Terms of Service

These terms are between you and Khiem Lu, a sole proprietor in California doing business as ScopeDiff(“ScopeDiff”, “we”, “us”). By creating an account or using the service, you agree to them. If you don’t, don’t use ScopeDiff.

ScopeDiff is for businesses. You must be at least 18 and using it in a business capacity, on behalf of yourself or an organization you are authorized to bind.

1. What ScopeDiff is — and what it is not

ScopeDiff helps you maintain a scope record: a structured, shareable summary of what you are building for a client, derived from an agreement you have already signed with them, and kept current as work progresses.

Nothing in ScopeDiff is legal advice. We are not your lawyers. The service does not tell you what your contractual obligations are, whether you have met them, or what to do about a dispute.

2. Acknowledgments and acceptance are not signatures

ScopeDiff lets a client mark a version as reviewed, and lets you record milestone states. These are lightweight receipts — a note that someone looked at something on a date.

• They are not electronic signatures under the federal ESIGN Act, the Uniform Electronic Transactions Act, or any comparable law, and are not intended to create, evidence, or modify a binding agreement.
• They are not an approval of work for any purpose under your signed agreement unless that agreement independently says so.
• ScopeDiff does not move money.Where the product displays amounts or uses words like “release”, it is describing your agreement’s payment structure, not performing a payment. We do not process, hold, escrow, or transmit funds between you and your client, ever.

3. Shared links, and who is responsible for them

Publishing a version makes it readable at a long, randomly generated URL. Read this part carefully, because it describes a real limitation:

• There is no password and no login. Anyone who has the link can read the published record.
• Links do not expire, and cannot be revoked. The only way to stop a link working is to delete the project, which permanently destroys the record and every published version of it.
• You decide who receives the link, and you are responsible for that decision— including anyone your recipient forwards it to. Publishing is an affirmative act you take; nothing reaches a client until you publish it.

We instruct search engines not to index shared records and suppress referrer headers that would otherwise leak the URL. Those measures reduce accidental discovery. They do not make a forwarded link private.

4. AI-generated output

ScopeDiff uses AI to read your agreement into a structured record and to draft status updates from your notes and repository activity.

This output can be incomplete or wrong. It can miss a deliverable, misread a status, attach an estimate to the wrong row, or state something the source document does not support. It is a drafting aid, not a substitute for reading your own agreement.

You are responsible for reviewing what you publish. The product is built around this: drafts stay private, and publishing shows you what changed before it goes out. Once you publish, you are representing the contents to your client as your own. We are not responsible for the consequences of a record you published without checking.

5. Your content

Everything you upload or enter stays yours. We claim no ownership of your agreements, records, or client information.

You grant us a limited licence to host, process, transmit, and display that content solely to operate the service for you — including sending document text to our AI provider to parse it, and displaying published records to whoever holds your share link. That is the whole licence. It ends when you delete the content.

You are telling us, by uploading, that:

• You have the right to upload the agreement, including under any confidentiality obligation you owe your client.
• You have the right to include your client’s information, and to share the record with the people you send the link to.
• The content isn’t unlawful and doesn’t infringe anyone else’s rights.

6. Acceptable use

Don’t:

• Upload content you have no right to upload.
• Drive the AI parsing or upkeep features by script, in a loop, or otherwise beyond normal product use.
• Try to guess, enumerate, or brute-force share links, or access a record that wasn’t shared with you.
• Probe, scan, or interfere with the service’s security or availability.
• Resell the service, or use it to build a competing product.

We can suspend or terminate an account that does these things. Where the situation allows it, we’ll tell you first.

7. Fair use limits

AI parsing and upkeep cost real money to run, so both are subject to usage limits over a rolling window. The limits are set far above normal use — you should never encounter one — and we do not publish the numbers, because they are an anti-abuse backstop rather than a plan feature, and we adjust them as costs change.

If you hit a limit through legitimate use, that is our error and not yours. Email us and we will sort it out.

