Terms of Service

These Terms of Service (the "Terms") are a binding agreement between J. Martin Consulting LLC, a Michigan limited liability company (the "Company," "we," or "us"), and the person or organization using GovConDash.ai ("Customer" or "you"). They govern the govcondash.ai and incurredcostproposal.com websites, the dashboard, every subscription plan, the AI agents and workflows, the Workspace, the Research Reports store, and every other product or service we offer under the GovConDash.ai name (together, the "Services").

By creating an account, purchasing a plan or a report, or otherwise accessing or using the Services, you agree to these Terms and to our Privacy Policy. If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "Customer" means that entity. If you do not agree, you may not use the Services.

Contents

1. 1. Definitions
2. 2. Eligibility and Accounts
3. 3. Plans, Usage Limits and Support
4. 4. Fees, Billing and Cancellation
5. 5. Research Reports Store
6. 6. AI Features and Output
7. 7. Customer Data and Uploads
8. 8. Workspace, OneDrive Sync and the MCP Server
9. 9. GovCon Professionals and Client Companies
10. 10. Public Data and Third-Party Sources
11. 11. Regulatory Change Alerts and Email
12. 12. Acceptable Use
13. 13. Intellectual Property and Feedback
14. 14. Confidentiality
15. 15. Privacy and Security
16. 16. Term, Suspension and Termination
17. 17. Disclaimers
18. 18. Limitation of Liability
19. 19. Indemnification
20. 20. Government Users
21. 21. Export Control
22. 22. Changes to These Terms
23. 23. Governing Law and Venue
24. 24. General

1. Definitions

• Plan means a subscription tier of the Services: Free, Pro or Max, as described on the Pricing page.
• AI Features means every part of the Services that invokes a machine learning model, including the research agents, the Agentic Workflows Hub, the analysis memos, Ledger Scan, chart of accounts classification, Workspace assist, and any similar feature we add. The MCP Server is not an AI Feature: it invokes no model.
• MCP Server means the hosted, read-only Model Context Protocol endpoint through which a Connected Agent calls tools that read the Services, together with its sign-in and the Agent Keys that authorize it.
• Connected Agent means any AI assistant, application, automation or other software you authorize to call the MCP Server under your account, whether by signing in through it or with an Agent Key.
• Agent Key means a personal credential you create in your account settings that lets a Connected Agent call the MCP Server without signing in.
• Output means text, documents, tables, drafts, classifications, findings and other material generated by the AI Features for you.
• Customer Data means information you provide to the Services, including account and company details, the client companies you register, files you upload, prompts and questions you submit, and documents you save in the Workspace.
• Public Data means the regulations, decisions, filings, awards, notices, budget materials and other public records the Services collect from government and third-party sources and make available to every user. Public Data is not Customer Data.
• Research Report means a finished report offered for one-time purchase in the Research Reports store, together with its data workbook and any preview or sample.
• Order means a purchase of one or more Research Reports.

2. Eligibility and Accounts

• You must be at least 18 years old to use the Services.
• The Services are built for United States federal government contracting and are intended for business use by contractors and the professionals who advise them, not for personal or consumer use. If you use the Services from outside the United States, you are responsible for compliance with the laws that apply to you.
• You agree to provide accurate and complete registration information and to keep it current. The company identifiers you register (for example a UEI or a primary NAICS code) are used to personalize the Services, and personalization is only as accurate as those identifiers.
• An account is for one named person. You are responsible for safeguarding your credentials and for all activity under your account, and you must notify us promptly at support@govcondash.ai of any unauthorized use. Sharing credentials, or pooling one account across several people to avoid purchasing plans, is not permitted.
• At signup you select an account type: Government Contractor or GovCon Professional. Section 9 sets out the additional terms that apply to GovCon Professional accounts.
• We may refuse, suspend or terminate an account that is incomplete, inaccurate, or used in violation of these Terms.

