Terms & Conditions

Pix360 will provide those services specifically identified in the Proposal (hereinafter, the "Services"). All Services, regardless of the commencement date, will be covered by these Terms and Conditions.

All services not specifically identified in the Proposal are excluded; provided, however, that if requested by the CLIENT and agreed to by Pix360 in writing, Pix360 will perform such additional services ("Additional Services") subject to these Terms and Conditions. Unless otherwise agreed in writing, the CLIENT shall pay Pix360 for the performance of any Additional Services on a time-and-materials basis based upon Pix360's then-current hourly rates. For avoidance of doubt, email will constitute written notice. Pix360 email: [email protected].

Pix360 does not manage construction, or provide architectural, land surveying, engineering or other services for which a professional license is required and makes no warranty or guarantee of any kind for any of our drawings or deliverables. Billings from any such professionals shall be billed directly to the CLIENT. Pix360 does not accept any responsibility or liability for the acts or omissions of such providers. Any warranties or representations of such professionals shall run directly to the CLIENT from such professionals. CLIENT agrees that it will not rely on Pix360 for the accuracy of any representation or warranty of those providing licensed services.

Pix360's services will be performed in accordance with this Agreement and in a manner consistent with the generally accepted standard of care and skill ordinarily exercised by professionals performing similar services under similar circumstances at the place and time the services are being performed (the "Standard of Care"). Pix360 will exercise commercially reasonable professional care in its efforts to comply with codes, regulations, laws, rules, ordinances, and such other requirements in effect as of the date of execution of this Agreement. The CLIENT agrees that no other representation, warranty or guarantee, expressed or implied, is provided by Pix360 or is presumed given by Pix360 under this Agreement or in any report, opinion, or any other document prepared by Pix360, or otherwise except as expressly provided herein.

In addition to other responsibilities described herein, the CLIENT shall: (i) provide all information and criteria as to the CLIENT's requirements, objectives, and expectations for the project, including all numerical criteria that are to be met and all standards of development, design, or construction and all other information reasonably necessary for completion of the Services, prior to the commencement of the Services; (ii) provide prompt, complete disclosure of known or potential hazardous conditions or health and safety risks; (iii) provide to Pix360 all previous studies, plans, or other documents pertaining to the project and all new data reasonably necessary in Pix360's opinion for completion of the Services; (iv) review all documents or oral reports presented by Pix360 and render in writing decisions pertaining thereto within a reasonable time so as not to delay the Services, which written decisions may be delivered by email; (v) furnish approvals and permits from governmental authorities having jurisdiction over the project and approvals and consents from other parties as may be necessary for completion of Services; (vi) give prompt written notice to Pix360 whenever the CLIENT becomes aware of any development that affects the scope and timing of Services provided by Pix360; and (vii) bear all costs of the CLIENT. Pix360 will have the right to reasonable reliance upon the accuracy and completeness of all information furnished by the CLIENT.

Pix360 will submit bi-weekly invoices to the CLIENT and a final bill upon completion of Services as outlined in the specific Service Proposal. The CLIENT shall notify Pix360 within two weeks of receipt of invoice of any dispute with the invoice. The CLIENT and Pix360 will endeavor to promptly resolve any disputed items. Payment on undisputed invoice amounts is due upon receipt of invoice by the CLIENT and is past-due thirty (30) days from the date of the invoice. Any unpaid balances shall accrue late charges of 8% per annum, or the highest rate allowed by law, whichever is lower, and the CLIENT agrees to pay all reasonable and actual out-of-pocket fees and expenses incurred by Pix360 in any collection action.

The CLIENT shall provide Pix360 with the right of entry to the premises to perform the Services. Pix360 shall take reasonable precautions to minimize damage to the property. Unless otherwise agreed in writing, Pix360 is not obligated to restore the property to its pre-existing condition. Pix360 will not be responsible for damage to subsurface structures or utilities that are not identified or marked.

Pix360 will take reasonable precautions for the safety of its employees on the project site and will comply with all applicable provisions of federal, state, and local safety laws and regulations to prevent accidents or injury to persons on, about, or adjacent to the premises where the work is being performed. Pix360 will not be responsible for the safety of persons other than its own employees on the project site.

The CLIENT shall be responsible for the safety of all persons on the project site other than Pix360 employees. The CLIENT shall be responsible for the control of all work performed on the project site, including work performed by the CLIENT's contractors and subcontractors.

The CLIENT shall provide Pix360 with all available information regarding existing conditions at the project site, including, but not limited to, the location of all underground utilities, structures, and other subsurface features. Pix360 will not be responsible for damage to subsurface structures or utilities that are not identified or marked.

Pix360 will take reasonable precautions to avoid damage to existing conditions at the project site. However, Pix360 will not be responsible for damage to existing conditions that are not identified or marked by the CLIENT.

To the fullest extent permitted by law, the CLIENT shall indemnify and hold harmless Pix360 and its officers, directors, employees, agents, and subcontractors from and against any and all claims, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or resulting from the CLIENT's breach of this Agreement, the CLIENT's negligence or willful misconduct, or the CLIENT's failure to comply with any applicable laws or regulations.

To the fullest extent permitted by law, Pix360 shall indemnify and hold harmless the CLIENT and its officers, directors, employees, agents, and subcontractors from and against any and all claims, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or resulting from Pix360's breach of this Agreement, Pix360's negligence or willful misconduct, or Pix360's failure to comply with any applicable laws or regulations.

In recognition of the relative risks and benefits of the project to both the CLIENT and Pix360, the risks have been allocated such that the CLIENT agrees that, to the fullest extent permitted by law, Pix360's total liability to the CLIENT for any and all injuries, claims, losses, expenses, damages, or claim expenses arising out of this Agreement from any cause or causes, shall not exceed the total compensation received by Pix360 under this Agreement.

