Terms of Use

Ledgerwise provides a construction payments and fund management software platform. We are a technology company and are not a bank, escrow holder, trustee, money transmitter, or financial institution. We partner with regulated financial institutions ("Payments Partners") that establish and maintain project-specific deposit accounts and process payment transactions. Ledgerwise does not hold customer funds.

By accessing or using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of an entity, you represent that you have authority to bind that entity, and that entity will be considered the User.

The Services provide software tools that enable Users to create and manage project-level financial accounts, submit and approve invoices, transmit payment instructions, collect lien waivers and compliance documentation, reconcile transactions, and monitor construction project budgets. Ledgerwise provides software only. Payments Partners receive, hold, and disburse funds.

You may use the Services only if you can form a legally binding contract, are at least 18 years of age or the age of majority in your jurisdiction, are not prohibited from using the Services under Applicable Law, and have not previously been suspended or removed from the Services.

We may approve or deny access to the Services in our sole discretion. We may suspend, revoke, or terminate access at any time for compliance concerns, risk management reasons, suspected fraud, violation of these Terms, or requirements imposed by Payments Partners or regulators.

If approved, you will receive a software Account. You are responsible for all activity under your Account, maintaining the confidentiality of credentials, and ensuring that information associated with your Account remains accurate and current. Ledgerwise is not liable for unauthorized access resulting from your failure to safeguard credentials.

If you are an entity, you may authorize employees or agents to access your Account. You are responsible for their conduct and compliance with these Terms.

The Services allow you to transmit payment instructions to Payments Partners. You authorize Ledgerwise to transmit your instructions and exchange data with Payments Partners as necessary to facilitate Transactions and compliance workflows. Ledgerwise does not control or exercise discretion over funds. Payments Partners execute transactions in accordance with your instructions and their own policies.

You may be required to provide entity formation documents, beneficial ownership information, identification documents, tax information, and banking details. Ledgerwise and/or Payments Partners may conduct identity verification, sanctions screening, anti-money laundering reviews, and transaction monitoring. Failure to provide requested information may result in suspension or termination.

You represent and warrant that you are the lawful owner or authorized controller of funds used through the Services, that you will comply with all Applicable Laws, including construction trust fund statutes and anti-money laundering laws, that you will not use the Services for illegal activity, and that you are not on any sanctions list.

You may not use the Services for fraudulent transactions, money laundering, terrorist financing, misuse of project funds, or circumvention of lien laws.

The Services may be unavailable due to banking outages, network disruptions, regulatory directives, force majeure events, or third-party failures. Ledgerwise is not liable for temporary unavailability.

Ledgerwise and Payments Partners may refuse or block transactions that violate law, violate risk policies, appear suspicious, or contain incomplete or inaccurate information. You are solely responsible for accurate instructions. Ledgerwise does not guarantee timing of settlement.

Ledgerwise may require a Reserve to mitigate risk. You grant Ledgerwise a security interest in any Reserve or funds associated with your Account to secure obligations owed under these Terms.

If you make a payment error, you must notify us promptly. Some transactions may be irreversible. Failure to notify within thirty (30) days constitutes a waiver of related claims.

You agree to pay all fees set forth in your Order Form or pricing schedule. You are responsible for applicable taxes.

Ledgerwise provides technology services only and does not act as an escrow holder, trustee, fiduciary, or financial advisor. No fiduciary duties are created by these Terms.

All rights in the Services belong to Ledgerwise. You may not reverse engineer, copy, distribute, build competing products, or circumvent security controls. Feedback may be used by Ledgerwise without restriction.

You may integrate third-party platforms with the Services at your discretion. Ledgerwise is not responsible for third-party services.

We may suspend or terminate access at any time. Upon termination, access ceases immediately. Funds held by Payments Partners will be resolved in accordance with their policies. Certain provisions survive termination.

Construction payments involve risks including contractor insolvency, payment disputes, lien claims, ACH reversals, and regulatory changes. You assume all business and project risk.

To the maximum extent permitted by law, Ledgerwise is not liable for indirect, incidental, special, or consequential damages. Aggregate liability is limited to the greater of the fees paid in the prior twelve (12) months or one thousand dollars ($1,000). Ledgerwise is not liable for loss of funds held by Payments Partners.

You agree to indemnify Ledgerwise and its affiliates from claims arising from your breach of these Terms, misuse of the Services, violations of law, payment disputes, or lien disputes.

The Services are provided "AS IS" and "AS AVAILABLE." Ledgerwise disclaims all warranties, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee uninterrupted or error-free operation.

Disputes shall be resolved through executive escalation, mediation, and binding arbitration administered by the American Arbitration Association in California. Class actions and jury trials are waived.

These Terms are governed by the laws of the State of California.

We may update these Terms at any time. Continued use of the Services constitutes acceptance of the updated Terms.

You consent to receive communications electronically.

The parties are independent contractors.

These Terms constitute the entire agreement between you and Ledgerwise regarding the Services.

"Account" means your Ledgerwise software account. "Applicable Law" means all applicable federal, state, and local laws and regulations. "Payments Partners" means regulated financial institutions that hold and disburse funds. "Reserve" means funds held to secure obligations. "Transaction" means a payment instruction transmitted through the Services. "User Data" means data submitted to the Services.