3. Plans, Usage Limits and Support

3.1 Plans

The Services are offered under three Plans. The Free plan ($0 / month) includes the research library and one AI Feature, the Regulations Agent. The Pro plan ($99 / month) and the Max plan ($199 / month) unlock the full set of AI Features, the Workspace, exports and priority support. The features included in each Plan are listed on the Pricing page, which is incorporated into these Terms. We may add, change or retire features within a Plan; where a change materially reduces what a paid Plan includes, we will give notice under Section 22.

3.2 AI usage limits

AI Features are metered. The Free plan includes 1 AI agent run per rolling 7-day window, the Pro plan includes 100 AI agent runs per rolling 30-day window, and the Max plan includes 250 AI agent runs per rolling 30-day window. A run is one AI generation, such as a research agent question, a workflow execution, or a Workspace assist. Browsing the research library, keyword search and the decision readers do not consume runs. Unused runs do not roll over and are not refundable. Some AI Features and data surfaces are available only on paid Plans; a request that exceeds your Plan or your quota is refused rather than billed. We may adjust quotas, and will give notice under Section 22 before reducing the quota of a paid Plan.

3.3 Support

Free accounts receive community support. Pro and Max accounts receive priority support by email at support@govcondash.ai. We do not commit to a response time or a service level, and the Services may be unavailable during maintenance or for reasons outside our control.

3.4 Early access features

The Max plan may include early access to features that are still being developed. Early access features are provided as-is, may be incomplete, may change or be withdrawn without notice, and are excluded from any commitment in these Terms.

3.5 MCP Server limits

The MCP Server is included with the Pro and Max plans and is not available on the Free plan. Tool calls do not consume AI runs. They are limited to 60 calls a minute per account and to a daily allowance of 500 calls on the Pro plan and 1,250 calls on the Max plan, counted from 00:00 UTC. A call beyond a limit is refused, not billed. Section 8 sets out the other terms of the MCP Server.

4. Fees, Billing and Cancellation

• Payment processor. Paid Plans and Orders are billed through Stripe. Stripe collects and stores your payment details under its own terms and privacy policy; we never receive or store your full card number.
• Recurring charges. A paid Plan is a subscription billed monthly or yearly, as you choose at checkout. By subscribing you authorize us and Stripe to charge your payment method the Plan price at the start of each billing period, automatically, until you cancel. The current prices are $99 / month or $948 / year for Pro and $199 / month or $1,908 / year for Max.
• Cancellation. You may cancel at any time from the Stripe billing portal, reachable from the Billing tab of your dashboard. Cancellation stops future renewals. When your subscription ends, your account returns to the Free plan and keeps every Free feature; paid-only material such as Workspace documents is retained but inaccessible until you resubscribe or delete your account.
• Failed payments. If a renewal payment fails, your account returns to the Free plan. Reinstating a paid Plan requires a new checkout.
• Refunds. Subscription fees are non-refundable, and no refund or credit is given for a partial billing period, for unused AI runs, or for an account you delete before the period ends, except where the law requires otherwise. If you believe you were charged in error, contact support@govcondash.ai within 30 days of the charge.
• Price changes. We may change Plan prices. A price change takes effect at your next renewal after at least 30 days' notice by email; continuing your subscription after the effective date is acceptance of the new price.
• Taxes. Prices exclude sales, use, value-added and similar taxes. Where we are required to collect a tax, it is added to your charge.

5. Research Reports Store

The Research Reports store sells finished research documents for a one-time price. An Order is separate from a Plan: buying a report needs no account or subscription, and a subscription does not include the report library.

