Terms of Use

Last updated: October 10, 2026

AutoTAKEOFF is owned and operated by Virtace Inc. (“Virtace”, “we”, “us”), an Ontario corporation with its registered address at 9225 Leslie Street, Suite 201, Richmond Hill, ON L4B 3H6. These terms apply when you use this website and the AutoTAKEOFF application (together, “AutoTAKEOFF”).

These terms apply to everyone who uses AutoTAKEOFF. If your company has signed a Statement of Work or service agreement with Virtace (your “Agreement”), that Agreement sets your fees, term and scope, and it prevails wherever it differs from this page.

1. Licence

We grant you a non-exclusive, non-transferable, revocable, limited licence to use AutoTAKEOFF through an internet-connected browser, in line with these terms. We may revoke the licence if you breach these terms, including by failing to pay fees when due, and it ends automatically when your Agreement ends.

2. Accounts

You must keep your registration information accurate and up to date and keep your password secure. You are responsible for all activity under your account. We are not liable if we are unable to retrieve or reset a lost password.

3. Acceptable use

Use AutoTAKEOFF only through the interfaces we provide, and not by scrapers, scripts, robots, crawlers or other automated means.
Do not use another user’s account, impersonate anyone, or use AutoTAKEOFF for the benefit of a third party except as your Agreement allows.
Do not attempt to breach its security, or copy, create derivative works from, reverse-engineer, decompile or disassemble it, or otherwise try to discover its algorithms, file formats, source code or trade secrets.
Do not export or re-export it where the law prohibits that without the appropriate licences.

4. Drawings and counting accuracy

AutoTAKEOFF counts devices on vector, CAD-exported PDF drawings that include a legible symbol legend. We do not claim a perfect count on any drawing. Accuracy runs at approximately 90 to 95 percent and improves as the system is tuned on your drawings. Every symbol is confirmed, rejected with a reason, or flagged for review, and counts enter a quote only after your estimator confirms them. Your estimator remains responsible for reviewing the takeoff and for the final quote.

5. Fees and payment

Fees, deposits and payment milestones are set out in your Agreement. Recurring charges are invoiced monthly. Amounts unpaid thirty (30) days after an invoice is delivered are in arrears and may bear interest at two percent (2%) per month (twenty-four percent (24%) per annum), calculated daily until paid in full. You have no right of set-off, and you agree to pay undisputed and disputed amounts alike while a dispute is being resolved.

6. Non-payment

We may suspend all services on 24 hours’ written notice if an invoice is forty-five (45) days or more in arrears, and cancel all services on 24 hours’ written notice at ninety (90) days or more. If amounts owing remain unsettled six (6) months after suspension, we may permanently delete your data. You are solely responsible for the consequences of suspension or cancellation for non-payment.

7. Term, renewal and termination

Your Agreement states its initial term. Unless the law requires your explicit consent, it renews automatically for successive terms of the same length unless you give us thirty (30) days’ written notice that you intend to cancel. You may cancel early on thirty (30) days’ written notice, subject to paying all amounts outstanding and the remaining monthly payments for the term. We may suspend or terminate access on thirty (30) days’ notice. When the relationship ends, your right to use AutoTAKEOFF ends immediately.

8. Refunds

We do not provide refunds for a subscription. Charges paid before a notice of termination are non-refundable.

9. Our intellectual property

Virtace owns all right, title and interest in AutoTAKEOFF, including its software, integrations, content, trade-marks, logos and domain names, and any improvements to them, whether or not you suggested or requested them. You may not reproduce, publish, distribute, modify, rent, sell or create derivative works from them without our prior written consent. All rights not expressly granted are reserved.

10. Your intellectual property

You own your drawings, customer lists, pricing, trade secrets and other intellectual property. Nothing in these terms transfers any interest in them to Virtace. By providing information to us you confirm that you have the right to do so and that doing so does not violate anyone else’s rights. You are responsible for protecting and enforcing your own rights in that material.

11. Third-party services

AutoTAKEOFF may use or link to third-party software, hosting and services. They are provided for your convenience, without endorsement or warranty from us, and we are not responsible for their availability, accuracy or content. You agree to comply with the terms of the third-party agreements that apply to your use, and to indemnify Virtace for losses arising from your breach of them. Third-party prices may change, and related charges are payable at our then-current rates.

12. Provided “as is”

AutoTAKEOFF is provided “as is” and you use it at your own risk. To the maximum extent the law permits, we disclaim all warranties, express or implied, including implied warranties of quality, merchantability, accuracy, fitness for a particular purpose and non-infringement. AutoTAKEOFF may be temporarily unavailable from time to time for maintenance or other reasons, and we may add, discontinue or revise features.

13. Confidentiality

Each party will keep the other’s confidential information confidential, and will not disclose or use it without prior written approval except as required by law or with its own directors, officers and employees who need it to perform the Agreement and are bound by similar obligations. This does not apply to information that was already lawfully known, independently developed, lawfully received from a third party, or generally known to the public.

14. Limitation of liability

To the extent the law permits, you release Virtace and its directors, officers, employees, affiliates, service providers and contractors from all claims for special, indirect, consequential, incidental or exemplary damages arising from or connected with your use of AutoTAKEOFF. That includes business or financial loss, inaccurate data or calculations, unauthorized access, loss of data, downtime, and suspension or termination of access. If Virtace is nonetheless found liable, its total liability is limited to the amount you paid Virtace in the previous month. You agree to maintain contingency plans for interruptions in access.

15. Indemnification

You agree to defend, indemnify and hold harmless Virtace and its officers, directors, shareholders, employees, agents and representatives against all damages, liability, costs and expenses, including reasonable legal fees, arising from your breach of these terms, your failure to perform your commitments, your infringement of a third party’s intellectual property rights, or any loss, damage or injury caused by your use of AutoTAKEOFF.

16. General

Governing law. The laws of the Province of Ontario govern these terms, and the courts of Ontario have exclusive jurisdiction. The prevailing party in a dispute is entitled to its reasonable costs as determined by the court.
Force majeure. We are not liable for delay or failure caused by events beyond our reasonable control, including natural disasters, power or server failures, third-party service interruptions, labour disputes, war and government action.
Non-solicitation. If you hire Virtace professional staff you dealt with, during the engagement or within two (2) years after it, you will pay Virtace a sum equal to that person’s gross income from Virtace over their last 12 months of service.
Assignment. Either party may assign the Agreement with the other’s prior written consent, which will not be unreasonably withheld, or to an affiliate under common control.
Relationship. The parties are independent contractors. Nothing here creates a partnership, joint venture or agency.
Severability and waiver. If part of these terms is unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of it; waivers must be in writing and signed by us.
Notices. We send notices to the email address you give us. Send notices to Virtace at the address above or to support@virtace.com.

Contact

Virtace Inc., 9225 Leslie Street, Suite 201, Richmond Hill, ON L4B 3H6 · support@virtace.com