Terms of Service

These Terms of Service ("Terms") are a binding agreement between you and Contractive LLC ("Contractive," "we," "us," or "our") governing your access to and use of www.contractive.app, related account and download services, and the Contractive Core desktop application (collectively, the "Services"). By clicking to accept these Terms, creating or using an account, downloading Core, or using the Services, you agree to these Terms and acknowledge our Privacy Policy. If you do not agree, do not use the Services.

If you use the Services for an employer or other organization, you represent that you have authority to bind that organization, and "you" includes that organization. A signed order form, pilot agreement, or other written agreement with Contractive controls to the extent it expressly conflicts with these Terms.

Eligibility and accounts

You must be at least 18 years old and legally capable of entering a binding agreement. You must provide accurate account information, keep credentials and devices secure, promptly notify us of unauthorized use, and remain responsible for activity under your account. Accounts and entitlements may not be sold, shared, leased, or transferred without our written permission.

License and permitted use

Subject to these Terms and payment of any applicable fees, Contractive grants you a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to install and use Core and access the other Services solely for your internal business or professional purposes during your authorized term. Pilot, evaluation, preview, and beta access may be limited, modified, or discontinued at any time.

Contractive provisions Pilot access only after Contractive and the participating organization have signed a separate written pilot agreement identifying the authorized users, scope, term, fees (if any), and any customer-specific security or privacy requirements. Requesting or discussing a Pilot does not itself grant access.

You may not, and may not help another person to:

• Copy, resell, sublicense, rent, distribute, or commercially exploit the Services except as authorized in writing.
• Reverse engineer, decompile, disassemble, or attempt to discover source code or underlying models, except where applicable law expressly permits it.
• Bypass authentication, licensing, usage, integrity, or security controls.
• Probe, disrupt, overload, damage, or gain unauthorized access to the Services or related systems.
• Use the Services or outputs to develop, train, benchmark for publication, or improve a competing product without written permission.
• Remove proprietary notices or misrepresent the source, capabilities, or outputs of the Services.

Your contracts, content, and responsibilities

As between you and Contractive, you retain your rights in contracts and other content you process with Core. You represent that you have all permissions and lawful authority needed to possess and process that content. You are responsible for your inputs, instructions, review decisions, final language, exports, backups, and use or disclosure of outputs.

Ordinary Core analysis occurs locally and does not upload contract content to Contractive. If you intentionally send content to us through support, email, or a website form, you grant us permission to use it only as reasonably necessary to respond, provide the requested service, secure our systems, and comply with law. Do not send privileged contracts or sensitive data through website forms or ordinary email.

Local processing does not itself establish attorney-client privilege or confidentiality protection. You are responsible for device security, filesystem permissions, backups, exports, recipient access, and any legal or contractual restrictions that apply to your documents.

Acceptable use

You may not use the Services:

• For unlawful, fraudulent, harmful, deceptive, abusive, or infringing activity.
• To violate privacy, confidentiality, intellectual-property, export-control, sanctions, or other rights or laws.
• To generate or distribute malware, evade security controls, impersonate others, or facilitate unauthorized access.
• As the sole basis for a legal determination, regulated eligibility decision, or high-impact decision about another person.
• In a way that could subject Contractive or the Services to legal obligations not expressly accepted by us in writing.

Local processing and external services

Core processes contract content locally during ordinary use. Limited external connections support authentication, entitlements, model and application downloads, and updates. Website, authentication, contact, and conditional billing functions depend on third-party services. Their availability and handling of information are governed by their own terms and policies. Our Privacy Policy provides additional detail.

Fees, subscriptions, and taxes

Some pilots, subscriptions, or deployments may require payment under an order form, invoice, hosted checkout, or other agreed method. Stripe billing is not part of Core's local analysis workflow and may be used only where Contractive enables it for a purchase. Prices, billing periods, usage limits, renewal terms, and cancellation rights shown at purchase or in a written order are incorporated into these Terms.

You authorize applicable charges, including recurring charges disclosed before purchase, and are responsible for taxes other than taxes on Contractive's net income. Except where a written agreement or law requires otherwise, fees are non-refundable. You must contact us before renewal to cancel a subscription if no self-service cancellation method is provided. Failure to pay may result in suspension or termination.

