Scan2Plan Terms & Conditions

These Terms & Conditions (“Terms”) apply to the services described in the applicable proposal, statement of work, or estimate issued by Scan2Plan (“Proposal”). If there is a conflict, the Proposal governs scope and pricing; these Terms govern all other matters.

1. Definitions

  • “S2P” means Scan2Plan.

  • “Client” means the party accepting the Proposal.

  • “Services” means the work described in the Proposal, including reality capture, processing, and production of deliverables.

  • “Deliverables” means the files and outputs identified in the Proposal (e.g., point cloud, BIM model, CAD drawings).

  • “Project Site” means the location(s) where S2P performs on-site Services.

  • “Non-Recoverable Expenses” means costs incurred or committed by S2P that cannot be canceled or refunded (including travel, lodging, shipping, permits, third-party fees, and mobilization costs).

2. Responsibilities of Scan2Plan

S2P will assign a dedicated point of contact to each project. This designated representative will be accessible to Client. S2P may change the point of contact with advance notice.

3. Responsibilities of the Client

3.1 Compensation

Client shall compensate S2P in accordance with the payment terms in the Proposal.

3.2 Authorized Representative

Client may appoint an authorized representative empowered to act on Client’s behalf and remain in prompt communication with S2P.

3.3 Cooperation

Client shall cooperate with S2P by:

  • Providing complete and accurate information regarding Project Site conditions and project requirements.

  • Responding to S2P requests for information, decisions, and approvals within a reasonable timeframe.

  • Reviewing Deliverables promptly for conformance to the Proposal and promptly notifying S2P of any issues.

  • Coordinating access, escorts, keys, and site logistics necessary for on-site work.

3.4 Site Access for Scanning Technician

During the scheduled scanning period, the scanning technician requires access to all areas required by the Proposal, including rooms, floors, roof areas, closets, mechanical spaces, and other relevant locations.

3.5 Client Preparation and Shoot Conditions

Client shall ensure the Project Site is prepared for scanning, including:

  • Adequate lighting and general tidiness in scanning areas.

  • Removal of clutter and moveable obstructions as reasonably required.

  • Maintaining clear line-of-sight where feasible; Client acknowledges LiDAR capture requires unobstructed visibility of surfaces and features.

  • Client acknowledges areas with limited visibility due to obstructions, locked rooms, safety restrictions, or inaccessibility may require assumptions, exclusions, or later rescheduling.

3.6 Timeliness and Shoot Readiness

S2P may wait up to 30 minutes after arrival for Client access and scan readiness. Delays beyond 30 minutes may be billed at $150.00 per hour (or portion thereof).

3.7 Safety, Hazardous Conditions, and Site Rules

Client is responsible for ensuring the Project Site is safe and compliant with applicable site rules and safety requirements. Client shall disclose known hazardous materials or unsafe conditions prior to mobilization. S2P may suspend or stop on-site work if conditions are unsafe or access is restricted; any resulting delay, remobilization, or rescheduling fees may apply.

4. Payment, Delinquency, and Collection

Payment is due as stated in the Proposal unless otherwise agreed in writing.

Any amounts not paid when due are delinquent. S2P reserves the right, at its discretion, to charge interest on delinquent balances up to the maximum rate permitted by applicable law, calculated from the due date until paid in full.

Client shall reimburse S2P for reasonable costs of collection, including attorney’s fees and court costs.

S2P may suspend Services and/or withhold Deliverables until all outstanding balances are paid in full.

5. Scheduling, Rescheduling, Reshoots, and Cancellations

5.1 Access Failures

If the scanning technician cannot access required areas due to Client-caused conditions (including lack of keys/escort, restricted access, site not ready, or inaccurate site representations), the visit may be rescheduled and reshoot/cancellation fees may apply as set forth below.

5.2 Project Tiers, Reshoot, and Cancellation Fees

Project Tier Definitions. For purposes of rescheduling, reshoots, and cancellations, projects are categorized as follows:

  • Tier A Projects: Large-scale or complex projects with a daily field value typically ranging from $3,500 to $7,000 per day, including multi-day scans, large facilities, or projects requiring specialized coordination.

  • Tier B and Tier C Projects: Projects not meeting Tier A criteria.

S2P reserves the right to designate the applicable tier in the Proposal or prior to scheduling. The applicable daily field rate is the rate stated in the Proposal, or if not stated, S2P’s standard rate for the applicable tier.

Reshoot Fees (Client-Caused). If a reshoot is required due to Client-caused conditions, including lack of access, inadequate preparation, restricted areas, or site conditions inconsistent with prior representations:

  • Tier A: Reshoot fee equal to 100% of the scheduled daily field rate for the affected day(s), plus Non-Recoverable Expenses.

  • Tier B/C: $1,500.00 plus Non-Recoverable Expenses.

Cancellation Fees (Client-Caused). If Client cancels a scheduled scanning visit:

  • Tier A:

    • Within 72 hours of scheduled start: 100% of the scheduled daily field rate for affected day(s), plus Non-Recoverable Expenses.

    • More than 72 hours prior: Non-Recoverable Expenses only.

  • Tier B/C:

    • Within 48 hours of scheduled start: $450.00 plus Non-Recoverable Expenses.

    • More than 48 hours prior: Non-Recoverable Expenses only.

6. Scope Control and Change Orders

Services are limited to those expressly stated in the Proposal. Items not expressly included are excluded, including destructive investigation, concealed conditions, code compliance determinations, engineering design, construction means/methods, fabrication-level detailing, or licensed land surveying.

Any change to scope, assumptions, schedule, access conditions, deliverable formats, level of detail, or added areas shall require written authorization and may require a change order and additional fees.

