase Terms of Service

In plain words. These are the master terms between your company and Planbase for DimSum Takeoff and everything around it: your account, your Workspace and its seats, billing through Paddle, the portal, and the optional DimSum Cloud. You own your plans, jobs and reports. We license the software to you; we don’t sell it. DimSum is a professional tool: it does the arithmetic, but you check every quantity and price before you bid, order or build. For a limited time, new Workspaces get DimSum free for a launch period, plus a second Seat free for as long as they subscribe. If you stop paying, or a free period ends and you don’t buy, DimSum goes read-only and nothing is deleted, and you can always download your data. The software comes “as is”, our liability is capped, and disputes go to Missouri. The EULA covers the desktop software itself, and the Subscription and Refund Policy covers money. This summary isn’t part of the terms; the numbered sections are.

1. Definitions

Capitalized words have these meanings in these Terms and in every document that refers to them.

• “Account”: a person’s Planbase sign-in, run by our sign-in provider (Clerk).
• “Admin” or “Workspace Admin”: a Member who can manage the Workspace (section 4.3).
• “Agreement”: these Terms together with the documents listed in section 2.2.
• “Beta Features” and “Beta Channel”: pre-release versions and features, described in the Beta and Tester Agreement.
• “Bonus Seat”: the extra Seat a Workspace gets free with the Free Launch Offer (section 5.4(c)).
• “Cloud Plan”: a DimSum Cloud subscription, either “Per-User Cloud” (50 GB for each covered User) or the “Workspace Package” (for every User in the Workspace, 1 TB shared), at the price shown when you subscribe, as defined in the DimSum Cloud Service Terms section 2.
• “Complimentary License”: a license we give without charge, for example to testers, partners or Planbase’s own staff.
• “Customer”, “you” and “your”: the company or person that creates or owns a Workspace and accepts these Terms. When a person accepts for a company, “you” means the company, and that person also agrees for themselves as a User.
• “Customer Content”: everything you or your Users put into, make with or store in the Services: plans and drawings, jobs, takeoffs, tool libraries, assemblies, prices, reports, settings, notes, and the Output. It doesn’t include the Software, the Documentation or our default libraries and templates as we supply them.
• “DimSum Cloud”: the optional paid add-on for cloud sync, storage and the Remote Workstation, governed also by the DimSum Cloud Service Terms. Not yet available.
• “Documentation”: the help site at docs.planbaseestimating.com, the in-app Quick Guide and release notes.
• “Fees”: the amounts payable for a Subscription, as shown at checkout.
• “Extra Seat”: each Seat beyond the one included in the Workspace License (US$400 a year).
• “Feedback”: suggestions, ideas, bug reports and comments about the Services that you or your Users give us.
• “Free Launch Offer”: the limited-time offer in section 5.4(b): a Free Period for the Workspace License, plus a Bonus Seat.
• “Free Period”: the time during which a Workspace uses the Workspace License free under the Free Launch Offer, ending on the date shown in the Portal.
• “Lapse” or “Lapsed”: a Subscription has ended without being renewed, because it was cancelled and its paid period ran out, or a payment still failed after Paddle’s retries, or a Free Period has ended without a purchase. A Lapsed Workspace is read-only (section 13.3); nothing is deleted.
• “License”: the right to use the Software under the EULA.
• “Locked”: a Workspace suspended under section 12: the Software opens read-only, nothing is deleted, and no Updates are delivered.
• “Machine”: one computer on which a Seat is activated.
• “Member” or “User”: a person invited to and accepted into a Workspace, including Admins.
• “Output”: quantities, measurements, lengths, areas, counts, member lists, cut lists, prices, totals, reports, proposals, marked-up plans, 3D view files and any other result the Software produces.
• “Paddle”: Paddle.com and its affiliates, our reseller and merchant of record (section 6.1).
• “Planbase”, “we”, “us” and “our”: Planbase Estimating LLC (section 2.1).
• “Portal”: the customer account site at app.planbaseestimating.com.
• “Read-Only Mode”: the state described in EULA section 7, in which the Software opens, prints and exports but can’t edit, create, import or save.
• “Remote Workstation”: the DimSum Cloud feature for reaching DimSum on your own computer from another device, governed also by the Remote Workstation Addendum.
• “Seat”: the right for one named User to use the Software (section 4.4).
• “Services”: the Software, the Portal, the website at planbaseestimating.com, the Documentation, our APIs (api.planbaseestimating.com), the update service (updates.planbaseestimating.com), DimSum Cloud when available, and our support.
• “Software”: the DimSum Takeoff desktop application, its Updates, any viewer we provide, and their Documentation.
• “Subscription”: a paid, renewing right to use the Services for a set period (the “Subscription Term”), bought through Paddle.
• “Trial”: the free 14-day evaluation described in section 5.4(a).
• “Update”: any patch, fix, new version or new release of the Software. A “Critical Update” is an Update we mark critical, for example one that fixes an error that can affect quantities, security or the ability to open files.
• “Workspace”: the account for a company, team or single user that holds the License, the Seats, the Members and the billing.
• “Workspace License”: the yearly license for a Workspace (US$600 a year), which includes one Seat and every feature.

