Relay Terms of Service
These Terms of Service (“Terms”) form a binding legal agreement between you (“you”, “your”, or “User”) and Relay, LLC, a Utah limited liability company (“Relay”, “we”, “us”, or “our”), governing your access to and use of the Relay platform, including the website at relayconstruct.com, the web application, related APIs, and any associated services (collectively, the “Service”).
By creating an account, signing in, or otherwise accessing the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.
1. The Service
Relay is a software-as-a-service platform that helps construction professionals — including general contractors (“GCs”), project managers (“PMs”), and subcontractors or foremen (collectively, “Subs”) — coordinate project schedules, request and approve schedule changes, and communicate within a defined chain of project authority.
1.1 What Relay is not
Relay is a coordination and scheduling tool only. It is not:
- A substitute for written contracts, change orders, or other legally binding agreements between you and any third party (including your customers, subs, or trade partners).
- A substitute for professional construction management, engineering judgment, code compliance review, or any regulatory inspection.
- A guarantor of project outcomes, on-time delivery, or accuracy of any information entered by you or other Users.
- A party to any contractual relationship between Users.
Schedule entries, change requests, approvals, and other actions taken through Relay reflect coordination intent only. They do not create, modify, waive, or terminate any contractual obligation, lien right, payment obligation, or legal duty between Users or between you and any third party unless you and the relevant parties separately agree to such effect in writing outside the Service.
2. Eligibility and Accounts
2.1 Eligibility
You must be at least 18 years old and able to form a legally binding contract under applicable law to use the Service. By using the Service, you represent that you meet these requirements.
2.2 Account types
The Service supports several account types, each with different access:
- General Contractor (GC) — paid subscription. Owns projects, builds the master schedule, and invites Subs and PMs.
- Project Manager (PM) — paid subscription. Receives delegated work from GCs, runs crews of foremen under assigned activities, and may also own projects of their own.
- Subcontractor / Foreman (Sub) — free. Accesses the Service through a one-time-passcode (OTP) sign-in tied to an invited email address. Sees only the activity to which they were assigned.
2.3 Account responsibilities
You are responsible for:
- Maintaining the confidentiality of your sign-in credentials (including passwords and OTP codes sent to your email).
- All activity that occurs under your account, whether or not authorized by you.
- Ensuring that the people you invite are authorized to receive project-related information.
- Promptly notifying Relay at support@relayconstruct.com if you suspect unauthorized access.
2.4 Accuracy of information
You agree to provide accurate, current, and complete information at the time of registration and to keep that information updated.
3. Subscriptions, Billing, and Fees
3.1 Plans
Relay offers paid plans for GCs and PMs, with current pricing displayed at relayconstruct.com/#pricing. Subs are free. Plan tiers, features, and limits may change from time to time; we will provide reasonable notice of material changes that affect your active subscription.
3.2 Billing through Stripe
All payments are processed by Stripe, Inc. By subscribing, you authorize Relay (through Stripe) to charge your payment method on a recurring basis for the applicable subscription fee. You agree to Stripe’s terms and privacy policy, which are independent of these Terms.
3.3 Auto-renewal
Subscriptions renew automatically at the end of each billing period at the then-current rate, until you cancel. You can cancel at any time from the Stripe customer portal accessible through your account.
3.4 No refunds
All fees are non-refundable, except where required by applicable law. If you cancel, you will continue to have access through the end of your current paid billing period; we will not provide partial refunds for unused time or unused features.
3.5 Taxes
Fees are exclusive of any applicable sales, use, value-added, or similar taxes, which you are responsible for paying.
3.6 Failed payments
If a payment method fails, we may suspend or downgrade your account until the issue is resolved. We are not liable for any loss of access or data arising from non-payment.
4. User Content and Data
4.1 What you upload
“User Content” means any project data, activity descriptions, dates, schedules, suggestions, replies, contact information, files, or other content you submit to or generate through the Service.
4.2 Ownership
As between you and Relay, you retain all rights and ownership in your User Content.