7. Client Review and Acceptance

Client shall review Deliverables within a reasonable time after delivery. If Client believes Deliverables do not conform to the Proposal, Client shall notify S2P in writing with sufficient detail to evaluate the issue. S2P will have a reasonable opportunity to verify and address verified nonconformance within the scope of the Proposal.

8. Non-Solicitation

During the term of the engagement and for two (2) years thereafter, Client shall not, directly or indirectly, solicit for employment or engagement any S2P employee, consultant, or contractor who was materially involved in the Services during the preceding twelve (12) months, without S2P’s prior written consent.

9. Property Rights and Use

Client acknowledges that these Terms, the Proposal, and any disclosure of confidential information do not grant Client any license or right to S2P confidential information except as necessary to receive the Services.

Except as stated here, all work-product created by S2P while performing Services remains S2P property until payment is received in full.

Upon full payment, the Deliverables identified in the Proposal become Client property for Client’s internal business purposes. Client may not permit third parties to rely on the Deliverables as instruments of professional service without S2P’s prior written consent.

S2P may charge fees to any user other than Client for use of the work-product or Deliverables, unless S2P agrees otherwise in writing.

10. Third-Party Reliance Prohibition

Deliverables are prepared solely for Client and the uses stated in the Proposal. No third party may rely on the Deliverables without S2P’s prior written consent. Client shall indemnify and hold harmless S2P from third-party claims arising from unauthorized distribution or reliance.

11. Digital Model and No-Survey Disclaimer

BIM models, CAD files, and point clouds are instruments of service for design and coordination purposes only. They are not construction documents and shall not be used for construction means/methods, safety planning, fabrication, or layout.

Any topographic or site documentation is for design purposes only and is not a land survey. S2P does not provide licensed surveying services unless expressly stated in writing in the Proposal.

12. Force Majeure

S2P is not liable for delay or failure to perform due to events beyond its reasonable control, including weather, site shutdowns, labor disputes, governmental actions, utility outages, security restrictions, or unsafe site conditions. Timelines shall be extended accordingly.

13. Limitation of Liability

Services are provided without any warranty, express or implied, except as expressly stated in these Terms. S2P does not warrant that Services will meet Client’s requirements beyond the scope stated in the Proposal.

To the fullest extent permitted by applicable law, S2P and its affiliates shall not be liable for indirect, incidental, punitive, special, consequential, or exemplary damages, or any loss arising from Client’s use of the Services or Deliverables.

S2P’s total liability arising out of or related to the Services shall not exceed the total fees actually paid by Client to S2P for the Services giving rise to the claim.

S2P is not responsible for inaccurate information supplied by Client or third parties, undisclosed site conditions, hazardous materials, or the actions/inactions of contractors, consultants, utilities, or governmental agencies.

14. Standard of Care; Reliance on Client-Provided Data

S2P will perform Services in a professional manner consistent with generally accepted industry standards for services of a similar type and scope.

Client acknowledges S2P may rely on survey control, benchmarks, control networks, reference points, existing drawings, and other information supplied by Client, owner, or third parties. S2P is not responsible for inaccuracies in such information unless S2P has verifiable knowledge of substantial inconsistencies.

No other warranty or guarantee is made or implied.

15. Indemnification

Client shall indemnify and hold harmless S2P and its affiliates from and against losses, damages, liabilities, costs, and expenses (including reasonable attorney’s fees) arising out of or relating to third-party claims to the extent caused by:

  • Client’s breach of these Terms or the Proposal;

  • Client’s negligence or willful misconduct;

  • hazardous conditions at the Project Site not disclosed to S2P;

  • unauthorized distribution, reliance, or use of Deliverables by third parties.

S2P shall remain responsible for its own negligence or willful misconduct to the extent required by applicable law.

16. Governing Law and Venue

These Terms and the Proposal shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-law principles.

Any legal action, claim, or proceeding arising out of or relating to these Terms, the Proposal, or the Services shall be brought exclusively in the state or federal courts located in Rensselaer County, New York, and the parties consent to such jurisdiction and venue, including for small claims proceedings to the extent permitted.

17. Entire Agreement; Order of Precedence; Changes

These Terms and the Proposal constitute the entire agreement between the parties regarding the Services and supersede prior discussions or understandings.

In the event of conflict, the Proposal controls scope and pricing; these Terms control all other matters.

Any modification must be in writing and signed by both parties. If S2P issues updated terms, such updates apply only to future proposals unless expressly incorporated into an existing signed agreement.

18. Severability; Waiver; Assignment

If any provision is held unenforceable, the remaining provisions remain in effect. Failure to enforce any provision is not a waiver. Client may not assign this agreement without S2P’s prior written consent.

Payment Terms and Delinquency

Payment is due within payment tterms unless otherwise stated in writing. Any amounts not paid when due shall be considered delinquent. S2P reserves the right, at its discretion, to charge interest on delinquent balances at a rate not to exceed the maximum rate permitted under applicable New York law, calculated from the due date until paid in full.

S2P may suspend Services, withhold deliverables, or decline future work until all outstanding balances are paid in full.

Governing Law

Governing Law and Venue
These General Terms and Conditions, the Proposal, and any transactions contemplated hereby shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict-of-law principles.

The parties expressly agree that any legal action, proceeding, or claim arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located within Rensselaer County, New York, and the parties hereby consent to the personal jurisdiction and venue of such courts.

This clause expressly applies to small-claims actions, which shall be brought only in a court of competent jurisdiction located in Rensselaer County, New York, regardless of the geographic location of the Project or Services.

Modification of Terms and Conditions

S2P retains the right to modify these General Terms and Conditions periodically. As revisions come into effect, the Client acknowledges that continued utilization of S2P's services may signify consent to adhere to these revised terms upon receipt from S2P.