“Including” means “including without limitation”. Headings are for convenience only.

2. The agreement

2.1 Who we are. The Services are provided by Planbase Estimating LLC, a Missouri limited liability company based in Kansas City, Missouri, USA. Support: support@planbaseestimating.com. Legal notices: legal@planbaseestimating.com. Privacy: privacy@planbaseestimating.com. Postal address for legal notices: 3418 East 104th Street, Kansas City, MO 64137.

2.2 The documents. The Agreement is made up of:

• these Terms;
• the End User License Agreement (EULA), for the Software;
• the Subscription and Refund Policy, for prices, billing, renewals and refunds;
• the Acceptable Use Policy;
• the Service Level and Support Policy;
• when you use them: the DimSum Cloud Service Terms, the Remote Workstation Addendum, and the Beta and Tester Agreement;
• where it applies to personal data you put into the Services: the Data Processing Addendum.

The Privacy Policy, Cookie Notice and Subprocessors list explain how we handle personal data; they’re notices, not contract terms, except where the Data Processing Addendum adopts them. Use of the public website alone is covered by the Website Terms of Use.

2.3 Order of precedence. If documents conflict, this order wins, highest first, but only for the conflict: (a) a separate agreement or order form signed by both of us (for example an Enterprise agreement) that expressly overrides a named term; (b) the Data Processing Addendum, for personal data; (c) the Cloud Service Terms, the Remote Workstation Addendum and the Beta and Tester Agreement, for their subjects; (d) the EULA, for the Software; (e) these Terms; (f) the policies. Paddle’s buyer terms govern the purchase transaction between you and Paddle (section 6.1).

2.4 Accepting. You accept the Agreement by creating an Account or Workspace, by clicking to accept, or by using the Services. In DimSum, the EULA is shown and accepted before first sign-in on each computer, and again when its version changes; the Software records the version you accepted and when.

2.5 Authority. If you accept for a company or other organization, you confirm that you’re authorized to bind it. If you aren’t, you accept for yourself only, and you may not use the Services for that organization.

2.6 Business use only. The Services are for business and professional use in construction estimating. You confirm you’re acquiring them for business purposes and not as a consumer, and that every User is at least 18 years old.

3. Accounts and sign-in

3.1 An Account is required. You need an Account to use the Software and the Portal. DimSum signs you in through your web browser, using our sign-in provider (Clerk), by email or, if you choose, “Continue with Google”. We never see or store your password.

3.2 Accurate information. Give accurate, current and complete information, and keep it up to date, including the email address we use for notices.

3.3 One person per Account. An Account is for one named person. Don’t share sign-ins, device tokens, license files or passwords, and don’t let anyone else use your Account.

3.4 Security. Keep your sign-in secure and use multi-factor authentication where we offer or require it (it’s required for unattended Remote Workstation access). Tell us at once at support@planbaseestimating.com if you think your Account has been used without permission. You’re responsible for activity under your Accounts, except to the extent it’s caused by our breach of the Agreement.

3.5 Our verification. We may ask you to confirm your identity or authority before acting on a request about an Account, a Workspace, billing or data.

4. Workspaces, Seats, Admins and Members

4.1 Workspaces. Every License belongs to a Workspace. A Workspace can be a company, a team or a single person. The Customer owns the Workspace and is responsible for it.

4.2 Members. An Admin can invite people to the Workspace. Each Member uses the Seat assigned to them, under the Workspace’s settings. The Customer is responsible for its Members, for making sure each one follows the Agreement, and for everything they do in the Services, as if it had done it itself.

4.3 Admins. The person who creates a Workspace is its first Admin and can make other Members Admins. Only an Admin can: buy, add or remove Seats; assign and reassign Seats; invite and remove Members; manage billing, Subscriptions and DimSum Cloud through the Portal and Paddle; free any Member’s Machines; change Workspace settings (for example report branding, the Workspace defaults folder, and locking shared tools and lists, when available); and request data exports for the Workspace. We may rely on instructions from any Admin as instructions from the Customer.