Such causes include, but are not limited to, Pix360's negligence, errors, omissions, strict liability, breach of contract, or breach of warranty.

Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by law, neither the CLIENT nor Pix360, their respective officers, directors, partners, employees, contractors, or subcontractors shall be liable to the other or shall make any claim for any incidental, indirect, or consequential damages arising out of or connected in any way to the project or this Agreement. This mutual waiver of consequential damages shall include, but is not limited to, loss of use, loss of profit, loss of business, loss of income, loss of reputation, or any other consequential damages that either party may have incurred from any cause of action including negligence, strict liability, breach of contract, and breach of strict or implied warranty.

Both the CLIENT and Pix360 shall require similar waivers of consequential damages protecting all the entities or persons named herein in all contracts and subcontracts with others involved in this project.

Pix360 agrees to maintain, at its own expense, the following insurance coverage during the term of this Agreement: (i) Commercial General Liability Insurance with limits of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate; (ii) Workers' Compensation Insurance as required by applicable law; and (iii) Professional Liability (Errors and Omissions) Insurance with limits of not less than $1,000,000 per claim and $1,000,000 in the aggregate.

Pix360 shall provide the CLIENT with certificates of insurance evidencing such coverage upon request. The CLIENT shall be named as an additional insured on Pix360's Commercial General Liability Insurance policy.

Neither party shall be liable to the other for any delay or failure to perform its obligations under this Agreement if such delay or failure is caused by circumstances beyond the reasonable control of the party affected, including, but not limited to, acts of God, fire, flood, earthquake, storm, hurricane, tornado, epidemic, pandemic, war, terrorism, riot, civil disturbance, sabotage, governmental action, or any other cause beyond the reasonable control of the party affected.

The party affected by such circumstances shall promptly notify the other party in writing of the nature and expected duration of the delay or failure to perform. The parties shall use commercially reasonable efforts to minimize the impact of such circumstances and to resume performance as soon as practicable.

Pix360 will provide the CLIENT with the deliverables specifically identified in the Proposal. All deliverables are provided for the CLIENT's use in connection with the specific project identified in the Proposal. The CLIENT shall not use the deliverables for any other purpose without the prior written consent of Pix360.

Pix360 retains all intellectual property rights in the deliverables, including all copyrights, patents, trademarks, and trade secrets. The CLIENT is granted a non-exclusive, non-transferable license to use the deliverables for the specific project identified in the Proposal.

Pix360 shall retain all raw data, field notes, and other work product generated in connection with the Services. The CLIENT shall have the right to request copies of such materials at the CLIENT's expense.

Pix360 represents that it has no knowledge of any conflict of interest that would prevent it from performing the Services in an objective and unbiased manner. Pix360 agrees to promptly notify the CLIENT in writing if any conflict of interest arises during the term of this Agreement.

Either party may terminate this Agreement upon written notice to the other party if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving written notice of such breach.

The CLIENT may suspend the Services at any time upon written notice to Pix360. Pix360 shall be compensated for all Services performed prior to the suspension, including all reasonable costs incurred in connection with the suspension. If the Services are suspended for more than ninety (90) days, Pix360 may terminate this Agreement upon written notice to the CLIENT.

Upon termination of this Agreement, the CLIENT shall pay Pix360 for all Services performed prior to termination, including all reasonable costs incurred in connection with the termination.

This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representatives, successors, and assigns. Neither party may assign this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld.

In the event of any dispute arising out of or relating to this Agreement, the parties shall first attempt to resolve the dispute through good-faith negotiation. If the parties are unable to resolve the dispute through negotiation within thirty (30) days after written notice of the dispute is provided by one party to the other, the parties shall submit the dispute to non-binding mediation before a mutually agreed upon mediator.

If the parties are unable to resolve the dispute through mediation, either party may pursue any available legal remedies. The parties agree that any legal action or proceeding arising out of or relating to this Agreement shall be brought in the state or federal courts located in Hamilton County, Ohio, and each party hereby irrevocably consents to the jurisdiction of such courts.

This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of laws provisions.

This Agreement, together with the Proposal and any exhibits or attachments thereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, of the parties. This Agreement may not be amended or modified except by a written instrument signed by both parties.

• Pix360 does not provide engineering, architectural, or land surveying services.
• All deliverables are provided in digital format unless otherwise specified in the Proposal.
• Pix360 is not responsible for the accuracy of any information provided by the CLIENT or third parties.
• Pix360 is not responsible for any damage to the property caused by the CLIENT or third parties.
• Pix360 is not responsible for any delay in the completion of the Services caused by the CLIENT or third parties.
• All prices are subject to change without notice. The CLIENT will be notified of any price changes prior to the commencement of Services.

Pix360 is an authorized Matterport Service Partner. By engaging Pix360 for Matterport scanning services, the CLIENT also agrees to be bound by Matterport's applicable terms and conditions. Key Matterport agreements include:

• Matterport Terms of Use
• Matterport Platform Subscription Agreement
• Matterport Hardware Terms and Conditions of Sale
• Matterport App End User License Agreement (EULA)
• Matterport Capture Services Terms
• Matterport Submission Terms & Conditions

For questions regarding these Terms and Conditions, please contact:

The information provided on this website is for general informational purposes only. Pix360 makes no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability, or availability with respect to the website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.

In no event will Pix360 be liable for any loss or damage including without limitation, indirect or consequential loss or damage, or any loss or damage whatsoever arising from loss of data or profits arising out of, or in connection with, the use of this website.

These Terms and Conditions were last revised on March 2025. Pix360 reserves the right to update or modify these Terms and Conditions at any time without prior notice. Your continued use of our services following any changes constitutes your acceptance of the revised Terms and Conditions.