1. Parties and digital acceptance
These Vendor Terms are between Live Takeoff LLC ("LiveTakeoff") and the legal business identified in the acceptance record ("Vendor"). The representative accepting them confirms their name, role, and authority to bind that business. Acceptance must occur through the designated agreement process before the Vendor accepts its first assignment under this version.
Each later accepted job incorporates the version of these terms and the Insurance Schedule shown for that job, along with its specific scope and commercial terms. The Vendor can view and retain those documents. Starting work without the required acceptance is not an authorized way to bypass onboarding. A person's presence on a job site, receipt of an email, or application submission is not treated as conclusive proof that the Vendor business accepted an unseen agreement.
The applicable participation and insurance requirements apply to every Vendor performing the relevant work. A project-manager label does not alter legal identity, employment, or insurance.
2. Independent business and personnel
The Vendor operates its own business and is responsible for its personnel, compensation, employment obligations, taxes, equipment, lawful qualifications, and professional methods. It may accept or decline offered work and receives no guarantee of assignments, volume, exclusivity, or revenue. Actual legal status is determined under applicable law, not solely by this label.
The Vendor must not represent that it can bind LiveTakeoff to additional services, spending, settlements, warranties, or legal commitments without specific authority. LiveTakeoff may define the agreed result, customer/site requirements, access rules, reporting expectations, and conditions of participation. Nothing authorizes either party to misstate who employs a worker or who carries insurance.
3. Eligibility and ongoing information
Provide accurate legal and trading names, business address, responsible contacts, service capabilities, operating territories, and required licenses, permits, badges, and insurance evidence. Update material changes promptly. Do not use false certificates, qualifications, photos, checklist entries, or job-completion records.
The Vendor must assign competent personnel who are legally authorized to perform the work and have required site access and training for the hazards involved. Notify LiveTakeoff before using a substitute business or subcontractor. Prior approval does not remove the Vendor's responsibility for its subcontractors or authorize access beyond their qualifications or insurance.
4. Accepting a job
Before accepting, review the aircraft identity/type, location, authorized scope, service window, arrival/departure information, access arrangements, special conditions, required insurance, fees, and Vendor compensation. Identify conflicts or missing information and obtain clarification. Do not assume a flight feed, a status label, or a preliminary assignment is an instruction to dispatch or begin work.
Use the designated acceptance and dispatch-confirmation process. Do not expand the scope, perform additional chargeable work, move aircraft, remove components, or authorize outside fees without the required approval. Record approved changes and the authorizing person. If the agreed work becomes unsafe, unlawful, inaccessible, or infeasible, pause and notify the coordinator promptly.
5. Guidance, SOPs, and professional judgment
LiveTakeoff may make training materials, advice, checklists, chemical information, or standard operating procedure guidance available to help Vendors understand service expectations. These materials are general guidance. They do not replace the Vendor's competence, independent professional judgment, experience, or task-specific assessment, and they are not a certification or authorization to perform regulated work.
Before using a method or product, the Vendor must determine its suitability for the particular aircraft, component, surface, coating, contamination, weather, and location. Follow applicable law, current manufacturer instructions and limitations, product labels and safety information, and lawful airport/FBO requirements. A chemical appearing in a reference list is not a guarantee of compatibility with every aircraft or material.
If guidance is incomplete, outdated, inconsistent, or unsafe in the circumstances, do not improvise in a way that creates an unacceptable risk. Stop, protect the aircraft and people, and seek clarification from the appropriate qualified source and the coordinator. Document a proposed alternative and obtain required customer/technical approval before materially changing the agreed method or scope. Professional judgment never authorizes a violation of law, manufacturer restrictions, or approved scope.
Requirements for truthful records, incident reporting, security, insurance, lawful access, and approved scope remain mandatory even when technique guidance is advisory. LiveTakeoff's provision of guidance does not transfer the Vendor's duty to perform competent work; it also does not waive responsibilities that applicable law places on LiveTakeoff for its own conduct.
6. Aircraft and workplace protection
Inspect the visible service area before work and record observable pre-existing damage, stains, defects, loose items, sensitive surfaces, and restrictions relevant to the task. Take appropriately limited photographs. Protect aircraft openings, sensors, surfaces, systems, interiors, and equipment using appropriate authorized methods. Do not operate aircraft systems, tow/move aircraft, handle keys or security credentials beyond authorized access, or perform regulated maintenance unless separately authorized, competent, and legally permitted.
Use suitable tools, personal protective equipment, fall protection, chemical handling, wastewater collection/disposal, and other hazard controls required for the job. Verify cold-weather/hangar needs, ventilation, cure/dry times, access and escort rules, and the aircraft's safe condition for the proposed work. The Vendor is responsible for its employer obligations and lawful waste handling. A customer's request or a coordinator's timing preference does not override these duties.