8. Plans, and what happens on the free plan

The free plan allows one active projectand adds a small “Powered by ScopeDiff” line to shared records. Pro removes both.

9. Subscription and billing

ScopeDiff Pro is $19.00 USD per month. Your card is charged today, then automatically on the same date each month until you cancel in Settings. Cancelling keeps Pro active through the period you have already paid for, which is not refunded.

• It renews automatically. You consent to the renewal terms explicitly at checkout, and we email you a confirmation of what you agreed to.
• Cancel any time, in two clicks, from Settings. No email required, no retention call. Cancelling stops future charges and leaves Pro active until the end of the period you have paid for.
• No refunds for the current period or for partial months. Because you keep access through the period you paid for, cancelling early costs you nothing beyond what has already been charged.
• Failed payments.If a charge fails, we’ll show a notice in the app and Stripe will retry. If it keeps failing, the subscription lapses and you return to the free plan, with the effect described in section 8.
• Price changes.We’ll email you at least 30 days before a price change affects you. Cancelling before it takes effect means you never pay the new price.
• Tax may be added where required, and is shown at checkout.

Payments are processed by Stripe. We never see or handle your card details.

10. Availability

ScopeDiff is an early-stage product run by one person. There is no uptime guarantee and no service level agreement. We may change, add, or remove features, and we may take the service down for maintenance. If we ever discontinue ScopeDiff entirely, we will give account holders reasonable notice and a way to export their records.

11. Ending the agreement

You can stop using ScopeDiff whenever you like, and ask us to delete your account at hello@scopediff.com. We may suspend or close an account for a breach of these terms, for non-payment, or if we’re required to.

When an account is deleted, its projects and records go with it, including every share link. That is not reversible, so export anything you want to keep first.

12. Disclaimer of warranties

ScopeDiff is provided “as is” and “as available”, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Specifically, we do not warrant that:

• AI-generated output is accurate, complete, or fit for any purpose.
• A scope record accurately reflects your signed agreement, your project’s true state, or the parties’ obligations.
• The service will be uninterrupted, timely, secure, or error-free.
• A record, acknowledgment, or version history will be admissible, persuasive, or sufficient as evidence in any dispute, arbitration, or proceeding.

Do not rely on ScopeDiff as your only record of what you agreed to build. Keep your signed agreement and your own correspondence.

13. Limitation of liability

To the fullest extent permitted by law, ScopeDiff will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, lost goodwill, or the cost of substitute services — even if we were told such damages were possible.

This expressly includes any loss arising from a dispute between you and your client, from a client’s reliance or non-reliance on a record, from an inaccurate parse, or from a shared link reaching someone it shouldn’t have.

Our total liability for all claims is capped at the greater of (a) the amount you paid us in the twelve months before the event giving rise to the claim, or (b) one hundred US dollars.

Some jurisdictions don’t allow certain exclusions, so parts of this section may not apply to you.

14. Indemnity

You agree to indemnify and hold ScopeDiff harmless from any claim, damage, loss, or expense (including reasonable legal fees) arising out of content you uploaded, your use of the service, your breach of these terms, or a dispute between you and your client.

15. Privacy

Our Privacy Policyexplains what we collect and what we don’t. For personal information about your client that you put into a record, you are the one deciding what goes in, and we process it on your instructions. If you need a data processing agreement, email us.

16. Changes to these terms

We may update these terms. For material changes we’ll email account holders at least 30 days beforehand. Continuing to use ScopeDiff after a change takes effect means you accept it; if you don’t, cancel before then.

17. Governing law

These terms are governed by the laws of the State of California, without regard to conflict-of-law rules. Any dispute will be brought in the state or federal courts located in California, and both of us consent to that jurisdiction.

18. General

These terms, plus the Privacy Policy, are the entire agreement between us about ScopeDiff. If a provision is unenforceable, the rest survives. Not enforcing something isn’t a waiver of it. You may not assign these terms without our consent; we may assign them in connection with a sale or transfer of the business.

19. Contact

hello@scopediff.com