4.4 Seats.

• A Seat is for one named User. The Workspace license includes one Seat; more Seats are bought separately.
• A Seat may be active on 2 Machines at once (for example an office desktop and a laptop). To use another computer, deactivate one first, in the Software or the Portal.
• An Admin may reassign a Seat to a different person, for example when someone leaves or changes role. Reassignment isn’t a way to share one Seat among several people: rotating a Seat between people to avoid buying Seats is a breach of the Agreement.
• Seat and Machine limits are enforced technically (section 5.3 and the EULA). Don’t try to get around them.

4.5 Who owns Workspace files. As between the Customer and its Members, Customer Content created by a Member in a company’s Workspace belongs to the Customer and stays with the Workspace when the Member leaves. A Member’s personal Workspace, and files they shared into a company Workspace only for viewing, stay theirs.

4.6 If an Admin is gone. If no Admin can be reached (for example an Admin has left the company), we may make another Member an Admin after checking they’re authorized by the Customer. We’ll ask for a written request from an owner or officer of the Customer, sent from the company’s email domain, plus a detail that matches Paddle’s billing records (for example the last 4 digits of the payment card or an invoice number). We aren’t responsible for disputes between people who each claim to speak for a Customer; we may suspend changes until the dispute is resolved or we receive a court order.

4.7 Leaving a Workspace. When a Member is removed, their access to the Workspace’s files ends. Their own Account continues, with any personal Workspace.

5. The Software and the Services

5.1 The Software. The Software is licensed, not sold, under the EULA. The EULA covers the license grant, Seats and Machines, check-ins and the 30-day offline grace, Updates, restrictions, open-source components and the estimates disclaimer.

5.2 One edition. Every Subscription includes every feature of the Software. DimSum Cloud adds online services (sync, storage and the Remote Workstation); it doesn’t unlock takeoff or estimating features.

5.3 License checks. The Software checks your License with our servers when it opens, every few hours while it runs, and on request, and keeps a signed license file on the computer that lets it work offline for up to 30 days. Our outage never locks you out: if our servers don’t answer, DimSum keeps working on its stored license file until the 30 days run out. The details are in the EULA.

5.4 The Trial and the Free Launch Offer.

(a) The Trial. Each new Workspace that doesn’t get the Free Launch Offer can use a free 14-day Trial with every feature and no payment details. Prints, PDFs and other exports made during or after a Trial carry a “DimSum Trial” mark, and CSV exports carry a “DimSum Trial” first row. A Trial doesn’t turn into a paid Subscription by itself. When it ends, DimSum becomes read-only (section 13.3) until you buy. The Trial is one per company, and we may extend a Trial at our discretion.

(b) The Free Launch Offer. For a limited time, a new Workspace created before the offer’s sign-up deadline gets the Workspace License (one Seat, every feature) free for a Free Period, with no payment details needed to start and no “DimSum Trial” mark. The sign-up deadline, the length of the Free Period and the offer’s other details are as stated on the offer page and at sign-up when the Workspace is created, and the Portal shows each Workspace’s Free Period end date. A Free Period is never shorter than 14 days. Today’s offer: sign up by December 31, 2026 (US Central time) and the Workspace License is free until January 1, 2027; then it’s US$600 a year. We may change or end the offer for Workspaces created later. A Workspace keeps the Free Period end date it was given.

(c) The Bonus Seat. A Workspace that gets the Free Launch Offer also gets one Bonus Seat free, from sign-up, for as long as its Workspace License continues, including after the Free Period when the Workspace License is paid. So it holds 2 Seats, and after the Free Period the Workspace License’s yearly price covers both. The Bonus Seat is never billed. It has no cash value and can’t be moved to another Workspace. If the Workspace License Lapses, the Bonus Seat is kept if the Workspace License is bought again within 90 days of the Lapse; after that, it ends.

(d) Extra Seats during the Free Period. Seats beyond the included Seat and the Bonus Seat are not free. Each is US$400 a year, charged from the day it’s added and prorated to the end of the Free Period, so it renews with the Workspace License on one date (section 6.3).

(e) When the Free Period ends. The Free Period doesn’t turn into a paid Subscription by itself. If the Workspace has no Subscription when the Free Period ends, DimSum becomes read-only (section 13.3) until you buy, and exports carry the “DimSum — license expired” mark. If you bought Extra Seats, or bought the Workspace License, during the Free Period, that Subscription renews automatically at the end of the Free Period for the Workspace License and the paid Seats, at the then-current price, until you cancel (section 6.3). We email the Admins before the Free Period ends, and before any renewal charge.