4.3 License to Relay
To operate the Service, you grant Relay a worldwide, non-exclusive, royalty-free license to host, store, copy, transmit, display, process, and otherwise use your User Content solely as necessary to provide, maintain, and improve the Service for you and the Users you have authorized to access it.
4.4 Sharing within the chain of authority
You understand that the Service is designed to share User Content within the project hierarchy you create. Specifically:
- Content you enter as a GC is visible to PMs and Subs you invite, scoped to the activity or project they are invited to.
- Content a PM enters under your project is visible to you and to the foremen they assign.
- A Sub or foreman sees only the specific activity to which they were invited.
You are responsible for ensuring that User Content you share is appropriate for the audience you have chosen to share it with.
4.5 Your responsibility for accuracy
Relay does not verify the accuracy of User Content. You are solely responsible for the accuracy, completeness, and lawfulness of the User Content you submit.
5. Acceptable Use
You agree not to:
- Use the Service for any unlawful purpose or in violation of any applicable federal, state, local, or international law.
- Upload or transmit any User Content that is fraudulent, defamatory, obscene, harassing, infringing on third-party rights, or that contains malware or harmful code.
- Attempt to reverse-engineer, decompile, disassemble, scrape, or otherwise derive the source code of the Service, except as expressly permitted by law.
- Interfere with, disrupt, or circumvent the security or integrity of the Service, including bypassing rate limits, RLS policies, or authentication mechanisms.
- Use the Service to send unsolicited bulk email or to harvest contact information from other Users.
- Impersonate any person or misrepresent your affiliation with any person or entity.
- Use the Service to compete with Relay, or to build a competing product.
- Resell, sublicense, or commercially exploit the Service without our prior written consent.
We may suspend or terminate accounts that violate this Section without notice.
6. Intellectual Property
6.1 Relay’s IP
The Service, including all software, designs, text, graphics, logos, the “Relay” name and trademarks, and the look and feel of the platform, is the exclusive property of Relay or its licensors and is protected by copyright, trademark, and other intellectual property laws. Except for the rights expressly granted to you in these Terms, Relay retains all rights in the Service.
6.2 Feedback
If you submit feedback, suggestions, or ideas about the Service, you grant Relay a perpetual, irrevocable, royalty-free, transferable license to use and incorporate them into the Service without obligation or compensation to you.
7. Third-Party Services
The Service relies on third-party providers (including Stripe for payments, Supabase for hosting and authentication, Resend for transactional email, and Vercel for application hosting). Your use of those providers’ services is subject to their respective terms. Relay is not responsible for any third-party service or for any disruption, error, or data loss caused by them.
8. Termination
8.1 By you
You may stop using the Service at any time and cancel any paid subscription through the Stripe customer portal. Cancellation takes effect at the end of the then-current billing period.
8.2 By us
We may suspend or terminate your access to the Service, with or without notice, if:
- You materially breach these Terms;
- Your payment method fails and is not promptly remedied;
- We are required to do so by law or by a third-party service provider;
- We discontinue the Service in whole or in part.
8.3 Effect of termination
On termination, your right to access the Service ends. We may delete your account data after a reasonable wind-down period, except where retention is required by law or our legitimate business records. You may export your User Content (via CSV/PDF) at any time before termination.
9. Disclaimers — Read Carefully
9.1 “As-is” basis
The Service is provided “as is” and “as available” without warranties of any kind, whether express, implied, or statutory. Relay expressly disclaims all warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, reliability, and uninterrupted or error-free operation.
9.2 Construction-specific disclaimer
You acknowledge and agree that:
- Relay does not warrant that schedules generated through the Service will be accurate, achievable, or comply with any building code, permit condition, contract requirement, or safety regulation.
- The cascade engine and any date recalculation features are mathematical conveniences only. They do not represent contractual commitments, do not relieve you of the duty to independently verify schedule feasibility, and do not modify any agreement between you and third parties.
- You are solely responsible for compliance with all applicable construction laws, codes, safety regulations, licensing requirements, and contractual obligations on your projects.
- Relay does not provide legal, engineering, architectural, or construction-management advice.
