Terms of Service

1. Definitions

• “Service” — the Quovec Lease IQ™ web application, engine, APIs, mobile apps, the Claude (MCP) add-on, and all related tools, reports, and communications we make available.
• “Customer Data” — lease documents, financial and operating data, store sales, and other content you upload to or generate through the Service.
• “Findings” — the informational analyses the Service produces, including abstracts, estimates, tables, rankings, opportunity flags, and draft communications.
• “Order” — the plan, fees, and term you select at checkout.

2. The Service

The Service analyzes lease documents and financial data you provide and produces informational Findings to help you understand, organize, and manage your commercial leases — including lease abstraction, critical-date tracking, CAM/NNN review, fair-market-rent benchmarking, and drafted correspondence prepared for your review.

3. Service Disclaimer — Informational Analysis Only

Not professional advice. The Service provides informational analysis only. It does not provide legal, financial, accounting, tax, brokerage, or appraisal advice, and its use creates no attorney–client, fiduciary, agency, or advisory relationship. We are not your lawyer, accountant, broker, or appraiser.

Your decisions remain yours. Findings — including any figure described as a “recoverable overcharge,” “rent-relief,” occupancy ranking, repair assignment, or drafted letter — are suggestions for your consideration. You are solely responsible for reviewing the underlying lease language and figures, and for deciding whether and how to act (for example, before disputing a charge, exercising or waiving an option, kick-out, or renewal, signing an estoppel or SNDA, sending any communication, or entering a negotiation).

No guarantee of outcome. Dollar figures are estimates, not guarantees. No recovery, savings, reduction, or dispute result is promised or assured, and you assume all risk of the decisions you make.

4. AI and Automated Processing

The Service uses automated systems, including third-party AI, to help read lease text and prepare drafts. These systems can misread ambiguous or low-quality documents, so extracted terms and drafts should be verified against your executed lease. Findings are informational and are not a substitute for your own review.

5. Accuracy and Your Responsibility

The quality of Findings depends on the accuracy and completeness of the Customer Data you provide. You are responsible for the data you upload and for confirming its accuracy. Findings may be incomplete or incorrect where lease language is ambiguous or data is missing or in error.

6. Human-in-the-Loop; Nothing Sent Automatically

The Service is human-in-the-loop by design. No letter, demand, notice, certification, filing, or payment is sent to a landlord or third party, or executed, without your explicit approval. Every external or financial output is held for your review, and you decide whether to act.

7. Eligibility and Account

You must be at least 18 and authorized to bind your organization and to upload the Customer Data you provide. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account, and for promptly notifying us of any unauthorized use.

8. Restrictions on Use

The Service is licensed, not sold, and is made available strictly subject to the restrictions in this Section. You will not, and will not permit or enable any third party to:

• Reverse engineer. Decompile, disassemble, decrypt, reverse engineer, or otherwise attempt to derive or reconstruct the source or object code, or any non-public element, design, internal working, or method of the Service, in whole or in part, by any means and whether or not the attempt succeeds.
• Copy or create derivatives. Copy, modify, translate, adapt, or create derivative works of the Service or any Findings, or incorporate any part of them into any other product, service, model, dataset, or system.
• Train or build competing systems. Use the Service, any Findings, or any output or observed behaviour of the Service to develop, train, fine-tune, evaluate, or improve any model or system, or to design, build, or assist any product or service that competes with the Service.
• Benchmark or publish evaluations. Conduct or publish any benchmark, comparison, performance test, accuracy study, or competitive analysis of the Service, or disclose any such result, without our prior written consent.
• Extract systematically. Scrape, crawl, spider, harvest, or use any automated means to access, index, or extract the Service or any Findings, or exceed documented rate, volume, seat, or usage limits.
• Circumvent controls. Probe, scan, penetration-test, or test the vulnerability of the Service; attempt to breach or bypass tenant separation, authentication, authorization, rate limiting, or any other technical control; or access any account, organization, or data that is not yours.
• Resell or provide service-bureau access. Rent, lease, lend, sublicense, distribute, timeshare, or operate the Service for the benefit of any third party, or permit access by anyone other than your authorized users.
• Remove notices. Remove, obscure, or alter any proprietary notice, mark, watermark, attribution, or identifier in the Service or in any Finding, report, or export.
• Misuse the Service. Upload data you lack the rights to provide; use the Service to violate any lease, law, regulation, or third-party right; or interfere with or disrupt the integrity, availability, or performance of the Service or its infrastructure.

