Terms, privacy and security.

Important notice

THESE TERMS CONTAIN IMPORTANT PROVISIONS THAT AFFECT YOUR LEGAL RIGHTS, INCLUDING AN ASSIGNMENT OF FEEDBACK (SECTION 6), A WAIVER OF COMPENSATION AND OWNERSHIP CLAIMS (SECTION 6), CONSENT TO MONITORING (SECTION 8), DISCLAIMERS OF WARRANTIES (SECTION 11), AND LIMITATIONS OF LIABILITY (SECTION 12).

Acceptance; Eligibility; Authority

1.1 Eligibility. The Platform is a business tool offered solely for commercial use by subscribers and by prospective subscribers evaluating it. You represent that you are at least eighteen (18) years of age, that you are legally capable of entering into binding contracts, and that your access has been authorized by Provider either under a subscription between Provider and you or your Organization (a “Subscription”) or as a pre-purchase demonstration of the Platform (“Demo Access,” described in Section 7.3).

1.2 Authority; Entity Users. If you access the Platform on behalf of a company or other legal entity (your “Organization”), you represent that you have authority to bind that Organization to these Terms, in which case “User” includes both you individually and your Organization. Each individual using a seat must separately accept these Terms.

1.3 Relationship to Signed Agreements. If you or your Organization has executed an order form, subscription agreement, Access and Confidentiality Agreement, or other signed agreement with Provider (a “Signed Agreement”), the Signed Agreement and these Terms are intended to be read together and cumulatively; the protections in each supplement the other. In the event of a direct and irreconcilable conflict, the Signed Agreement controls as to the conflicting term.

1.4 Electronic Agreement. You consent to contracting electronically. Your electronic acceptance (including click-acceptance and access logs) constitutes your signature and satisfies any requirement that these Terms be in writing under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state equivalents (including UETA as adopted).

Definitions

“Platform” means Provider’s proprietary construction and development intelligence software-as-a-service offering, in any form or environment (including any website, application, dashboard, feed, map, API, database, or export), together with all Platform Data, software, designs, interfaces, documentation, and related services, in each case including all demonstration, staging, and production versions.

“Platform Data” means all data, datasets, records, scores, signals, classifications, categorizations, timelines, project and entity registries, attributions, aliases, enrichments, analyses, visualizations, and other content made available on or through the Platform, including the selection, coordination, arrangement, and presentation thereof, and all compilations and derivatives of any of the foregoing. Platform Data includes content derived in part from public records; the compilation, structure, enrichment, verification, scoring, and methodology applied to such records are proprietary to Provider.

“Confidential Information” means the Platform, the Platform Data, all non-public information concerning the Platform’s methodology, data sources, source weighting, scoring, architecture, roadmap, pricing, performance, and security, all access credentials, and any other information disclosed by Provider that a reasonable person would understand to be confidential, whether or not marked. Confidential Information does not include information that (a) is or becomes publicly available through no breach of these Terms; (b) was lawfully known to you without restriction before disclosure; (c) is lawfully received from a third party without restriction; or (d) is independently developed by you without use of or reference to Confidential Information, as evidenced by written records. Individual facts drawn from public records are not themselves Confidential Information; Provider’s selection, compilation, enrichment, and presentation of them are.

“Feedback” means any suggestions, ideas, comments, bug reports, feature requests, test results, impressions, evaluations, or other input relating to the Platform, in any form, provided by or on behalf of you.

Limited License; Reservation of Rights

3.1 License Grant. Subject to your continuous compliance with these Terms, Provider grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, during your Subscription term or Demo Access period, to access and use the Platform, and to view Platform Data within the Platform’s interface, solely for your internal business purposes (and, during Demo Access, solely to evaluate whether to purchase a Subscription) and for no other purpose.

3.2 Reservation. The Platform and Platform Data are licensed for limited viewing, not sold, transferred, or disclosed for reuse. All rights not expressly granted are reserved by Provider. No license or other right is granted by implication, estoppel, exhaustion, or otherwise. Nothing in these Terms transfers any ownership interest of any kind to you.