• Price and delivery. A downloadable report is $99 and a two-edition pair of the same quarter is $149, as shown in the catalog at the time of purchase. Download links are issued on the confirmation page as soon as payment clears and are also emailed to the address you give at checkout. A report prepared to order, such as the Company Market Intelligence Report, is delivered by download link and by email within 2 business days of purchase.
• Download links. A download link is valid for 30 days after purchase and for up to 25 downloads. Save the delivered files; after the link expires, re-delivery is at our discretion.
• License. On payment you receive a non-exclusive, non-transferable, perpetual license to use the delivered report and workbook for the internal business purposes of the purchasing organization. You may share it within that organization and with its professional advisers. You may not resell, sublicense, publish, post or otherwise redistribute the report or any substantial part of it, or remove its attribution, without our written consent. Brief quotations with attribution to GovConDash.ai are permitted.
• Refunds. Because a report is a digital good delivered immediately, an Order is final once its download link has been used. A refund request made before the first download, or for a report we failed to deliver, is considered case by case. Email support@govcondash.ai with your catalog number and the receipt email address. Once an Order is refunded, its download link stops working.
• Custom reports. A report prepared to order is built around the company you name at checkout from Public Data. You are responsible for naming the correct company, and we do not warrant that the public record for that company is complete.
• Content. Every figure in a report is computed from Public Data as of the date stated in the report. Reports are research and analysis, not advice, and Sections 6, 10 and 17 apply to them.
• NDC Status Reports. An NDC Status Report is the nontraditional defense contractor check for the one company you name at checkout, sold for $49. It is delivered as a private link to a report page, from which the PDF report and the Excel workbook download, and the link stays active for 365 days after purchase. Anyone holding the link can open the report, so share it only with people who should see it. The check runs the first time the report is opened and is kept as of that day; the report is not updated afterwards, and a later check is a new purchase. The Download links and Refunds terms above do not apply to it: an NDC Status Report is final once it has been opened, and a refund request before then, or for a report we failed to deliver, is considered case by case, after which the link stops working. It is a screen of Public Data, not a determination of nontraditional defense contractor status, not a certification and not a representation to the Government, and the License and Content terms above apply to it.

6. AI Features and Output

6.1 How the AI Features work

The AI Features send your prompts, the relevant Customer Data, and passages of Public Data to a third-party large language model provider (currently OpenAI) and return the model's response, organized and cited by the Services. The Services are designed to ground every answer in retrieved sources and to verify citations where they can, and to state when data is unavailable rather than invent it. Grounding is a design goal and a measured quality, not a guarantee.

6.2 Output may be wrong

Output can be inaccurate, incomplete, out of date, or miss a controlling rule, decision, deadline or fact. You must review Output, verify every citation, date, dollar figure and factual statement against the official source, and apply your own professional judgment before relying on it, filing it, sending it to a client or a contracting officer, or using it in a proposal, protest, claim, audit response or accounting decision.

6.3 Not professional advice

The Services, including all Output and Research Reports, are research and drafting aids. They do not constitute legal, accounting, auditing, tax, or contracting advice and do not create an attorney-client, accountant-client, or other professional relationship with the Company. No lawyer or accountant reviews Output before you receive it. Statistics about how a tribunal has decided a class of question describe the published record and predict nothing about any particular matter. Bid protest, claim, appeal and incurred cost proposal deadlines are short and unforgiving; the official regulation, solicitation or notice governs, never a date displayed by the Services. You remain solely responsible for your compliance with the FAR, DFARS, CAS, DCAA guidance and every other requirement that applies to you, and for consulting a qualified professional where the matter warrants it.

6.4 Ownership of Output

As between you and us, you own the Output generated for you, and we assign to you whatever right, title and interest we have in it, subject to the following: Output may incorporate Public Data that belongs to the public domain or to its publisher; Output that another customer generates from a similar prompt may be similar or identical, and you acquire no exclusive right in it; and you may not represent Output as human-authored professional work product or as reviewed by the Company.

6.5 Logging

Every AI run is logged with its task type, timing, model and token usage for metering, cost control, security and abuse prevention. Paid Plans can view and export their own log in the AI Audit Trail. The Privacy Policy describes what these logs contain and how long they are kept.

