Lien Services Program Defined Terms

Version Effective Date: Nov. 21, 2024

The following Lien Services Program Defined Terms are current as of the Version Effective Date but are subject to change, from time to time, by Billd Lien Services in its sole discretion. Any change(s) to the Lien Services Program Defined Terms shall be deemed effective upon posting of such change(s) to the Billd Website located at billd.com/lien-services-defined-terms. Please refer to such location on the Billd website, from time to time, for the then-current and effective Materials Program Defined Terms.

1. “Access Device” means the Account number(s), User ID(s), passwords and other mechanism(s) that we provide to Customer to access the Billd Portal and/or make a Request for Services.
2. “Account” means the electronic record of Customer’s Work Orders and related Service Charge(s) and Additional Order Cost(s) as maintained in the Billd Portal.
3. “ACH” means the automated clearing house system used by Billd Lien Services to settle certain payments with a Customer.
4. “Additional Order Cost(s)” means any and all costs, charges and expenses associated with the performance or fulfillment of a Work Order by Billd Lien Services, including, but not limited to, any and all taxes, credit card processing fees, mailing fees, notary fees, recording fees, third-party attorney’s fees, expediting fees, VIP services, and courier fees.
5. “Administrator” means the one (1) individual designated by a Customer and approved by Billd Lien Services who is provided administrative control over such Customer’s Account and who governs and controls any Users who may access such Account.
6. “Agreement” means a Customer’s MLSA and all schedules, exhibits and supplementary documents referenced therein, including each Work Order involving Customer thereunder, in each case, as same may be amended, modified, and/or supplemented, from time to time.
7. “Associated Person” means any Person that controls, is controlled by or under common control with another Person, where “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management, policies or other decision-making functions of a Person, whether through the ownership of voting securities, by contract or otherwise (with “controlled” having a correlative meaning).
8. “Billd IP” means the Services, the Billd Portal, the Billd Website and any and all intellectual property and proprietary, non-public information provided to Customer or any Users in connection with the foregoing. For the avoidance of doubt, Billd IP does not include Customer Data.
9. “Billd Portal” means the proprietary web-based software application made available by Billd Lien Services for purposes of making Requests for Services and otherwise initiating, processing, managing, approving and completing Work Orders and Services.
10. “Billd Systems” means the hardware, software, processes and other systems used by Billd Lien Services and its Associated Persons in connection with the Agreement, including without limitation the Billd Portal and/or the Billd Website.
11. “Billd Website” means the webpages accessible via billd.com or such other website established by Billd Lien Services or any of its Associated Persons, from time to time, and made accessible to Customer.
12. “Customer Bank Account” means a business checking account located in the United States that a Customer must establish and maintain during the term of the Agreement. The wire and ACH transfer instructions for such an account must be provided to Billd Lien Services and kept up-to-date during the term of such MLSA.
13. “Customer Credit Card” means a business credit card issued by a bank or other financial institution located in the United States that Customer must obtain and maintain during the term of the Agreement, which account number, account holder name, expiration date and security code must be provided to Billd Lien Services and kept up-to-date during the term of such Agreement.
14. “Customer Data” means data, content, and other information, in any form or medium, that is submitted, posted, collected, or otherwise transmitted by or on behalf of Customer or any Users to Billd Lien Services in connection with the Services.
15. “Customer Personnel” means the officers, directors, members, managers, partners, employees, agents, representatives, consultants and contractors of a Customer, including but not limited to Administrators and Users of such Customer.
16. “Effective Date” means the date found on the signature page to a Customer’s MLSA.
17. “Electronic Signature” means any electronic sound, symbol or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record, including clicking a box on a website or typing in the characters of a name or initials of a party reasonably intended to have the effect of signatures.
18. “Fee Schedule” means the schedule of minimum Service Charge(s) associated with the Services as posted and in effect on the Billd Website, from time to time.
19. “Hiring Party” means the Person that has engaged or otherwise hired a Customer for purposes of performing construction services that are the subject of a Work Order. The applicable Hiring Party shall be identified in an applicable Request for Services and confirmed in the applicable Work Order.
20. “MLSA” means a Customer’s Master Lien Services Agreement with Billd Lien Services, as the same may be restated, supplemented, amended, or otherwise modified from time to time.
21. “Payment Processer” means a third-party service provider of Billd Lien Services that processes payments for Service Charges and Additional Order Costs (for example, Stripe or another similar credit card or debit card payment processing service).
22. “Person” means any individual, corporation, limited liability company, trust, joint venture, association, company, limited or general partnership, unincorporated organization, governmental authority, or other entity.
23. “Project” means a construction project for which a Customer has been engaged to perform construction services that are the subject of a Work Order.
24. “Request for Services” means a Customerxs request for Billd Lien Services to perform a specific Service as indicated on its submission of a form of Work Order Form through the Billd Portal. A Request for Services does not become a Work Order unless accepted by Billd Lien Services and until after a completed Work Order is prepared by Billd Lien Services and approved and accepted by Customer.
25. “Service Charge” means the service fees and charges payable to Billd Lien Services for the Services reflected in a Work Order.
26. “Users” means the individuals designated by a Customer Administrator (and approved by Billd Lien Services) who may access Customer’s Account and submit Requests for Services and approve Work Orders.
27. “Work Order” means the specific written confirmation of the Services that will be performed by Billd Lien Services following a Request for Services made by Customer. A Work Order will be delivered to Customer for approval via email or in the Billd Portal, or such other means as determined by Billd. A Customer must promptly review, accept and approve a Work Order before Billd Lien Services is required to perform any Services related thereto.