Use Restrictions (Anti-Replication and Anti-Theft)

4.1 Prohibited Conduct. You shall not, and shall not permit, encourage, or assist any person or system to, directly or indirectly:

(a) copy, download, export, extract, scrape, crawl, spider, harvest, mirror, cache, record, screenshot at scale, transcribe, or otherwise capture the Platform or any Platform Data, in bulk or systematically, by any means (manual, automated, scripted, or otherwise), except for de minimis, incidental copying inherent in ordinary browser use;

(b) reproduce, distribute, publish, display, disclose, sell, resell, rent, lease, lend, syndicate, or otherwise make available the Platform or any Platform Data to any third party, or use Platform Data in any product, service, publication, dataset, report, or deliverable furnished to any third party;

(c) build, train, augment, validate, fine-tune, or improve any database, dataset, model (including any machine-learning or artificial-intelligence model), index, algorithm, or product or service using the Platform or any Platform Data, or use the Platform or Platform Data to develop, inform, or assist any product or service that competes with, substitutes for, or replicates any aspect of the Platform;

(d) reverse engineer, decompile, disassemble, decode, translate, or otherwise attempt to derive or discover the source code, underlying structure, schemas, queries, data sources, source lists, weighting, scoring formulas, methodology, or algorithms of the Platform, except solely to the extent such restriction is prohibited by applicable law and then only after written notice to Provider;

(e) probe, scan, or test the vulnerability of the Platform; circumvent, disable, or interfere with any access control, rate limit, authentication, encryption, monitoring, or other security or technical measure; or access any account, data, or system you are not expressly authorized to access;

(f) conduct, publish, or disclose to any third party any benchmark, performance evaluation, accuracy assessment, or comparative analysis of the Platform without Provider’s prior written consent;

(g) remove, alter, or obscure any proprietary notice, watermark, identifier, or attribution;

(h) share, transfer, or permit use of your credentials by any other person; access the Platform through more than the seat(s) assigned to you; or use another person’s credentials;

(i) use the Platform or Platform Data for any unlawful purpose, in violation of any third party’s rights, or to make automated or consequential decisions about any individual; or

(j) attempt, solicit, or facilitate any of the foregoing.

4.2 No Archival Rights. Upon any termination or suspension, or upon Provider’s request at any time, you shall permanently delete all Platform Data and Confidential Information in your possession or control, in every form and location (including notes, exports, screenshots, and derived work product), and shall certify such deletion in writing upon request. Limited retention of automatic system backups is permitted solely until routine deletion, and remains subject to these Terms for so long as retained.

4.3 Remedial Acknowledgment. You acknowledge that the restrictions in this Section 4 are reasonable and necessary to protect Provider’s legitimate business interests, including its trade secrets and the substantial investment embodied in the Platform, and that they apply regardless of the quantum of data viewed or captured.

Intellectual Property; Trade Secrets

5.1 Ownership. As between the parties, Provider owns and retains all right, title, and interest in and to the Platform and Platform Data, including all intellectual-property rights therein (including copyright in the Platform’s software, interfaces, and the original selection, coordination, and arrangement of Platform Data; database and compilation rights; trademarks; and trade secrets), and including all modifications, enhancements, and derivative works, whether or not suggested by Feedback.

5.2 Trade Secrets. You acknowledge that the Platform’s data-source inventory, collection and normalization methods, entity-resolution and attribution methodology, scoring and classification logic, and the compiled and enriched Platform Data constitute trade secrets of Provider under the federal Defend Trade Secrets Act (18 U.S.C. § 1836 et seq.) and applicable state trade-secret law, that Provider takes reasonable measures to maintain their secrecy (including these Terms, access controls, and monitoring), and that they derive independent economic value from not being generally known. Misappropriation may subject you to civil liability, including exemplary damages and attorneys’ fees, and, where applicable, criminal penalty.

5.3 DTSA Notice of Immunity (18 U.S.C. § 1833(b)). Notwithstanding anything to the contrary: an individual shall not be held criminally or civilly liable under any federal or state trade-secret law for the disclosure of a trade secret that (a) is made in confidence to a federal, state, or local government official, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; or (b) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation for reporting a suspected violation of law may disclose the trade secret to their attorney and use it in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose it except pursuant to court order.

5.4 Public Records. Nothing in these Terms restricts you from independently obtaining information directly from public sources through your own means, provided that you do not use the Platform or Platform Data to identify, locate, target, prioritize, or reconstruct such information.

Feedback; No Compensation or Ownership Claims

THIS SECTION CONTAINS AN ASSIGNMENT AND A WAIVER. PLEASE READ IT CAREFULLY.

6.1 Voluntary, Uncompensated Contributions. Any advice, input, suggestion, feedback, or other contribution you provide is given entirely voluntarily, at your own initiative, and without compensation of any kind. No contribution creates any entitlement to continued access, future access, particular features, particular pricing, or any payment, credit, or benefit.