Each restriction in this Section is a material term. Any breach is grounds for immediate suspension or termination without refund, in addition to every other remedy available to us at law or in equity.

9. Customer Data; License to Us

As between the parties, you retain all ownership of your Customer Data. You grant us a limited, non-exclusive license to host, process, and display Customer Data solely to provide, secure, and support the Service for you. We do not sell your Customer Data and do not use it to train third-party AI models. We may use aggregated, de-identified data that does not identify you or any individual to operate and improve the Service. Our handling of personal information is described in the Privacy Policy.

10. Intellectual Property; Trade Secrets; Trademarks

Ownership. The Service and all components of it — including all software in source and object form, its design and internal workings, its interfaces and documentation, and all improvements, enhancements, and derivative works, in each case in whole or in part — are and remain the exclusive property of Quovec and its licensors, and are protected by copyright, trade secret, trademark, patent, and other intellectual property laws. This Agreement grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to use the Service during your subscription term, and nothing more. No title, ownership interest, or license is granted by implication, estoppel, exhaustion, or otherwise. All rights not expressly granted are reserved.

Trade secrets. You acknowledge and agree that the non-public elements of the Service — its design and internal workings, the methods by which Findings are produced, and any other non-public technical, security, or commercial information you obtain through the Service, whether or not marked or identified as confidential — constitute trade secrets of Quovec that derive independent economic value from not being generally known, and that Quovec takes reasonable measures to keep secret. You will not disclose, publish, or misappropriate any of them, and you will not assist any third party in doing so. This obligation is perpetual and survives termination indefinitely, for so long as the information remains a trade secret.

Trademarks. Quovec®, Quovec Lease IQ™, the Quovec iQ mark and logo, the agent names used in the Service, and all related names, logos, product names, service names, designs, and slogans are trademarks and trade dress of Quovec. You are granted no right or license to use any of them. You will not use, register, or attempt to register any mark, domain, or business name that is identical or confusingly similar to any Quovec mark, and you will not use our marks in any comparative advertising, metatag, keyword bid, or in any manner likely to cause confusion or to dilute or tarnish them.

Findings and outputs. Subject to your payment of fees, you may use Findings internally for your own lease-management purposes. You acquire no ownership of the Findings themselves, and no right to redistribute, publish, license, or commercialize them, or to strip them of attribution. The underlying methodology that produces any Finding remains ours.

Equitable relief. You acknowledge that any actual or threatened breach of this Section or of Sections 8 or 11 would cause irreparable harm for which monetary damages are an inadequate remedy. We are entitled to seek immediate injunctive and other equitable relief without posting bond and without proving actual damages, in addition to all other remedies. This is an exception to the arbitration provision below, and either party may seek such relief from a court of competent jurisdiction.

11. Confidentiality; Non-Disclosure; Feedback

Definition. “Confidential Information” means all non-public information disclosed by one party to the other, whether or not marked confidential, that a reasonable person would understand to be confidential. Our Confidential Information expressly includes the Service’s design and internal workings, the methods by which Findings are produced and corroborated, its security arrangements, pricing and commercial terms, roadmap, and any non-public documentation or communication. Your Customer Data is your Confidential Information.

Obligations. The receiving party will: (a) protect the other’s Confidential Information using at least the degree of care it uses for its own, and no less than a reasonable degree of care; (b) use it solely to perform under this Agreement; and (c) disclose it only to employees and contractors with a need to know who are bound by confidentiality obligations no less protective than these. The receiving party is responsible for any breach by those persons.