9.3 No reliance
You should not rely on the Service as the sole source of truth for any critical project decision. Always confirm material schedule, safety, or financial information through appropriate independent channels (written contracts, in-person communication, certified professionals, etc.).
10. Limitation of Liability
10.1 Excluded damages
To the fullest extent permitted by law, in no event will Relay, its members, officers, employees, or agents be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including without limitation damages for:
- Lost profits, lost revenue, or lost business opportunities;
- Project delays, cost overruns, or schedule slippage;
- Loss of data or inability to access User Content;
- Personal injury or property damage occurring on any project;
- Disputes between Users or between you and any third party;
Even if Relay has been advised of the possibility of such damages.
10.2 Liability cap
To the fullest extent permitted by law, Relay’s total aggregate liability arising out of or relating to these Terms or your use of the Service, whether in contract, tort, or any other legal theory, will not exceed the greater of (a) the total fees you paid to Relay during the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).
10.3 Basis of bargain
You acknowledge that these limitations are an essential basis of the bargain between you and Relay, and that without them, Relay would not be able to offer the Service at its current pricing.
11. Indemnification
You agree to defend, indemnify, and hold harmless Relay and its members, officers, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from:
- Your use of, or inability to use, the Service;
- Your violation of these Terms;
- Your violation of any third-party right, including without limitation any contract, intellectual property, or privacy right;
- Any claim that your User Content caused damage to a third party;
- Any dispute between you and another User or between you and any third party on a project.
12. Dispute Resolution — Binding Arbitration
Please read this section carefully. It affects your legal rights, including your right to file a lawsuit in court.
12.1 Informal resolution
Before filing any formal claim, you agree to first contact Relay at support@relayconstruct.com and attempt in good faith to resolve the dispute informally for at least thirty (30) days.
12.2 Binding arbitration
If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by binding arbitration, rather than in court, except as follows:
- Either party may bring an individual action in small-claims court for qualifying disputes.
- Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of intellectual property or other proprietary rights.
The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules then in effect. The arbitration will be conducted by a single arbitrator, will take place in Utah (or by video conference at the parties’ option), and will be conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.
12.3 Class action waiver
You and Relay each agree that any dispute resolution proceeding will be conducted only on an individual basis and not as a class action, consolidated action, or representative action. The arbitrator may not consolidate claims of more than one person without the written consent of both parties.
12.4 30-day opt-out
You may opt out of this arbitration agreement by sending written notice to support@relayconstruct.com within thirty (30) days of first accepting these Terms. Your notice must include your name, account email, and the statement “I opt out of the Relay arbitration agreement.” Opting out will not affect any other provision of these Terms.
13. Governing Law and Jurisdiction
These Terms are governed by the laws of the State of Utah, without regard to its conflict-of-laws principles. Subject to Section 12, any action not subject to arbitration will be brought exclusively in the state or federal courts located in Utah, and you consent to the personal jurisdiction of those courts.
14. Changes to These Terms
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by email to your account address or by a prominent notice in the Service) at least fourteen (14) days before the changes take effect. Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of them. If you do not agree to the updated Terms, you must stop using the Service.
15. Miscellaneous
15.1 Entire agreement
These Terms (together with the Privacy Policy, any plan-specific terms displayed at checkout, and any other agreements incorporated by reference) constitute the entire agreement between you and Relay concerning the Service.
15.2 Severability
If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.
15.3 No waiver
Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.
15.4 Assignment
You may not assign or transfer these Terms without our prior written consent. We may assign these Terms freely in connection with a merger, acquisition, or sale of assets.
15.5 Force majeure
Neither party will be liable for delays or failures in performance caused by events beyond its reasonable control, including natural disasters, power outages, internet failures, labor disputes, and acts of government.
15.6 Notices
Notices to Relay should be sent to support@relayconstruct.com. Notices to you may be sent to the email address associated with your account.
15.7 No agency
Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Relay.
16. Contact
Relay, LLC
Email: support@relayconstruct.com
Website: relayconstruct.com
By using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms.