Terms of Service

Effective Date: March 16, 2026

These Terms of Service ("Terms") govern your use of COVENANT, the portfolio covenant monitoring platform operated by NO HUMAN NEARBY ("we," "us," or "our"). By using the Service, you agree to these Terms.

1. Description of Service

COVENANT is an AI-powered portfolio covenant monitoring tool that:

• Extracts and tracks financial covenants from loan agreements and credit facilities
• Monitors portfolio company compliance against covenant thresholds
• Analyzes financial statements for covenant testing and breach detection
• Generates professional compliance reports and alerts

2. No Financial, Legal, or Investment Advice

You acknowledge and agree that:

• No fiduciary, advisory, or attorney-client relationship is created by using this Service
• AI analysis may contain errors, omissions, or inaccuracies
• You remain solely responsible for all financial, legal, and investment decisions
• You should have qualified financial analysts and legal counsel review all covenant analyses before acting on them
• We do not guarantee the completeness or accuracy of any analysis

3. Accounts and Authentication

To use the Service, you must:

• Authenticate via Google OAuth
• Be authorized in our user database
• Provide accurate account information
• Maintain the security of your account

You are responsible for all activity under your account.

4. Subscription and Payment

The Service is offered under the following plans:

• Solo: $4,000/month for portfolio covenant monitoring and compliance tracking
• Founder License: Limited early-access licenses available at reduced rates for qualified firms
• Enterprise: Custom pricing for multi-fund firms with dedicated support and custom integrations

All fees are non-refundable unless otherwise stated in writing.

5. Acceptable Use Policy

This service is intended solely for legitimate business, legal, and financial purposes.

You agree NOT to:

• Upload malicious files, malware, or viruses
• Attempt to reverse-engineer or extract our AI models
• Use the Service for any illegal purpose
• Share your account with unauthorized users
• Attempt to circumvent security measures
• Resell or redistribute our analysis without permission
• Process documents related to illegal activity, fraud, money laundering, sanctions evasion, insider trading, CSAM, terrorism, or any activity prohibited by applicable law

You represent and warrant that all documents uploaded to the service are lawfully in your possession and that your use of the service does not violate any applicable law, regulation, or third-party right.

We reserve the right to suspend or terminate access immediately if we reasonably believe the service is being used in violation of this policy.

We implement reasonable technical safeguards including file type restrictions, audit logging, and rate limiting, but we cannot guarantee prevention of all misuse.

6. Your Content and Documents

You retain ownership of all documents you upload. By uploading documents, you grant us a limited license to process the document for analysis, store metadata, and generate reports. We do NOT claim ownership of your documents or analysis results.

7. Confidentiality

We understand you may upload sensitive and confidential financial documents. We commit to:

• Processing documents using local AI (not third-party cloud AI)
• Deleting uploaded documents within 24 hours of analysis
• Never selling or sharing your document contents with third parties
• Maintaining reasonable security measures

8. Data Protection and GDPR Rights

All data is processed locally on dedicated hardware. No client data is transmitted to third-party AI services.

• Right to Erasure: You may delete all your data at any time via the "Delete My Data" function or by contacting us
• Right to Portability: You may export all your data at any time via the "Export My Data" function
• Response Timeline: We will respond to data rights requests within 30 days

9. Disclaimer of Warranties

We do NOT warrant that:

• The Service will be uninterrupted or error-free
• AI analysis will be 100% accurate or complete
• The Service will meet your specific requirements
• Defects will be corrected

10. Limitation of Liability

Some jurisdictions do not allow limitation of liability for certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

11. Indemnification

You agree to indemnify and hold harmless No Human Nearby, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of the service, including but not limited to claims related to the documents you upload, the decisions you make based on the service's output, and any violation of this Acceptable Use Policy.

• Your use of the Service
• Your violation of these Terms
• Your violation of any third-party rights
• Any financial or legal decisions made based on our analysis

12. Law Enforcement Cooperation

We will cooperate with law enforcement agencies and comply with valid legal process (subpoenas, court orders) requiring disclosure of user data or activity logs.

We may report suspected illegal activity to appropriate authorities.

13. Termination

We may terminate or suspend your access to the Service for violation of these Terms, non-payment of fees, or at our sole discretion with 30 days notice. Upon termination, your right to use the Service ceases immediately.

14. Modifications to Terms

We may modify these Terms at any time. We will notify you of material changes via email or through the Service. Your continued use after changes constitutes acceptance of the modified Terms.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

You waive any right to participate in a class action lawsuit or class-wide arbitration.

16. Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.

17. Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and NO HUMAN NEARBY regarding the Service.

18. Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.