Duration. These obligations continue for five (5) years after termination — and, as to anything that qualifies as a trade secret, for as long as it remains a trade secret under applicable law.

Compelled disclosure. If required by law to disclose Confidential Information, the receiving party will, to the extent legally permitted, give prompt written notice and reasonable cooperation so the disclosing party may seek a protective order, and will disclose only the portion legally required.

No publicity. You will not issue any press release or public statement about this Agreement, the Service, or your evaluation of it, or use our name or marks publicly, without our prior written consent.

Feedback. If you provide suggestions, feedback, feature requests, or ideas, you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable, and transferable license to use, modify, and commercialize them for any purpose, without attribution, compensation, or obligation to you, and you waive any moral or similar rights in them.

12. Subscription, Fees, Billing & Cancellation

• Subscription & billing period. The Service is sold as a recurring subscription billed monthly or annually in advance, at the plan price shown at checkout. Payment is processed by our payment processor (Stripe); we never see or store your full card details.
• One-time setup fee. Some plans include a one-time onboarding/setup fee charged on your first invoice, covering lease intake, portfolio configuration, and the initial assessment. The setup fee is non-refundable once onboarding has begun.
• Minimum term. Paid plans carry a minimum commitment (as stated on the plan you select — e.g., 3, 6, or 12 months). Monthly plans renew each month; annual plans are paid up front for the year and satisfy the minimum term.
• Auto-renewal. Subscriptions renew automatically at the end of each billing period at the then-current rate unless cancelled beforehand. Any price change takes effect on notice before your next renewal.
• How to cancel (self-serve, one click). You can cancel at any time from Billing → Manage / cancel subscription, which opens the secure billing portal; select Cancel plan and confirm. No phone call or email is required. Cancellation is effective at the end of the current paid period.
• What happens after you cancel. Your plan stays active and you keep full access through the end of the period you have already paid for; it then stops renewing and no further charges are made. You may export your data before access ends.
• Refunds. Except where required by law, fees already paid (including the current period and any setup fee) are non-refundable; cancelling stops future renewals but does not refund the current period or an unused portion of an annual term.
• Taxes. Fees are exclusive of taxes; you are responsible for any sales, use, or similar taxes, excluding taxes on our net income.
• Non-payment. If a charge fails, we may suspend access until payment is resolved and may cancel a past-due subscription.
• This section describes how billing works; cancellation and refund rights required by your jurisdiction (including click-to-cancel rules) apply regardless of the above.

13. Disclaimer of Warranties

The Service and all Findings are provided “AS IS” and “AS AVAILABLE,” without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or accuracy, to the maximum extent permitted by law. We do not warrant that the Service will be uninterrupted, error-free, or that Findings will be complete or correct.

14. Limitation of Liability

Exclusion of indirect damages. To the maximum extent permitted by law, and regardless of the theory of liability — contract, tort, negligence, strict liability, statute, or otherwise — we will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any lost profits, lost savings, lost or unrealized rent reductions or recoveries, lost business opportunity, lost goodwill, business interruption, cost of substitute services, or loss or corruption of data, even if advised of the possibility and even if a limited remedy fails of its essential purpose.

Aggregate cap. Our total aggregate liability for all claims arising out of or relating to this Agreement or the Service will not exceed the total fees you actually paid us for the Service in the six (6) months immediately preceding the first event giving rise to the claim. Multiple claims do not enlarge this cap.

Decision-based losses excluded. Without limiting the foregoing, we bear no liability whatsoever for any decision you make or decline to make in reliance on a Finding — including disputing or paying a charge; exercising, waiving, or missing an option, renewal, kick-out, or notice deadline; signing an estoppel or SNDA; sending or withholding a communication; or entering, declining, or settling a negotiation — or for any outcome of any negotiation, audit, dispute, arbitration, or proceeding.

Allocation of risk. You acknowledge that the fees reflect this allocation of risk, that these limitations are an essential basis of the bargain, and that we would not provide the Service on these commercial terms without them.

15. Indemnification

You will defend, indemnify, and hold harmless Quovec and its affiliates, officers, directors, employees, contractors, licensors, and agents from and against any claim, demand, action, proceeding, loss, liability, damage, fine, penalty, settlement, cost, or expense (including reasonable attorneys’ fees and costs of enforcement) arising out of or relating to:

• your Customer Data, including any claim that it infringes or misappropriates a third-party right or was provided without adequate rights or consent;
• your use of the Service or of any Finding, and any decision, communication, filing, dispute, or negotiation you undertake;
• your breach of this Agreement, and in particular of Section 8 (Restrictions), Section 10 (Intellectual Property), or Section 11 (Confidentiality);
• your violation of any law or regulation, or of any lease or agreement with a landlord or third party; and
• any access to or use of the Service through your account or credentials, authorized or not.

We will notify you of the claim and may, at our option and expense, assume sole control of its defense and settlement, in which case you will cooperate fully. You may not settle any claim in a way that imposes any obligation or admission on us without our prior written consent. Your obligations under this Section survive termination.

16. Term, Suspension & Termination

This Agreement applies while you use the Service. We may suspend or terminate access for non-payment, for a breach of this Agreement, or to protect the Service or its users. You may stop using the Service and cancel as described in Section 12. Upon termination, your right to use the Service ends; you may export your data before access ends, after which we retain and delete data as described in the Privacy Policy. Sections that by their nature should survive (including Sections 3–6, 9–11, and 13–21) survive termination.

17. Changes to the Service and to These Terms

We may improve, modify, or discontinue features of the Service. We may update this Agreement; material changes take effect on notice (for example, by posting an updated version and re-prompting acceptance). Your continued use after a change takes effect constitutes acceptance of the updated Agreement.

18. Dispute Resolution; Binding Arbitration; Class-Action Waiver

Any dispute arising out of or relating to this Agreement or the Service will be resolved by binding individual arbitration, and you and we waive any right to a jury trial and to participate in a class, collective, consolidated, or representative action. No arbitrator may consolidate claims or preside over any form of representative proceeding. The prevailing party is entitled to recover its reasonable attorneys’ fees and costs. Any claim must be brought within one (1) year after it arises, or it is permanently barred, to the extent permitted by law.

Carve-out for intellectual property. Notwithstanding the above, either party may bring an action in a court of competent jurisdiction seeking injunctive or other equitable relief for actual or threatened infringement, misappropriation, or misuse of its intellectual property, trade secrets, or Confidential Information, as described in Section 10.

Confidentiality of proceedings. The existence and content of any arbitration, including its outcome, are confidential and may not be disclosed except as required by law or to a party’s professional advisors bound by confidentiality.

19. Governing Law & Venue

This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules, and any arbitration or permitted court proceeding is seated in Delaware.

20. Electronic Communications & Consent to Electronic Signature

You consent to receive communications from us electronically, and you agree that your electronic acceptance of this Agreement (checking the box, typing your name, and clicking to accept) has the same legal effect as a handwritten signature under the U.S. E-SIGN Act and similar laws. We record the version, timestamp, and identifiers of your acceptance for our records.

21. General Provisions

Entire agreement. This Agreement (with your Order) is the entire agreement between the parties on its subject matter and supersedes prior discussions. Assignment. You may not assign this Agreement without our consent; we may assign it in connection with a merger, acquisition, or sale of assets. Severability. If any provision is unenforceable, the rest remains in effect. Waiver. A failure to enforce a provision is not a waiver. Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control. Notices. Legal notices to us may be sent to privacy@quovec.com. No third-party beneficiaries are created by this Agreement.

22. Contact

Questions about this Agreement, your data, or your account: privacy@quovec.com.

The executed version of this Agreement — the one you scroll, sign, and accept when you create an account — is published inside the app at leaseiq.quovec.com/legal. See also the Privacy Policy.