Terms of Service

Effective: January 1, 2026

1. Agreement to Terms

By accessing or using the SignDelta platform ("Service"), operated by SignDelta Inc. ("we", "us", "our"), you ("User") agree to be bound by these Terms of Service ("Terms"). If you do not agree, do not use the Service. These Terms form a binding agreement solely between you and SignDelta Inc.

2. Description of Service

SignDelta provides software tools that enable freelancers, contractors, and agencies to create, send, and manage change order documents with electronic signature capability and integrated payment collection. The Service is a technology platform only. We do not provide legal, financial, tax, or professional advisory services of any kind.

3. Platform as Tool — We Are Not a Party to Your Agreements

SignDelta is a software tool, not a contracting party, broker, agent, or intermediary in any transaction or agreement you create using the Service. All change orders, contracts, and other documents generated or signed through the Service are agreements solely between you and the third parties you invite (e.g., your clients, payers, or counterparties). SignDelta Inc. is not a party to any such agreement and assumes no obligations, liabilities, or responsibilities arising from them.

We make no representations regarding the legal enforceability, validity, or sufficiency of any document created through the Service in any jurisdiction. You are solely responsible for ensuring that your documents meet applicable legal requirements and that you have proper authority to bind the parties involved.

4. User-Counterparty Disputes

Any dispute, claim, or controversy arising between you and any third party (including your clients, payers, or any other counterparty) in connection with a change order or any other document created through the Service is solely a matter between you and that third party. SignDelta Inc. has no obligation to and will not:

  • Mediate, arbitrate, or otherwise intervene in any such dispute.
  • Provide legal assistance, advice, or representation to any party.
  • Produce witnesses, expert testimony, or legal opinions regarding your agreements.
  • Modify, cancel, enforce, or otherwise act upon any document at the request of a disputing party.

If we receive a valid subpoena or court order requiring disclosure of data related to a dispute between you and a third party, we may comply with such legal process without incurring any liability to you. We are not required to notify you prior to complying if prohibited by law. Any costs we incur in responding to legal process related to your disputes may be passed on to you.

5. Account Registration

You must provide accurate and complete information when creating an account. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. You must notify us immediately of any unauthorized use.

6. Acceptable Use

You agree not to:

  • Use the Service for any unlawful purpose or in violation of any applicable law.
  • Create fraudulent, deceptive, or coercive documents using the Service.
  • Interfere with, disrupt, or compromise the integrity or security of the Service.
  • Reverse-engineer, decompile, or attempt to extract the source code of the Service.
  • Transmit any malware, viruses, or harmful code through the Service.
  • Impersonate any person or entity, or misrepresent your affiliation with any person or entity.
  • Use the Service on behalf of any party without that party's authorization.

7. Change Orders & E-Signatures

Electronic signatures captured through the platform are designed to comply with the U.S. ESIGN Act and UETA. However, SignDelta does not guarantee that any document, signature, or agreement created through the Service is legally enforceable in any particular jurisdiction or circumstance. Legal enforceability depends on factors outside our control, including the content of your agreements, the jurisdiction of the parties, and applicable law. You are solely responsible for the legal sufficiency of your documents and for obtaining appropriate legal advice.

8. Payments & Billing

Payment processing for your transactions is handled by Stripe, Inc. By using payment features, you also agree to Stripe's Terms of Service. We are not responsible for Stripe's processing, availability, or decisions, nor for any fees, chargebacks, refunds, holds, or disputes arising from payment transactions between you and your counterparties or between you and Stripe.

Subscription fees for the Service are billed in advance on a monthly basis. You may cancel at any time; cancellation takes effect at the end of the current billing cycle. Fees are non-refundable except as required by applicable law.

9. Intellectual Property

The Service, including its design, logos, and underlying technology, is owned by SignDelta Inc. You retain all rights to the content you upload or create through the Service. By using the Service, you grant us a limited, non-exclusive license to host, store, and transmit your content solely for the purpose of providing the Service.

10. Data & Privacy

Your use of the Service is also governed by our Privacy Policy. We collect and process personal data as described therein.

11. Indemnification

You agree to defend, indemnify, and hold harmless SignDelta Inc. and its officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

  • Your use of or inability to use the Service.
  • Any dispute between you and any third party, including your clients or counterparties.
  • Any document, agreement, or transaction created or facilitated through your use of the Service.
  • Your violation of these Terms or any applicable law or regulation.
  • Your violation of any third party's rights.

This indemnification obligation will survive termination of these Terms and your use of the Service.

12. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that: (a) the Service will meet your requirements; (b) the Service will be uninterrupted, timely, secure, or error-free; (c) any documents or signatures created through the Service will be legally valid or enforceable; or (d) any errors in the Service will be corrected.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SIGNDELTA INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO:

  • Loss of profits, revenue, data, business, or goodwill.
  • Damages arising from disputes between you and your clients or counterparties.
  • Unenforceability of any document or signature created through the Service.
  • Any third-party claims related to your use of the Service.
  • Service interruptions, data loss, or security breaches.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM OR (B) ONE HUNDRED US DOLLARS ($100).

These limitations apply regardless of the legal theory on which the claim is based and even if we have been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, our liability will be limited to the maximum extent permitted by law.

14. Dispute Resolution & Arbitration

Please read this section carefully. It affects your legal rights.

Any dispute, claim, or controversy between you and SignDelta Inc. arising out of or relating to these Terms or the Service ("Dispute") shall be resolved exclusively by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall take place in Delaware. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

CLASS ACTION WAIVER: You agree that any Dispute will be resolved on an individual basis only, and not as a class, collective, consolidated, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration against SignDelta Inc.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent irreparable harm. Nothing in this section limits our right to seek relief in court for misuse of our intellectual property.

You must bring any claim within one (1) year after the claim arises, or it is permanently barred.

15. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, upon reasonable notice. Upon termination, your right to use the Service ceases immediately. Sections 3, 4, 7, 11, 12, 13, 14, and 16 survive termination.

16. Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. To the extent any Dispute is not subject to arbitration under Section 14, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in Delaware.

17. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by posting the revised Terms on this page and updating the effective date. Continued use of the Service after changes constitutes acceptance of the revised Terms.

18. Miscellaneous

If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force. Our failure to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. These Terms constitute the entire agreement between you and SignDelta Inc. regarding the Service and supersede all prior agreements.

19. Contact

Questions about these Terms? Contact us at legal@signdelta.com.