(f) One free offer per company. The Free Launch Offer is one per company. A new Workspace created by a person who created, or is a Member of, a Workspace that already had the offer gets the Trial instead. We may refuse the offer, or end a Free Period early on notice, where we reasonably believe it’s being used to get more than one Free Period for the same company, for example by creating new Accounts or Workspaces.

5.5 Complimentary Licenses. We may give Complimentary Licenses. They have no Fees and no fixed end date, but we may end them as described in the Beta and Tester Agreement or, for other Complimentary Licenses, on 30 days’ notice. A tester’s Complimentary License is also governed by the Beta and Tester Agreement.

5.6 Updates. The Software updates itself automatically, on the Stable or Beta channel, as described in the EULA. Critical Updates must be installed within 3 days of the Software first offering them. We decide the support status of each version when it ships and may phase out a version with a serious flaw (see the Service Level and Support Policy).

5.7 DimSum Cloud and the Remote Workstation. DimSum Cloud isn’t available yet. When it is, using it means accepting the DimSum Cloud Service Terms, and using the Remote Workstation means also accepting the Remote Workstation Addendum.

5.8 Features marked “Coming”. The website and Documentation may describe features that aren’t available yet. We don’t promise they’ll arrive, or when. Buy based on what’s available now.

5.9 Your equipment and connection. You’re responsible for computers, operating systems, internet access and other equipment you need to use the Services, and for meeting the supported system requirements in the Service Level and Support Policy.

6. Fees, billing and renewal

6.1 Paddle is the merchant of record. Our order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all our orders. Paddle handles payment, sales tax and VAT, invoices, receipts, billing inquiries and refunds. When you buy, you buy from Paddle, and Paddle’s buyer terms apply to the purchase. Our Agreement governs the License and the Services.

6.2 Prices. Current prices are in the Subscription and Refund Policy and at checkout. Today: the Workspace license is US$600 a year and includes 1 Seat and every feature; each extra Seat is US$400 a year. The Free Launch Offer (section 5.4) makes the Workspace License free for its Free Period and adds a Bonus Seat; Extra Seats are paid from day one. DimSum Cloud, when available, comes per User with 50 GB each, or as the Workspace Package with 1 TB, billed monthly or yearly at the price shown when you subscribe. Taxes are added at checkout where they apply.

6.3 Automatic renewal. Subscriptions renew automatically at the end of each Subscription Term (yearly for the Workspace license and Seats; monthly or yearly for DimSum Cloud) for the same Seats and options, at the then-current price, and Paddle charges the payment method on file, until you cancel. We or Paddle send a reminder before each yearly renewal, including a Subscription’s first renewal at the end of a Free Period (section 5.4(e)).

6.4 Cancelling. An Admin can cancel at any time in the Portal’s Billing page (run by Paddle) or by emailing support@planbaseestimating.com. Cancelling stops the next renewal; the Services keep working until the end of the period already paid for. Cancelling isn’t closing your Account, and doesn’t delete anything.

6.5 Price changes. We may change prices. A change applies from your next renewal after at least 30 days’ notice, so you can cancel before it applies.

6.6 Failed payments. If a payment fails, Paddle retries for 14 days. During it, the Services keep working with a “payment problem” notice. If payment still fails, the Subscription lapses (section 13.3).

6.7 Refunds and chargebacks. Refunds are governed by the Subscription and Refund Policy and are paid by Paddle. DimSum Cloud charges aren’t refunded; we may give credits instead. The only exceptions are listed in the Subscription and Refund Policy section 10 (where the law requires a refund, and the cases in sections 13.5, 16.2 and 18.1 of these Terms and section 10.2 of the Cloud Service Terms). Please contact us before disputing a charge with your bank: while a chargeback is open, we may lock the Workspace (section 12).

6.8 No set-off. Fees are owed without set-off or deduction, except as the law requires.

7. Your content and your data

7.1 You own your content. As between you and us, you own Customer Content. We claim no ownership of your plans, jobs, takeoffs, prices, reports or Output.

7.2 What you allow us to do. You give us a worldwide, non-exclusive, royalty-free license, for the term of the Agreement and any retention period after it, to host, store, copy, transmit, display and process Customer Content only to provide, secure and support the Services for you, as you direct, and as the law requires. That includes syncing and storing it if you use DimSum Cloud, delivering files you share, and looking at it when you ask us for support (for example by sending a diagnostic bundle with a job file).

7.3 What we don’t do. We don’t sell Customer Content, we don’t use it to advertise, and we don’t use it to train artificial-intelligence models. We don’t look at Customer Content except: when you or an Admin ask us to (for example in a support request); to investigate a security incident, abuse or a breach of the Agreement; or when the law requires it. Statistics about the Services that don’t identify you, your Users or your Customer Content (for example how many check-ins succeeded) are ours.

7.4 Your responsibilities. You confirm you have all rights needed to upload and work on the plans, drawings and other material in Customer Content, including any permission from the architect, engineer, owner or other rights holder. You’re responsible for the accuracy, quality and legality of Customer Content. See the Copyright and DMCA Policy for how we handle infringement notices.

7.5 Files are bound to accounts. DimSum’s files (jobs, tool libraries, reports, settings and the other *.sum files) are encrypted so other programs can’t open them. Once account binding is available, they’ll also be protected so they open only for their owner and for the Accounts or Workspaces they’re shared with, and a copy put on another computer won’t open there. This protects your work and ours; don’t try to get around it.

7.6 Sharing. Once available, the Share button gives another Account or Workspace access to a file, or hands it over to them. Only share what you have the right to share. You’re responsible for what you share and with whom. Once shared or handed over, the recipient’s use is between you and them.

7.7 Moving files between Workspaces. At a Customer’s request, our support may move a file between Workspaces, with the written agreement of an Admin of each Workspace, or under a court order.

7.8 Getting your data out. Your data is never held hostage. While your Account is open, including after a Trial or Free Period ends or a Subscription lapses, an Admin can get every file the Workspace owns, unlocked, so it can still be viewed read-only, with Download all my data: ask support@planbaseestimating.com and we’ll send it within 30 days of the request. Files others shared with you stay theirs and aren’t included.

7.9 Your own backups. Files stored on your computers are your responsibility. Keep backups. DimSum Cloud, when available, syncs copies but isn’t a substitute for your own backups.

7.10 Personal data. How we handle personal data is in the Privacy Policy. Where Customer Content includes personal data about other people (for example names and contact details of your clients in a proposal), you’re the controller of it, we process it for you, and the Data Processing Addendum applies. You’re responsible for having a lawful basis to give us that data.

8. Acceptable use

You and your Users must follow the Acceptable Use Policy. In short, don’t:

• break the law, or infringe anyone’s rights, including copyright in plans and drawings;
• get around license checks, the Trial or its marks, the Free Launch Offer’s one-per-company rule, Seat or Machine limits, account-bound file protection, the clock or offline rules, or any other access control;
• share or resell Accounts, Seats, license files, device tokens or the Software;
• reverse engineer the Software except as the EULA allows;
• probe, scan or test our systems for weaknesses except under our Vulnerability Disclosure Policy;
• overload, disrupt or attack the Services, or use bots or scrapers against them;
• upload malware or harmful files;
• use the Services to build or benchmark a competing product, or publish benchmarks of the Services without our written permission;
• send spam through invitations or sharing;
• use the Remote Workstation for anything the Remote Workstation Addendum forbids.

9. Estimates are your responsibility

9.1 DimSum is a tool. The Software calculates from what you draw, the scales and calibrations you set, the plans you load, and the tools, formulas, assemblies, waste factors and prices you choose or accept. It doesn’t read plans for you, check that plans are correct or complete, or know conditions on the site.

9.2 You check before you rely. You are solely responsible for reviewing and verifying all Output, including every quantity, measurement, scale, count, length, area, member size, price, labor figure, tax and total, before you use it for a bid, proposal, contract, purchase order, material order, schedule or construction. Default libraries, templates, sample prices and generated framing layouts are starting points, not recommendations.

9.3 Not professional advice. The Services and Output aren’t engineering, architectural, structural, code-compliance, legal, accounting or other professional advice or design, and don’t replace a qualified professional’s judgment. Framing members DimSum lays out are estimating quantities, not a structural design.

9.4 Errors. Software can have errors. If we learn of an error that can affect quantities, we’ll aim to fix it in a Critical Update and say so in the release notes. When we do, re-check the jobs it affects. Our responsibility for errors is limited by sections 14 and 15. The EULA’s estimates disclaimer applies as well.

10. Our intellectual property

10.1 Ours. Planbase and its licensors own the Services, the Software, the Documentation, the default libraries, templates and formulas we supply, and all intellectual property in them, including improvements, whether or not made from Feedback. The Agreement gives you only the rights it states; we keep all others.

10.2 Names and marks. “Planbase”, “Planbase Estimating”, “DimSum”, “DimSum Takeoff” and our logos are our trademarks. Use them only as the Trademark Guidelines allow.

10.3 Feedback. Feedback is voluntary. You give us a perpetual, irrevocable, worldwide, royalty-free, transferable and sublicensable license to use, change and include Feedback in any product or service, without owing you anything and without naming you. Feedback doesn’t include Customer Content, and we won’t identify you as its source without permission.