6.2 Feedback Assignment. You hereby irrevocably assign to Provider all right, title, and interest in and to all Feedback, effective upon creation, without compensation, attribution, accounting, or further action by either party, and waive (or, where waiver is not permitted, agree not to assert) any moral rights therein. To the extent any Feedback is not assignable by law, you grant Provider a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, transferable license to use, reproduce, modify, distribute, commercialize, and otherwise exploit such Feedback for any purpose. Provider has no obligation to use, respond to, or preserve any Feedback, and may use Feedback without restriction. You represent that your Feedback is your own and does not knowingly incorporate any third party’s confidential information.

6.3 No Interest in the Platform. Nothing in your use of the Platform, and no advice, input, Feedback, or other contribution however significant, grants you or your Organization any right, title, equity, ownership, security, revenue share, royalty, commission, or other interest of any kind in the Platform, the Platform Data, Provider’s business, or the proceeds of any sale, merger, acquisition, financing, licensing, or other disposition of any of them, whether occurring during or after your use of the Platform.

6.4 Waiver of Contribution Claims. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU IRREVOCABLY WAIVE, RELEASE, AND AGREE NOT TO ASSERT ANY CLAIM THAT YOUR USE OF THE PLATFORM, ADVICE, INPUT, FEEDBACK, OR OTHER CONTRIBUTION ENTITLES YOU TO COMPENSATION, EQUITY, CREDIT, OR ANY OTHER REMUNERATION OR INTEREST, UNDER ANY THEORY, INCLUDING CONTRACT, IMPLIED CONTRACT, QUANTUM MERUIT, UNJUST ENRICHMENT, PROMISSORY ESTOPPEL, JOINT AUTHORSHIP, JOINT INVENTORSHIP, OR PARTNERSHIP.

6.5 No Employment or Partnership. Nothing in these Terms creates any employment, agency, partnership, joint-venture, franchise, or fiduciary relationship between you (or your Organization) and Provider, and neither party has authority to bind the other. Access confers no status as employee, contractor, or agent, and no entitlement to wages or benefits.

6.6 Employer Non-Claim. If you use the Platform in connection with your employment, you represent that your use is permitted by your employer, and you agree, on behalf of yourself and (to the extent of your authority) your employer, that neither you nor your employer acquires any right or interest described in Section 6.3 by reason of your use or any contribution you provide. Your obligations under these Terms are personal to you in addition to binding your Organization.

6.7 Platform Updates. Provider continuously updates the Platform. Features, data coverage, sources, and presentation may change over time as public records and Provider’s methods evolve.

Accounts; Credentials; Security

7.1 Credentials. Access is by individual credentials assigned to your seat(s). You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. You shall notify Provider immediately of any suspected unauthorized access or credential compromise.

7.2 Suspension. Provider may suspend or restrict access immediately, with or without notice, upon any suspected breach of these Terms, suspected credential compromise, security risk, or unusual usage pattern, pending investigation.

7.3 Demo Access. Provider offers Demo Access so prospective subscribers can evaluate the Platform before purchasing. Demo Access is provided for the period and the scope (including geographies, facility types, seats, and features) that Provider sets, which may be narrower than a Subscription. Demo Access creates no obligation on you to purchase and no obligation on Provider to offer a Subscription. Platform Data viewed during Demo Access is subject to every restriction in these Terms, and when Demo Access ends without converting to a Subscription, Section 4.2 applies.

Consent to Monitoring, Logging, and Analytics

8.1 Monitoring. You acknowledge and agree that Provider may log, monitor, record, and analyze your access to and use of the Platform, including authentication events, pages and records viewed, queries, clicks, session duration, session replay (with content masking), device and network metadata, and export or copy attempts, using Provider’s own systems and third-party analytics processors. Provider uses this information to operate, secure, and improve the Platform; to enforce these Terms (including detecting scraping, bulk capture, and credential sharing); and as evidence in any proceeding. You represent that you have provided any notice to, and obtained any consent from, your Organization or others required for such monitoring in connection with your use.

8.2 Privacy. Provider’s handling of personal information is described in its Privacy Policy, which is incorporated by reference. Where these Terms and the Privacy Policy conflict with respect to personal information, the Privacy Policy controls.