Biohazard, disinfection, disinsection, coating, and other specialized work must be separately assessed for legal authorization, qualifications, product/site approval, and insurance. Do not claim that a completed cleaning sterilizes the aircraft, guarantees a health outcome, or establishes fitness for flight unless a separately authorized and supportable scope expressly provides a relevant result.
7. Quality checks, records, and handover
Complete the agreed service and required initial/final appearance-condition records honestly. Record exceptions, unresolved stains or defects, approved deviations, material changes, products used where required, and the responsible person's signoff. Never mark work complete that was not performed. Notify the coordinator of anything the customer reasonably needs to know before handover.
These checks and signoffs document the cleaning/appearance service. They do not substitute for maintenance inspections, an airworthiness determination, or return-to-service approval. Escalate suspected technical damage to the operator and appropriately qualified personnel. Protect operational confidentiality when capturing or sharing photos.
For disinsection jobs, provide an accurate treatment record identifying the aircraft, date and place, method, treated areas, product and relevant identifiers, amount used, applicator and qualifications, and any required procedural or ventilation records. Live Takeoff LLC issues and sends the certificate to the customer based on the documented work. Do not pre-certify unfinished work, backdate treatment, substitute a different method on a record, or represent a single-flight aerosol treatment as a long-term residual treatment. Guidance, an assignment or a certificate template does not expand the applicator's legal authority or the product's permitted uses.
8. Insurance is a condition of accepting and performing work
Maintain the coverage and limits in the accepted Insurance Schedule for the work, territory, aircraft exposure, and relevant period. The named insured must be the business actually performing the work, with covered personnel and authorized subcontracting arrangements as required. Maintain legally required workers' compensation or an applicable approved lawful alternative; an unsupported declaration of exemption is insufficient.
Provide current certificates and the declarations/endorsements or broker confirmation reasonably needed to verify compliance. Identify Live Takeoff LLC as certificate holder and obtain actual additional-insured coverage on the appropriate liability policies where the schedule requires it. A certificate description alone does not create that coverage. Primary/noncontributory status and waivers of subrogation apply only where required by the approved schedule and actually supported by the policy/endorsement and law.
Notify LiveTakeoff promptly on learning of cancellation, lapse, nonrenewal, a material restriction, exhaustion, or other change affecting assigned work. Stop accepting/performing affected work until the issue is resolved or an authorized safe transition is arranged. Do not claim that an insurer promises advance notice unless the policy supports that promise. Provider notice is a separate contractual duty.
LiveTakeoff's receipt or review of evidence does not amend an insurance policy or excuse a deficiency. Insurance is not a limit on the Vendor's legal responsibility unless an express negotiated provision says so. Do not assume a customer's hull insurance, LiveTakeoff's insurance, or another vendor's insurance covers the Vendor's work.
9. Damage, injuries, security, and claims
Stop and make the situation safe when an incident or suspected damage is discovered. Promptly notify the appropriate operator/site/emergency authorities as required, LiveTakeoff, and the Vendor's insurer. Record facts, photos, affected persons/property, witnesses, and relevant work/products without speculation. Preserve records and evidence while prioritizing safety, required mitigation, lawful reporting, and necessary repairs.
Cooperate reasonably with investigations and claims. Do not conceal an incident, alter evidence, make unauthorized admissions on another party's behalf, agree to a settlement binding another party, or promise that insurance will pay. Follow policy conditions and coordinate with insurers before voluntary payments or settlements, except emergency measures that cannot reasonably wait. No provision bars protected communications with regulators, counsel, insurers, or authorities.
A routine quality refund and a damage settlement are different. Do not require a customer to waive an undisclosed damage claim to receive an agreed quality correction. Responsibility and insurance coverage are determined through the applicable contracts, facts, policies, and law.
10. Fees, invoices, quality concerns, and cancellations
The accepted job or commercial schedule states Vendor compensation, invoice requirements, payment timing, taxes, and any approved outside costs. No expense or price increase is payable merely because it was incurred without required authorization. Submit truthful invoices and sufficient completion documentation.
The Vendor must respond reasonably to documented service-quality concerns and proposed correction arrangements. A customer refund under LiveTakeoff's satisfaction policy does not automatically prove Vendor fault or create an unrestricted right to deduct any amount from unrelated Vendor invoices. Any rework obligation, chargeback, reserve, offset, or disputed-payment hold must follow the accepted commercial schedule, be supported by the relevant facts, and allow a reasonable opportunity to respond, subject to law.
Notify LiveTakeoff promptly if the Vendor cannot perform or must cancel. Protect the aircraft and records and support an orderly transition. These terms do not independently impose a cancellation penalty, fixed payment deadline or pay-if-paid condition, or guarantee minimum compensation; the accepted commercial terms govern those matters.