10.4 Publicity. We won’t name you as a customer or use your logo without your permission.

11. Other companies’ services

11.1 Our service providers. We use other companies to run parts of the Services: Cloudflare (hosting, database, file storage, cookieless web analytics, the Turnstile bot check and access protection), Clerk (sign-in, including optional Google sign-in), Keygen (licensing and machine fingerprints), Paddle (payments, as merchant of record), Resend (transactional email), Sentry (error reports from our servers and website) and Google (Google Workspace, the mailbox behind our email addresses). The current list, and what each processes, is in Subprocessors. We’re responsible for our providers’ performance of our obligations to you under the Agreement, to the extent the Agreement says so.

11.2 Services you choose. If you use a third-party service with ours (for example signing in with Google), that service’s own terms and privacy policy apply to your use of it, and we aren’t responsible for it.

12. Suspension

12.1 When we may suspend. We may suspend or limit access to all or part of the Services, for the Customer or a User, if we reasonably believe that:

• a payment is overdue after Paddle’s retries, or a chargeback is open;
• you or a User have materially breached the Agreement or the Acceptable Use Policy;
• the use poses a security risk to the Services, to us or to others, or could expose us to legal liability; or
• the law, a court or a government authority requires it.

12.2 How. We’ll suspend only as far as reasonably needed. Where practical, we’ll give notice first and a chance to fix the problem. Suspension usually means the Workspace is locked: the Software opens read-only, and nothing is deleted. A locked Workspace doesn’t receive Updates. We’ll restore access promptly once the cause is resolved.

13. Term, termination and your data

13.1 Term. The Agreement starts when you accept it and continues until your Account and Workspace are closed. Each Subscription runs for its Subscription Term and renews under section 6.3.

13.2 Ending it. You can close your Account or Workspace at any time by emailing support@planbaseestimating.com, or from the Portal once that option is available. We may terminate the Agreement, or a Subscription, if you materially breach it and don’t cure the breach within 30 days of our notice, or immediately for a breach that can’t be cured, for repeated serious breaches, for attempts to circumvent licensing, or where the law requires. Either side may terminate if the other becomes insolvent, makes an assignment for the benefit of creditors, or has a receiver appointed, to the extent the law allows. We may also end the free parts of the Services (for example the Trial) on reasonable notice, but we don’t cut a Free Period short except under section 5.4(f) or for a breach.

13.3 When a Trial or Free Period ends or a Subscription lapses. Nothing in your Account is deleted or changed. The Software becomes read-only: you can open jobs to look at them, print and export (with a “DimSum Trial” or “DimSum — license expired” mark), but you can’t edit, create, import or save. It still receives Critical Updates, but not other Updates. Renew at any time and everything carries on where you left it. A lapsed Account isn’t closed automatically for 24 months after the lapse, and we’ll email the Admins at least 30 days before closing it.

13.4 Effect of closure. When an Account or Workspace is closed, the License ends and you must stop using the Software, except for read-only viewing of files exported under section 7.8. Before closure, an Admin should get the Workspace’s data out (section 7.8). After closure, we keep the Workspace’s data for 90 days so a mistaken closure can be undone, then delete it, except for what we must keep by law (for example billing and tax records) or for backups that expire on their own schedule. See Data Retention and Deletion. DimSum Cloud content follows the Cloud Service Terms.

13.5 Refunds on termination. If we terminate for convenience or because we discontinue the Services, we’ll have Paddle refund the prepaid Fees for the unused part of the Subscription Term. Otherwise, termination doesn’t entitle you to a refund except under the Subscription and Refund Policy or where the law requires.

14. Warranties and disclaimers

14.1 Each side’s promises. Each party confirms it has the authority to enter the Agreement.

14.2 No separate warranty. We don’t give a separate limited warranty. Instead, the Agreement gives practical remedies: when a Subscription lapses, DimSum goes read-only and nothing is deleted (section 13.3), your data is never held hostage (section 7.8), and refunds are available as the Subscription and Refund Policy sets out.

14.3 Disclaimer. EXCEPT AS EXPRESSLY STATED IN THE AGREEMENT, THE SERVICES, THE SOFTWARE, THE OUTPUT, BETA FEATURES AND ALL DOCUMENTATION ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY LAW, PLANBASE AND ITS LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, CONDITIONS AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DON’T WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT OUTPUT WILL BE ACCURATE OR COMPLETE, THAT DEFECTS WILL BE CORRECTED, OR THAT CONTENT WILL NOT BE LOST.