Nature of Platform Data; No Professional Advice

9.1 Indicative Signals. Platform Data is assembled from public filings, registries, and records and from Provider’s analysis of them. Signals, scores, classifications, statuses, locations, and attributions indicate potential activity and are estimates and inferences, not verified facts. Platform Data may be incomplete, inaccurate, outdated, duplicative, mis-attributed, or subject to revision, and proximity-based or inferred associations may associate records with projects or entities to which they do not in fact relate. Provider does not verify underlying government records.

9.2 No Advice; No Consumer Reporting. Platform Data is provided for general business-intelligence purposes only and does not constitute legal, financial, investment, engineering, or other professional advice, and is not a recommendation to take or refrain from any action. You are solely responsible for independently verifying any Platform Data before relying on it. The Platform is not a “consumer reporting agency” and Platform Data does not constitute “consumer reports” under the Fair Credit Reporting Act; you shall not use Platform Data to determine any person’s eligibility for credit, insurance, employment, housing, or any other purpose regulated by the FCRA or analogous state laws.

Confidentiality

10.1 Obligations. You shall (a) hold Confidential Information in strict confidence; (b) not disclose it to any person other than those of your Organization’s personnel who have a need to know it for the permitted purpose and who are bound by confidentiality obligations at least as protective as these Terms (for whose compliance you remain responsible); (c) use it solely for the purpose permitted under Section 3.1; and (d) protect it with at least the degree of care you use for your own confidential information, and no less than reasonable care. The existence and terms of your Demo Access or Subscription, of any Signed Agreement, and of Provider’s roadmap and pricing are themselves Confidential Information.

10.2 Compelled Disclosure. If you are legally compelled to disclose Confidential Information, you shall (to the extent legally permitted) give Provider prompt written notice and reasonable cooperation so Provider may seek protective treatment, and shall disclose only the portion legally required. Nothing in these Terms limits any right protected by Section 5.3 or by law to communicate with government agencies.

10.3 Duration. Confidentiality obligations survive termination of these Terms for five (5) years, except that obligations with respect to trade secrets survive for so long as the information remains a trade secret under applicable law.

Disclaimer of Warranties

11.1 AS IS. THE PLATFORM AND PLATFORM DATA ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, AVAILABILITY, OR UNINTERRUPTED OR ERROR-FREE OPERATION, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. NO ADVICE OR INFORMATION OBTAINED FROM PROVIDER OR THE PLATFORM CREATES ANY WARRANTY.

11.2 Jurisdictional Savings. Some jurisdictions do not allow the exclusion of certain warranties; to that extent, the above exclusions apply to the maximum extent permitted, and any non-excludable warranty is limited in duration to thirty (30) days from first access.

Limitation of Liability

12.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR ANTICIPATED SAVINGS, OR FOR BUSINESS DECISIONS MADE IN RELIANCE ON THE PLATFORM OR PLATFORM DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM, UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

12.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS ACTUALLY PAID BY YOU TO PROVIDER FOR THE PLATFORM IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

12.3 Carve-Outs; Savings. Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for a party’s fraud or willful misconduct. The limitations in this Section 12 do not limit your liability for breach of Sections 4 (Use Restrictions), 5 (Intellectual Property; Trade Secrets), 6.2–6.4 (Feedback; Waivers), or 10 (Confidentiality), or your indemnification obligations. Each provision of Sections 11 and 12 allocates risk between the parties, is severable, and applies even if a limited remedy fails of its essential purpose.

Indemnification

You shall defend, indemnify, and hold harmless Provider and its owners, affiliates, and successors from and against all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to (a) your breach of these Terms; (b) your use or disclosure of the Platform or Platform Data in violation of these Terms or law; (c) your Feedback, to the extent it infringes or misappropriates a third party’s rights; or (d) any claim by your Organization or employer relating to your use of the Platform.

Term; Termination; Survival

14.1 Term. These Terms are effective upon your first acceptance or access, whichever is earlier, and continue for your Demo Access period and any Subscription term (including renewals) unless terminated earlier under this Section 14. If Demo Access converts to a Subscription, these Terms continue to apply without re-acceptance.

14.2 Termination. Provider may end Demo Access at any time, with or without notice. Provider may suspend or terminate any access immediately, with or without notice, upon your breach of these Terms or of any Signed Agreement. Otherwise, termination of a Subscription is governed by your Signed Agreement. You may stop using the Platform at any time.

14.3 Effect. Upon termination: your license ends immediately; you shall cease all access and use; and you shall delete and certify deletion of Platform Data and Confidential Information as provided in Section 4.2.