Ownership and feedback

Contractive and its licensors own the Services, software, models, interfaces, documentation, branding, and related intellectual property. Except for the limited license above, no rights are granted by implication, estoppel, or otherwise. If you provide suggestions or feedback, you grant Contractive a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or compensation, without identifying you as the source.

Updates and service changes

We may provide updates, patches, replacements, or new versions and may change or discontinue features. Updates may be installed automatically according to application or administrator settings. We do not promise that every feature, model, integration, or version will remain available or compatible with every device, contract type, or jurisdiction.

Disclaimers

To the fullest extent permitted by law, the Services and all outputs are provided "as is" and "as available," with all faults and without warranties of any kind. Contractive disclaims all express, implied, statutory, and other warranties, including merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, availability, security, quiet enjoyment, and any warranty arising from course of dealing or usage of trade.

We do not warrant that the Services will be uninterrupted or error-free; that any issue will be detected; that an output will be legally correct, enforceable, or suitable; or that local processing, encryption, or any other safeguard will eliminate all risk of loss, disclosure, or unauthorized access. Some jurisdictions do not allow certain disclaimers, so some of the above may not apply to you.

Limitation of liability

To the fullest extent permitted by law, Contractive and its owners, officers, employees, contractors, affiliates, licensors, and service providers will not be liable for any indirect, incidental, special, exemplary, consequential, reliance, or punitive damages; loss of profits, revenue, business, opportunity, goodwill, or data; contract claims or missed issues; costs of substitute services; or unauthorized access, even if advised that such damages were possible.

To the fullest extent permitted by law, the aggregate liability of Contractive and those parties for all claims arising out of or relating to the Services or these Terms will not exceed the greater of $100 or the amount you paid Contractive for the Services during the 12 months before the event giving rise to the claim.

These limitations apply regardless of the theory of liability and even if a remedy fails of its essential purpose. They do not limit liability that cannot legally be limited or excluded.

Indemnification by business users

If you use the Services on behalf of a business or organization, to the extent permitted by law you will defend, indemnify, and hold harmless Contractive and its owners, officers, employees, contractors, and affiliates from third-party claims, damages, losses, liabilities, costs, and reasonable attorneys' fees arising from your content; your use or misuse of the Services or outputs; your violation of these Terms, law, or another person's rights; or a decision or agreement made in reliance on an output. We may control the defense and settlement of an indemnified claim, and you will reasonably cooperate. You may not settle a claim imposing liability or admissions on us without our written consent.

Suspension and termination

You may stop using the Services at any time. We may suspend or terminate access if you breach these Terms, fail to pay, create legal or security risk, misuse the Services, or if necessary to protect Contractive, users, or third parties. We may also discontinue a pilot or Service with reasonable notice where practical.

On termination, your license and access rights end, but provisions that by their nature should survive will survive, including ownership, disclaimers, liability limits, indemnification, and general terms. Termination does not automatically remove local application data or user-exported files from your device.

Changes to these Terms

We may update these Terms to reflect changes to the Services, law, or business practices. We will post the revised Terms and update the date above. If a change is material, we may provide additional notice where appropriate. Changes apply prospectively when effective. Your continued use after the effective date means you accept the revised Terms; if you do not agree, you must stop using the Services.

Virginia law and exclusive venue

Except to the extent applicable law does not permit it, these Terms and any dispute arising out of or relating to the Services are governed by the laws of the Commonwealth of Virginia, without regard to conflict-of-laws rules. You and Contractive irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in the Commonwealth of Virginia and waive objections based on inconvenient forum or lack of personal jurisdiction.

This section does not deprive a consumer of non-waivable protections provided by the law of the consumer's residence. Any signed pilot agreement or order form may identify a more specific Virginia court location.

General terms

These Terms, the Privacy Policy, and any applicable written order form are the entire agreement concerning the Services and replace prior discussions on that subject. If a provision is unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain effective. A waiver must be in writing and is not a continuing waiver. You may not assign these Terms without our written consent; we may assign them in connection with a merger, financing, reorganization, sale of assets, or by operation of law. There are no third-party beneficiaries. Headings are for convenience only. We are not liable for delay or failure caused by events beyond our reasonable control.

Contact

Questions about these Terms can be sent to [email protected].