14.4 Where the law doesn’t allow this. Some jurisdictions don’t allow some disclaimers. Where that’s so, the disclaimer applies to the fullest extent allowed, and any implied warranty that can’t be disclaimed is limited to 30 days.

15. Limitation of liability

15.1 No indirect damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY (NOR PLANBASE’S LICENSORS OR SUPPLIERS) IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST OR MISPRICED BIDS, LOST CONTRACTS, COST OVERRUNS, MATERIAL OVER- OR UNDER-ORDERS, DELAY, REWORK, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR LOSS OR CORRUPTION OF DATA, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THEIR POSSIBILITY.

15.2 Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, PLANBASE’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE AGREEMENT AND THE SERVICES, FOR ALL CLAIMS TOGETHER, WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID FOR THE SERVICES GIVING RISE TO THE LIABILITY IN THE 12 MONTHS BEFORE THE FIRST EVENT GIVING RISE TO IT, AND (B) US$100. FOR A TRIAL, A COMPLIMENTARY LICENSE OR BETA FEATURES, THE CAP IS US$100.

15.3 Exclusions. Sections 15.1 and 15.2 don’t limit: your obligation to pay Fees; your indemnity obligations; liability for breach of the EULA’s restrictions or infringement of the other party’s intellectual property; or liability that the law doesn’t allow to be limited, such as for fraud, gross negligence or willful misconduct where that rule applies.

15.4 Why. The Fees reflect this allocation of risk, which is an essential part of the bargain. The limits apply even if a limited remedy fails of its essential purpose.

16. Indemnities

16.1 Yours. You’ll defend Planbase, its members, managers, employees and contractors against any third-party claim, and pay the resulting damages, costs and reasonable attorneys’ fees awarded or agreed in settlement, to the extent the claim arises from: (a) Customer Content, including a claim that plans or drawings you used infringe someone’s rights; (b) your or your Users’ use of Output, including bids, estimates, proposals, orders, contracts and construction based on it; (c) a breach of the Agreement or the Acceptable Use Policy by you or your Users; (d) your Users’ or anyone else’s use of your Accounts or Host PCs, including Remote Workstation sessions you allow; or (e) your violation of law or of a third party’s rights.

16.2 Ours. We’ll defend you against a third-party claim that the Software, as we provide it and used under the Agreement, infringes a United States patent, copyright or trademark or misappropriates a trade secret, and pay the resulting damages and costs awarded or agreed by us in settlement. This doesn’t apply to claims arising from Customer Content, open-source or third-party components, a combination with anything we didn’t supply, changes we didn’t make, use after we offered a non-infringing Update, or use in breach of the Agreement. If the Software is, or we think it may be, the subject of such a claim, we may get you the right to keep using it, modify or replace it so it doesn’t infringe, or end the License and have Paddle refund prepaid Fees for the unused Subscription Term. This section states our entire liability, and your only remedy, for infringement claims.

16.3 Process. The party seeking defense must notify the other promptly (a delay only reduces the obligation to the extent it causes prejudice), give the defending party sole control of the defense and settlement, and cooperate reasonably at the defending party’s expense. The defending party won’t settle in a way that admits fault by, or imposes obligations on, the other without its consent, which won’t be unreasonably withheld.

17. Disputes, governing law and venue

17.1 Talk first. Before starting a claim, each party agrees to try to resolve the dispute informally by sending a written notice describing it (to legal@planbaseestimating.com for us, or to the Admin’s email for you) and negotiating in good faith for 30 days. This doesn’t stop either party from seeking urgent court relief to protect intellectual property or confidential information.

17.2 Governing law. The Agreement and any dispute arising from it or the Services are governed by the laws of the State of Missouri and applicable US federal law, without regard to conflict-of-laws rules. The UN Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act (in any form) don’t apply.

17.3 Venue. Any lawsuit must be brought only in the state courts located in Jackson County, Missouri, or the United States District Court for the Western District of Missouri, and each party consents to their personal jurisdiction and venue. Either party may bring an individual claim in small-claims court if it qualifies.

17.4 No class actions. To the extent the law allows, each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any class, collective or representative proceeding.

17.5 Jury waiver. TO THE EXTENT THE LAW ALLOWS, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY.

18. Changes

18.1 Changes to the Services. We improve the Services over time and may add, change or remove features. We won’t materially reduce the core functionality of the Software you’ve paid for during a paid Subscription Term. If we remove a major feature you’re paying for, you may cancel and we’ll have Paddle refund the prepaid Fees for the unused part of the term.