7. Customer Data and Uploads

• Ownership. You retain all rights in Customer Data. You grant us a non-exclusive, worldwide license to host, process, transmit, display and back up Customer Data solely to provide, secure and improve the Services and as otherwise permitted by these Terms and the Privacy Policy.
• Uploads. Several features accept files you upload, such as a chart of accounts, a general ledger, a subcontract or solicitation document, or a workflow attachment. You represent that you have the right to upload each file and to have it processed as described in Section 6.1. Uploaded files are processed to produce the requested analysis and are not retained as files. Results you save in the Workspace, and review decisions you record against a result (for example a Ledger Scan verdict), are retained as Customer Data.
• Restricted material. You must not upload or submit classified information; Controlled Unclassified Information, export-controlled technical data (ITAR or EAR), or source selection information unless you are authorized to disclose it to a commercial processor and have done what that authorization requires; protected health information; or any material you are prohibited from sharing under a contract, protective order, non-disclosure agreement or law. The Services are not a system of record for such material and are not certified to hold it.
• Data minimization. Do not include personal information about individuals beyond what the feature needs. A ledger or chart of accounts is analyzed by account and amount; names and identifiers of employees or vendors add nothing to the analysis and should be removed before upload where practical.
• Aggregated data. We may create and use aggregated or de-identified data derived from use of the Services, such as usage statistics and feature performance, provided it does not identify you or any individual.
• Backups and deletion. Customer Data is included in our routine backups. When you delete a Workspace document or your account, the live copy is removed as described in Section 16, and backup copies expire on our routine backup rotation.

8. Workspace, OneDrive Sync and the MCP Server

The Workspace, available on paid Plans, lets you save, resume, re-run and export AI documents. Workspace documents are Customer Data, are visible only to the account that created them, and are retained until you delete them, delete your account, or we terminate the account under Section 16.

OneDrive sync

• You may connect a Microsoft account so that your saved Workspace documents are filed as Word and Excel files in a folder named "GovConDash Workspace" in your own OneDrive. Connecting is optional and is done through Microsoft's own sign-in and consent screen; we never see your Microsoft password.
• You grant the Services delegated permission to read and write files in your OneDrive. We use that permission only to create the GovConDash Workspace folder and to create, update and rename the files the Services put there. The Services never delete a file from your OneDrive, including files they created.
• The access and refresh tokens Microsoft issues are stored encrypted and are removed when you disconnect the account, delete your GovConDash account, or when Microsoft revokes them. You can also revoke the app from your Microsoft account settings. A change to our encryption key can require you to reconnect.
• Your OneDrive and Microsoft account are governed by Microsoft's terms. We are not responsible for the availability of Microsoft services, for storage limits or policies on your account, or for files in your OneDrive after they are delivered.
• If your paid Plan ends, sync stops. Files already delivered stay in your OneDrive.

MCP Server and Connected Agents

• Read-only, as your account. Every MCP Server tool reads; none can change your account, your company profile or anything you have saved. Every call runs under the account that authorized it, and your Plan is checked on every call, so the tools stop when your paid Plan ends.
• You are responsible for your Connected Agents. A Connected Agent acts for you. Every call it makes counts as your use of the Services under these Terms, including Section 12, whether you directed that call or the agent made it on its own.
• Connected Agents are third parties. A Connected Agent and the company that provides it are not our service providers, and we do not control them. What a tool returns, which can include your company profile, your contracts, your Partner Pipeline, your Agency Watchlist and, when the agent asks for them, the notes you typed there, is delivered to the Connected Agent at your direction. From that point the agent provider's own terms and privacy policy govern it, not these Terms. Choose and configure your Connected Agents accordingly.
• Answers your agent writes are not Output. Each tool result carries its sources. A Connected Agent may summarize, combine, misread or misstate what a tool returned, and the answer it writes is its own, not Output of the Services. Sections 6.2, 6.3, 10 and 17 apply to every tool result, and you must verify what your agent tells you against the cited source.
• Agent Keys are credentials. An Agent Key is shown once, when you create it. Treat it like a password: keep it out of shared or public code, repositories and documents, and use it only for your own Connected Agents. You may hold up to 5 active Agent Keys. Section 2 applies to them as it applies to your password.
• Disconnecting. You can disconnect any signed-in Connected Agent and revoke any Agent Key from your account settings at any time; it stops working on its next call. We may revoke a sign-in or an Agent Key that we believe is compromised or used in breach of these Terms.
• Changes. We may add, change or retire tools, change what a tool returns, and adjust the limits in Section 3.5, subject to the notice Section 3.2 gives for a reduction to a paid Plan.