11. Confidentiality, data, and publicity
Use customer, aircraft, flight, job, access, price, and Platform information only to perform authorized work and meet lawful obligations. Restrict access to personnel who need it. Do not post aircraft photos, registrations, passenger details, customer names, or operational information publicly or use them for advertising without separate permission. Do not store passwords, access codes, or sensitive records on unsecured personal services.
Use approved tools to submit job records, retain information only as authorized or legally required, and report unauthorized disclosure promptly. Return or securely delete information at the end of authorized use, subject to legal holds and lawful retention. Necessary disclosures to insurers, counsel, regulators, and courts are permitted with appropriate safeguards. Where the Vendor processes personal data for a customer or LiveTakeoff, execute/accept the additional data terms required for that processing; these general confidentiality clauses do not automatically replace a required data-processing agreement.
12. Responsibility and indemnity
The Vendor is responsible for the acts and omissions of its personnel and subcontractors in performing its obligations. Subject to applicable law, it will indemnify LiveTakeoff and the specifically identified protected customer/site parties against third-party claims to the extent caused by the Vendor's negligent or wrongful performance, material breach of these terms, unlawful conduct, or failure to maintain required insurance.
This obligation includes covered claims for aircraft/property damage, bodily injury, and legally attributable employment or environmental claims arising from the Vendor's conduct. It does not require indemnification for the separate negligence or misconduct of the party seeking protection or for an amount that law prohibits shifting. Any separate duty to defend or allocation of defense costs must be stated in an expressly accepted agreement and remains subject to applicable law and the insurer's rights.
The protected party must give reasonable notice and cooperation. The Vendor and relevant insurer must have reasonable participation in defense and settlement, with separate counsel where a material conflict requires it. No settlement may bind, admit fault for, or impose an uncovered obligation on another party without appropriate consent. This clause does not expand insurer obligations. Any limitation concerning ordinary software access does not cap the Vendor's service liability or indemnity.
13. Verification, suspension, and ending participation
LiveTakeoff may request proportionate evidence of credentials, coverage, job records, and compliance, while respecting confidentiality and law. It may suspend new assignments or access for expired required insurance, unsafe work, material misrepresentation, security risk, legal requirements, or material breach. Give notice and a reasonable correction opportunity where appropriate; urgent safety or security action may be immediate.
Either party may end future participation by notice, subject to completing or safely transitioning accepted work and resolving accrued obligations. Confidentiality, lawful record retention, claims cooperation, payment for properly earned amounts, and applicable responsibility provisions survive as needed. Termination does not justify deleting evidence or withholding another party's aircraft/property.
14. Updates, governing terms, and notices
Material changes require a new recorded acceptance by an authorized Vendor representative before new work under the changed version. Existing jobs keep their accepted version unless a valid amendment is agreed. An accepted negotiated vendor agreement controls conflicting terms on its subject matter; these terms do not replace that agreement without a valid amendment.
These Vendor Terms and disputes arising from them are governed by Florida law, without displacing applicable mandatory law. Disputes may be brought in a court of competent jurisdiction, subject to any valid forum-selection agreement and applicable mandatory law. These terms do not require arbitration or waive a right to a jury trial or participation in a class proceeding. Send Vendor notices to the verified business contact in its account and LiveTakeoff notices to the approved operational/legal contact. Keep current details and a downloadable agreement copy.
Insurance requirements for each assignment
Before accepting or performing work, the Vendor must maintain insurance appropriate to the aircraft, services, personnel, territory and potential exposure, and satisfy the coverage and limits specified in writing for the assignment or vendor onboarding. Those requirements must be available to the Vendor and accepted before the work begins. A new or expanded service requires a coverage review before acceptance.
Required coverage includes aviation liability, protection appropriate to aircraft in the Vendor's care, custody or control (commonly addressed through hangarkeepers coverage), products and completed operations, and workers' compensation and employer liability as applicable to its personnel and jurisdiction. Vehicle, subcontractor, pollution, biohazard and specialist-service exposures must be addressed where relevant. A lawful workers' compensation exemption does not automatically satisfy a customer or airport requirement.
Provide current certificates and the relevant endorsements or other verified evidence of coverage. Live Takeoff LLC must be identified as an additional insured on appropriate liability policies as required in the accepted coverage requirements; a certificate-holder entry alone does not confer that status. Any primary/noncontributory or waiver-of-subrogation requirement must be expressly specified and supported by the applicable policy.
The parties must establish required limits, deductibles, covered operations and territories, additional insureds and evidence before assignment. These public terms do not invent a universal dollar limit or expand an insurer's obligations. The Vendor must report lapse, cancellation or material loss of required coverage promptly and must not accept or perform affected work without the required coverage. Insurance does not replace or cap the Vendor's underlying responsibilities.