18.2 Changes to these Terms. We may change the Agreement. For a material change, we’ll give at least 30 days’ notice by email to Admins, in the Portal or in the Software, before it takes effect. A material change that’s adverse to you takes effect for a paid Subscription at its next renewal, unless it’s needed for legal, regulatory or security reasons or relates to a new feature. If you don’t agree, cancel before it takes effect; continuing to use the Services after that means you accept it. When the EULA changes, DimSum asks each User to accept the new version.

19. Notices and communications

19.1 To you. We send notices to the email address of your Account, or of your Workspace’s Admins, or show them in the Portal or the Software. Email notices count as received when sent, unless we get a delivery failure.

19.2 To us. Send legal notices to legal@planbaseestimating.com, with a copy by mail to Planbase Estimating LLC, 3418 East 104th Street, Kansas City, MO 64137. Notices count as received when we confirm receipt by email, or 5 business days after posting.

19.3 Service emails. We send transactional emails about your Account, security, licenses, billing, renewals, DimSum Cloud storage and retention, and changes to these Terms. You can’t opt out of these while you have an Account. Optional emails (for example tips during your Trial) carry an unsubscribe link. See the Communications Policy.

19.4 Electronic acceptance. You agree that clicking to accept, and electronic notices and records, satisfy any requirement that they be in writing or signed.

20. Export control and sanctions

The Services are subject to US export control and sanctions laws, including the Export Administration Regulations and the regulations of the Office of Foreign Assets Control. You confirm that you and your Users aren’t located in, organized under the laws of, or ordinarily resident in a country or region subject to comprehensive US sanctions, and aren’t on, or owned or controlled by anyone on, a US government restricted-party list. You won’t export, re-export, transfer or give access to the Services in breach of those laws, or use them for any prohibited end use.

21. US government use

The Software and Documentation are “commercial products” and “commercial computer software” and “commercial computer software documentation” as those terms are used in FAR 2.101, FAR 12.212 and DFARS 227.7202. US government end users acquire them only with the rights given to all other customers under the Agreement.

22. General

22.1 Assignment. You may not assign or transfer the Agreement, a Subscription or a License without our written consent; any attempt is void. We may assign the Agreement without consent to an affiliate, or in a merger, acquisition, reorganization or sale of all or substantially all of the business or assets it relates to, with notice to you.

22.2 Force majeure. Neither party is liable for failure or delay in performance (other than payment) caused by events beyond its reasonable control, including natural disasters, war, terrorism, riots, labor actions, government action, pandemics, utility or internet failures, outages of third-party hosting or service providers, and denial-of-service attacks.

22.3 Independent parties. The parties are independent contractors. The Agreement creates no partnership, franchise, joint venture, agency, fiduciary or employment relationship.

22.4 No third-party beneficiaries. The Agreement is for the parties only, except that Planbase’s licensors and suppliers may rely on the disclaimers and limitations in it.

22.5 Entire agreement. The Agreement is the entire agreement between the parties about its subject and replaces all earlier and contemporaneous agreements, proposals and representations about it. Terms on a purchase order or other business form you send don’t apply, even if we accept the order. A separate agreement signed by both parties (for example an Enterprise order form, available to companies with 25 or more Seats) may add to or change the Agreement as it states.

22.6 Severability and waiver. If any provision is held unenforceable, it’ll be enforced to the maximum extent allowed and the rest stays in effect. Not enforcing a provision isn’t a waiver of it.

22.7 Language. The Agreement is written in English, and the English version controls.

22.8 Equitable relief. A breach of sections 8 or 10, or of the EULA’s restrictions, may cause irreparable harm, so the harmed party may seek injunctive relief in addition to other remedies, without posting a bond where the law allows.

23. Survival

These sections survive the end of the Agreement: 1, 4.5, 6 (for Fees owed), 7.1, 7.3, 7.8 and 13.4 (for the periods they state), 9, 10, 14, 15, 16, 17, 19, 20, 21, 22 and 23, and any other term that by its nature should survive.

24. Contact

Planbase Estimating LLC, 3418 East 104th Street, Kansas City, MO 64137, USA.

• Support: support@planbaseestimating.com
• Legal notices: legal@planbaseestimating.com
• Privacy: privacy@planbaseestimating.com
• Security reports: security@planbaseestimating.com
• Misuse and abuse reports: misuse@planbaseestimating.com

Change log

Date	Version	Change
2026-10-07	1.0	Published.
2026-10-07	1.0	Same day, added after attorney review (show at the next review): Download all my data is available now, on request to support@ (the “once available” wording removed) (section 7.8)

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Planbase Estimating LLC, 3418 East 104th Street, Kansas City, MO 64137, USA. Questions: legal@planbaseestimating.com.All legal documents.