14.4 Survival. Sections 2, 4.1–4.3, 5, 6.2–6.6, 8.1 (as to collected records), 9, 10, 11, 12, 13, 14.3–14.4, 15, and 16 survive any termination or expiration of these Terms.

Injunctive Relief; Enforcement

15.1 Irreparable Harm. You acknowledge that any breach or threatened breach of Sections 4, 5, 6.2, or 10 would cause Provider irreparable harm for which monetary damages would be inadequate and difficult to ascertain. Provider is therefore entitled to seek immediate injunctive and other equitable relief, in any court of competent jurisdiction, without the necessity of posting bond or other security (or, if a bond is required, in the minimum amount permitted) and without proving actual damages, in addition to all other remedies at law or in equity, which are cumulative.

15.2 Fees. In any action or proceeding to enforce or interpret these Terms, the substantially prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs, in addition to any other relief awarded.

Governing Law; Venue

16.1 Governing Law. These Terms and all disputes arising out of or relating to them or the Platform are governed by the laws of the State of Colorado and applicable federal law, without regard to conflict-of-laws principles, and excluding the U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.

16.2 Venue; Personal Jurisdiction. The state and federal courts located in Larimer County, Colorado and the District of Colorado shall have exclusive jurisdiction over all such disputes (except that Provider may seek injunctive relief under Section 15.1 in any court of competent jurisdiction), and each party irrevocably consents to personal jurisdiction and venue there and waives any objection of inconvenient forum.

16.3 Jury Waiver. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM.

16.4 Limitation Period. To the maximum extent permitted by law, any claim by you arising out of or relating to these Terms or the Platform must be commenced within one (1) year after the claim accrues, or it is permanently barred. This Section 16.4 does not apply to Provider’s claims, including for breach of Sections 4, 5, 6.2, or 10.

Changes to These Terms and The Platform

Provider may modify these Terms at any time by posting an updated version in the Platform or providing notice by email, with the “Last Updated” date revised. Changes are effective upon posting or notice, and your continued access or use after the effective date constitutes acceptance. Material changes will be identified as such in the notice. Provider may modify, limit, suspend, or discontinue any aspect of the Platform at any time.

General Provisions

18.1 Assignment. You may not assign, delegate, or transfer these Terms or any rights or obligations under them, by operation of law or otherwise, without Provider’s prior written consent, and any attempt is void. Provider may freely assign or transfer these Terms, in whole or in part, including in connection with any merger, acquisition, reorganization, financing, or sale of all or substantially all of the assets or business to which they relate, and these Terms inure to the benefit of Provider’s successors and assigns.

18.2 Severability; Reformation. If any provision of these Terms is held invalid, illegal, or unenforceable in any jurisdiction, it shall be reformed and enforced to the maximum extent permissible there to effectuate the parties’ intent, and the remaining provisions shall remain in full force; invalidity in one jurisdiction shall not affect validity in any other.

18.3 No Waiver. No failure or delay in exercising any right is a waiver of it. Any waiver must be in a writing signed by the waiving party and applies only to the specific instance.

18.4 Entire Agreement. These Terms, together with the Privacy Policy and any Signed Agreement, constitute the entire agreement between the parties regarding the Platform and supersede all prior and contemporaneous understandings on that subject, except as provided in Section 1.3. No terms in any purchase order, vendor form, or click-through of yours apply to Provider.

18.5 Export and Sanctions Compliance. You represent that you are not located in, organized under the laws of, or ordinarily resident in any embargoed jurisdiction and are not a sanctioned or restricted party, and you shall comply with all applicable export-control and sanctions laws in connection with the Platform.

18.6 Notices. Provider may give notice via the Platform or to the email associated with your account. Notices to Provider must be given in writing and are effective upon receipt.

18.7 Force Majeure. Provider is not liable for any failure or delay caused by events beyond its reasonable control.

18.8 Interpretation. Headings are for convenience only. “Including” means “including without limitation.” These Terms shall be construed without presumption against the drafter.

Acknowledgment

BY CLICKING “I AGREE” OR BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS, INCLUDING THE FEEDBACK ASSIGNMENT AND WAIVER OF COMPENSATION AND OWNERSHIP CLAIMS IN SECTION 6, THE CONSENT TO MONITORING IN SECTION 8, AND THE DISCLAIMERS AND LIMITATIONS IN SECTIONS 11 AND 12, AND THAT YOU AGREE TO BE BOUND BY THEM.