Table of Contents
1. Acceptance of Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Covinly Inc. ("Covinly," "we," "us," or "our") governing your access to and use of the Covinly platform, including the website at covinly.com, all associated APIs, and related services (collectively, the "Service").
By creating an account or using any part of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
If you do not agree to these Terms, you must not access or use the Service.
2. Description of Service
Covinly is an AI-powered invoice verification platform that helps businesses detect duplicate payments, verify vendor legitimacy, and automate accounts payable workflows. The Service includes:
- AI-powered extraction and analysis of invoice documents
- Duplicate invoice detection across your invoice history
- Vendor verification and risk scoring
- Pricing anomaly detection and benchmarking
- Verification certificates and audit trail generation
- Integration with accounting software (such as QuickBooks)
- Dashboard, reporting, and data export tools
The Service is provided on a subscription basis. Features available to you depend on your subscription plan. We reserve the right to modify, update, or discontinue features at any time with reasonable notice.
3. Account Responsibilities
Account Creation
You must provide accurate, current, and complete information when creating an account. You are responsible for maintaining the accuracy of this information. You must be at least 18 years old and have the legal capacity to enter into these Terms.
Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately at security@covinly.com if you suspect any unauthorized access to your account.
Team Access
If your plan allows multiple users, you are responsible for managing team member access and ensuring all users comply with these Terms. The account owner is responsible for the actions of all users within their organization.
4. Acceptable Use Policy
You agree not to use the Service to:
- Violate any applicable law, regulation, or third-party rights
- Submit fraudulent, misleading, or falsified documents
- Attempt to gain unauthorized access to our systems or other users' accounts
- Reverse engineer, decompile, or disassemble any part of the Service
- Use automated scripts, bots, or scraping tools to access the Service outside of our provided API
- Transmit viruses, malware, or any other harmful code
- Interfere with or disrupt the integrity or performance of the Service
- Use the Service to process documents containing illegal content
- Resell, sublicense, or redistribute access to the Service without written authorization
We reserve the right to suspend or terminate your account if we reasonably believe you are violating this Acceptable Use Policy.
5. Payment Terms
Subscription Billing
Paid plans are billed in advance on a monthly or annual basis through Stripe. Your subscription will automatically renew at the end of each billing period unless you cancel before the renewal date. Prices are listed in US dollars and are exclusive of applicable taxes.
Free Plan
The Free plan provides limited access to the Service at no charge. We reserve the right to modify the Free plan limitations at any time. Free plans do not include a service level agreement.
Overage Charges
If you exceed the invoice volume included in your plan, additional invoices will be billed at the per-invoice overage rate specified in your plan. Overage charges are billed at the end of each billing cycle.
Refunds
We offer a 14-day free trial on all paid plans. If you cancel during the trial period, you will not be charged. After the trial, subscription fees are non-refundable except where required by applicable law. If you believe you are entitled to a refund, please contact billing@covinly.com.
Price Changes
We may change our pricing at any time. For existing subscribers, we will provide at least 30 days' written notice before any price increase takes effect. If you do not agree to the new pricing, you may cancel your subscription before the new price applies.
6. Intellectual Property
The Service and all associated technology, including software, algorithms, AI models, user interface designs, documentation, trademarks, and any other intellectual property, are and remain the exclusive property of Covinly Inc.
We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms and your subscription plan. This license does not grant you any rights to our underlying technology, source code, or intellectual property.
You may not copy, modify, distribute, sell, or lease any part of the Service, nor may you reverse engineer or attempt to extract the source code of the Service.
7. Data Ownership
You own your data. Always.
All invoices, vendor information, and business data you upload to Covinly remain your property. We do not claim any ownership over your data.
You grant Covinly a limited license to use your data solely for the purpose of providing the Service to you. This includes processing your invoices through our verification pipeline, storing data as needed to deliver the Service, and generating reports and certificates based on your data.
We will not sell your data to third parties, use your data to train general-purpose AI models, or share your identifiable business data with other customers.
We may use aggregated and anonymized data (which cannot be used to identify you or your business) to improve the Service, conduct research, and generate industry benchmarks.
You can export your data at any time through the dashboard. Upon account termination, we will provide a reasonable period (at least 30 days) for you to export your data before it is deleted.
8. Service Availability and SLA
Uptime Commitment
For paid plans, we target 99.9% uptime availability measured on a monthly basis, excluding scheduled maintenance windows. Scheduled maintenance will be communicated at least 48 hours in advance whenever possible.
Processing Times
We aim to complete invoice verification within 10 minutes of receipt. Processing times may vary based on document complexity, system load, and the verification checks required. We do not guarantee specific processing times.
Service Credits
If our monthly uptime falls below 99.9% for Growth or Scale plan subscribers, you may be eligible for service credits. Credits are calculated as a percentage of your monthly subscription fee and must be requested within 30 days of the downtime event. Service credits are the sole and exclusive remedy for any failure to meet uptime commitments.
Force Majeure
We are not liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to natural disasters, acts of government, internet outages, or third-party service failures.
9. Limitation of Liability
To the maximum extent permitted by applicable law, Covinly and its directors, officers, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, arising out of or related to your use of the Service.
Our total aggregate liability for all claims arising out of or related to these Terms or the Service shall not exceed the total amount paid by you to Covinly during the twelve (12) months immediately preceding the event giving rise to the claim.
Important Note on Verification Accuracy
While Covinly strives for high accuracy, the Service is designed as a verification aid and does not replace professional judgment. AI-generated analysis and verification results should be reviewed by qualified personnel before making payment decisions. Covinly is not responsible for losses resulting from payment decisions made based on our verification results.
The Service is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
10. Indemnification
You agree to indemnify, defend, and hold harmless Covinly and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with:
- Your access to or use of the Service in violation of these Terms
- Your violation of any applicable law or third-party rights
- Any data or content you submit to the Service
- Your negligence or willful misconduct
11. Termination
Termination by You
You may cancel your subscription and terminate your account at any time through your account settings. Cancellation will take effect at the end of your current billing period. You will retain access to the Service until the end of the paid period.
Termination by Us
We may suspend or terminate your access to the Service immediately if you breach these Terms, fail to pay applicable fees, engage in activity that threatens the security or integrity of the Service, or if we are required to do so by law. We will provide reasonable notice where circumstances permit.
Effect of Termination
Upon termination, your right to use the Service ceases immediately. We will retain your data for 30 days following termination to allow you to export it. After this period, your data will be permanently deleted, except where retention is required by law. Sections of these Terms that by their nature should survive termination will remain in effect, including provisions related to intellectual property, limitation of liability, and indemnification.
12. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.
Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, the dispute shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in Wilmington, Delaware.
You agree that any dispute resolution proceedings will be conducted on an individual basis and not as a class action or representative proceeding. You waive any right to participate in a class action lawsuit or class-wide arbitration.
13. Changes to These Terms
We reserve the right to modify these Terms at any time. When we make material changes, we will notify you by email and by posting a prominent notice on the Service at least 30 days before the changes take effect.
Your continued use of the Service after the effective date of the revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Service and cancel your subscription.
Non-material changes, such as formatting or clarification updates, may be made without advance notice.
14. Contact Information
If you have questions about these Terms, please contact us:
Covinly Inc.
Legal inquiries: legal@covinly.com
Billing questions: billing@covinly.com
General support: support@covinly.com