9. GovCon Professionals and Client Companies

A GovCon Professional account (for example a consultant, attorney, accountant, auditor or contracts manager) can add companies to its roster and view the Services through the lens of the active company. A roster company can be a current client, a prospect you hope to win, a competitor, a teaming partner, or any other contractor you want to understand. The following additional terms apply.

• A roster company is a lens over Public Data. What the Services assemble about a roster company comes from Public Data, such as its SAM.gov registration, its USAspending awards and the published decisions and notices that name it, together with whatever you enter. Adding a company is not a representation to us that you represent it, and we do not verify any engagement. The roster and the records you create about a company are Customer Data and are visible only to your account.
• The roster company is not a party. Adding a company to your roster gives that company no rights under these Terms, no access to your account and no notice, and gives you no right against that company. The Services show what the public record shows about it, subject to Section 10.
• Your obligations are yours. You are responsible for complying with the professional, contractual and ethical obligations that apply to your own engagements, including any confidentiality, conflict-of-interest or non-solicitation duty you owe, and for how you use what you learn through the Services.
• Your work product is yours. You, not the Company, are responsible for the advice, proposals, deliverables and filings you provide to clients and prospects, including any Output you incorporate in them. Section 6.3 applies to their reliance as it applies to yours, and your clients and prospects are not third-party beneficiaries of these Terms.

10. Public Data and Third-Party Sources

The Services collect and organize public records from government and third-party sources, including the Electronic Code of Federal Regulations and the Federal Register, USAspending.gov, SAM.gov, SEC EDGAR, the decisions of the Government Accountability Office, the Armed Services Board of Contract Appeals, the Civilian Board of Contract Appeals, the Court of Federal Claims and the SBA Office of Hearings and Appeals, DCAA audit guidance, acquisition.gov, the Department of War budget materials, govinfo.gov, reginfo.gov, the Census Bureau NAICS classification, CourtListener, and the Cyber AB assessor directory.

• Public Data is provided as-is and as published. A source may lag, correct itself, remove a document, or publish an incomplete record, and the Services reflect that. We do not warrant that any corpus is complete or current, and a decision, filing or notice missing from the Services is not evidence that it does not exist.
• Derived fields (for example a decision's outcome, an issue classification, a protest deadline, a due date, a size status or a matched opportunity) are computed from the published record by rules or models and may be wrong. The official source governs.
• Public Data remains subject to the terms of its publisher. Government works are generally in the public domain; third-party sources may impose their own conditions, which you must respect.
• The organization, selection, indexing, analysis, graphs, embeddings and presentation of Public Data within the Services are our work and are protected under Section 13.
• The Services are not affiliated with, endorsed by, or acting for any government agency, tribunal or court.

11. Regulatory Change Alerts and Email

• The weekly regulatory change digest is opt-in. It reports changes the Services detected in the regulations you follow and, where enabled, opportunities matched to your company. You can turn it off from your account settings or through the unsubscribe link in any digest.
• Detection depends on the published source and on our refresh schedule. The digest is not a guarantee that you will be notified of every change that affects you, and it is not a substitute for monitoring the Federal Register and your contracts.
• We also send transactional email you cannot opt out of while you hold an account, such as verification, password reset, receipts, and notices required by these Terms.

12. Acceptable Use

You may not, and may not permit anyone else to:

• Scrape, crawl, bulk-download or systematically extract Public Data, Output, or any corpus, index, graph or dataset from the Services, whether by script, browser automation, API replay or otherwise, beyond the exports the Services expressly provide. Using the MCP Server as documented is permitted; using it, or several accounts or Agent Keys, to page through and reconstruct a corpus, index or dataset is not.
• Use the Services or any data obtained from them to build, train or improve a competing product, dataset, index or model.
• Circumvent, probe or overload any quota, rate limit, entitlement gate, authentication, encryption or other technical control, or access any account, data or area of the Services you are not authorized to access.
• Reverse engineer, decompile or attempt to derive the source code, prompts, models or architecture of the Services except where the law forbids this restriction.
• Resell, rent, lease, timeshare or offer the Services as a service bureau, or share one account across multiple people, including by connecting the MCP Server to an application, automation or agent that serves people other than you.
• Upload malicious code or content, or content that infringes another's rights, violates a law or a court order, or breaches Section 7.
• Use Output to mislead a tribunal, agency, client or counterparty, including by presenting unverified citations as verified or Output as professionally reviewed.
• Remove, obscure or alter any proprietary notice, attribution or disclaimer.
• Conduct security testing of the Services without our prior written authorization. Good-faith vulnerability reports are welcome at support@govcondash.ai.

We may monitor use of the Services for compliance and may throttle, suspend or terminate access that violates this Section.

13. Intellectual Property and Feedback

• The Services, including all software, prompts, models, curated matrices and catalogs, analyses, knowledge graphs, designs, text, graphics, trademarks and the selection and arrangement of Public Data, are owned by the Company or its licensors and are protected by intellectual property laws. Except for the licenses expressly granted in these Terms, no right is granted to you.
• Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes during the term of your account or Plan.
• Public pages of the site, such as decision pages, the blog and the report catalog, may be read without an account. Reading them is subject to these Terms and to Section 12.
• If you send us suggestions, ideas or other feedback about the Services, you grant us a perpetual, irrevocable, royalty-free license to use it without obligation to you.
• If you believe content on the Services infringes your copyright, send a notice with the information required by 17 U.S.C. 512(c)(3) to support@govcondash.ai.

14. Confidentiality

Each party will use reasonable care to protect the other's non-public information that is marked or would reasonably be understood to be confidential, and will use it only to perform under these Terms. This obligation does not apply to information that is or becomes public without breach, was already known to the receiving party, is independently developed, or is rightfully received from a third party, and it does not restrict disclosure required by law or legal process, provided the disclosing party is notified where lawful. Public Data is not confidential information of either party. We treat Customer Data as your confidential information.

15. Privacy and Security

• Our collection and use of personal information is described in the Privacy Policy, which is part of these Terms.
• We maintain administrative, technical and physical safeguards appropriate to the Services, including encrypted connections, hashed credentials, encrypted storage of third-party tokens, rate limiting, role-based access and an audit trail of AI activity. No system is perfectly secure, and you are responsible for the security of the devices and networks you use to reach the Services.
• You can export your Workspace documents and your AI Audit Trail from the dashboard while your Plan includes them, and you can delete your account at any time from the account settings.

16. Term, Suspension and Termination

• These Terms apply from your first use of the Services and continue while you hold an account or an Order.
• By you. You may stop using the Services at any time and may delete your account from the account settings. Deleting your account cancels any active subscription immediately, without a refund of the remaining period, and removes your profile, company details, client companies, Workspace documents and their revisions, OneDrive connection and sync records, MCP Server sign-ins, Agent Keys and tool call log, AI logs and analytics events. We keep a record of the deletion, and we keep Order and payment records as required for tax, accounting and legal purposes.
• By us. We may suspend or terminate your access, with notice where practicable, if you materially breach these Terms, if your use creates a security, legal or operational risk, if a payment is not made, or if we discontinue the Services. Where we terminate a paid Plan without cause, we will refund the unused portion of the current billing period.
• Survival. Sections 5 (the license and refund terms), 6.3, 6.4, 7, 10, 13, 14, 17, 18, 19, 23 and 24, and any other provision that by its nature should survive, survive termination.

17. Disclaimers

THE SERVICES, PUBLIC DATA, OUTPUT AND RESEARCH REPORTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND UNINTERRUPTED OR ERROR-FREE OPERATION. THE COMPANY DOES NOT WARRANT THAT OUTPUT OR ANY DERIVED FIELD IS ACCURATE, COMPLETE OR CURRENT, THAT ANY CORPUS CONTAINS EVERY PUBLISHED RECORD, THAT ANY DEADLINE OR DUE DATE SHOWN IS CORRECT, OR THAT USE OF THE SERVICES WILL RESULT IN COMPLIANCE WITH ANY REGULATION, A SUCCESSFUL PROPOSAL, PROTEST, CLAIM OR AUDIT, OR ANY PARTICULAR OUTCOME. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.

18. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• THE COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST CONTRACTS OR AWARDS, LOST DATA, BUSINESS INTERRUPTION, OR REGULATORY OR COMPLIANCE PENALTIES, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• THE COMPANY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO THE COMPANY FOR THE SERVICES IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND (B) ONE HUNDRED U.S. DOLLARS ($100).
• THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THEY DO NOT LIMIT LIABILITY THAT CANNOT BE LIMITED BY LAW.

19. Indemnification

You will defend, indemnify and hold harmless the Company and its members, managers, employees and contractors from and against any claim, demand, loss, liability, damage, penalty, cost or expense, including reasonable attorneys' fees, arising out of or relating to Customer Data or any file you upload; your use of Output, including any filing, proposal, claim, protest, audit response, financial statement or advice that incorporates it; your breach of these Terms or of Sections 7, 9 or 12 in particular; or your violation of any law or of the rights of a third party, including a client, a counterparty or a government agency. We will notify you promptly of any such claim and may participate in the defense with counsel of our choosing at our own expense.

20. Government Users

The Services are commercial products and commercial computer software documentation developed exclusively at private expense. If you are an agency or instrumentality of the United States Government, the Services are provided under these Terms as commercial items in accordance with FAR 12.212 and DFARS 227.7202, and the Government acquires only the rights set out in these Terms. Nothing in these Terms is a representation that the Services meet any requirement for the handling of government information.

21. Export Control

You represent that you are not located in, and are not a national of, a country or region subject to comprehensive U.S. sanctions, and that you are not on any U.S. Government restricted party list. You will comply with U.S. export control and sanctions laws in your use of the Services and will not upload or submit export-controlled technical data except as permitted by Section 7.

22. Changes to These Terms

We may revise these Terms from time to time. The effective date at the top of this page shows the current version. For a change that materially reduces your rights or increases your obligations, we will give paid account holders at least 30 days' notice by email to the address on the account or by a prominent notice in the dashboard before it takes effect; other changes take effect when posted. Your continued use of the Services after a change takes effect is acceptance of the revised Terms. If you do not agree to a change, stop using the Services and cancel your Plan before the change takes effect.

23. Governing Law and Venue

These Terms are governed by the laws of the State of Michigan, without regard to its conflict of laws rules, and the United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute arising out of or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in Oakland County, Michigan, and each party consents to the personal jurisdiction of those courts. Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

24. General

• Entire agreement. These Terms, the Privacy Policy, and the Pricing page and report catalog as they read at the time of a purchase, are the entire agreement between you and the Company about the Services and supersede all prior agreements and understandings on that subject.
• Assignment. You may not assign or transfer these Terms without our written consent. We may assign them in connection with a merger, acquisition, reorganization or sale of assets, or to an affiliate, on notice to you.
• Severability. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and the remainder will remain in effect.
• Waiver. A failure to enforce a provision is not a waiver of it.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of a third-party model provider, payment processor, cloud host, government data source or Microsoft service, other than an obligation to pay.
• Notices. Notices to us must be sent to support@govcondash.ai. Notices to you are sent to the email address on your account or posted in the dashboard.
• Publicity. We will not name you as a customer in marketing materials without your consent.
• No third-party beneficiaries. These Terms create no rights in any person other than you and the Company, including your clients and their counterparties.
• Independent contractors. The parties are independent contractors; these Terms create no partnership, agency or joint venture.

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