Legal
Terms of service
The agreement between you and the operator of this service. Written in ordinary sentences, because a contract nobody can read is a contract nobody has agreed to in any meaningful sense.
Privacy policyWhat it can and cannot tell you
Using the service means these apply. Self hosting the plugins is governed by the licence that ships with them.
A note on this document. It is a plain language template written by the operator of this site, not by a lawyer, and it has not yet been reviewed for any particular jurisdiction. Before it is relied on, the operator must have it reviewed against the law where the business is established. Several clauses below carry a placeholder that has to be filled in before this is a real contract.
The service, and your account
What the service is
Counterfirm builds a simulated model of a company from documents you provide, runs scenarios against it, and returns results with a stated range of uncertainty. It is software. It is not a person, not an adviser and not a substitute for judgement, and the section further down on modelling output says so in more detail.
The service is provided as it is at the time you use it. Features are added and changed. Where something is not yet built, the build status page says so, and that page is the authoritative statement of what exists.
Accounts
One account belongs to one person. Keep your password to yourself, use a strong one, and tell us promptly if you think somebody else has it. You are responsible for what happens under your account, including anything done by somebody you gave a seat to.
Seats are how you give colleagues access. A seat holder inherits the plan of the owner who granted it and can reach the twins that owner shares. Remove the seat and the access goes.
You must be old enough to enter a contract where you live, and you must have authority to accept these terms on behalf of the company you name.
Acceptable use
Do not upload content you do not have the right to upload. Do not use the service to break the law or to infringe somebody else's rights. Do not attack the service, probe it for vulnerabilities without saying so first, or try to reach another account's data. Do not resell access, or run the hosted service on behalf of third parties as though it were your own product, without a written arrangement.
Automated use of the API is fine and encouraged. Automated use designed to exhaust a plan limit, or to hammer the service in a way that degrades it for other people, is not.
An account that breaks these rules can be suspended. Where the breach is not serious, you will be told what the problem is and given a chance to fix it first.
The clause people actually care about
Your data stays yours
You keep every right you already had in the files you upload and in everything produced from them: the extracted facts, the graph, the ledger, the scenarios, the runs and the briefs. Nothing in these terms transfers ownership of any of it.
The licence you grant is the narrow one needed to run the service for you: to store your content, to process it into chunks and facts, to compute on it, and to show it back to you and to the people you have given seats to. That licence exists so the software can function, it lasts only as long as you keep the content in the service, and it ends when you delete it.
It does not include using your content to train, fine tune or evaluate any model. It does not include using it to build benchmarks, aggregates or industry data. It does not include showing it to anybody else, or naming you as a customer without asking you first.
- No training on your content, ever
- No aggregate benchmarks built from customer data
- No use of your name or logo without written permission
- Export is available while your account is open
Availability, payment and cancelling
Availability, with no promise attached
There is no uptime commitment and no service level agreement. This is new software, and an availability promise that has not been tested by a year of operation is a number invented to look reassuring. The service will be run carefully and fixed quickly, and that is a statement of intent, not a contractual guarantee.
Maintenance may take the service offline. Where it is planned, notice will be given. Where something has broken, the priority is fixing it rather than announcing it, and an explanation follows.
When there is enough operating history to publish a real availability figure, it will be published with the method used to measure it, and only then will a commitment be offered.
Payment
Plans are billed in advance, monthly or yearly, through Paid Memberships Pro with Stripe as the payment processor. Card details are handled by Stripe and are never held by this software. Prices are shown on the pricing page and exclude any tax that applies where you are.
Pricing is not settled. It may change before general release. If a price changes for an existing subscriber, notice comes by email before the next renewal and you can cancel rather than accept it.
Cancelling and refunds
Cancel at any time from your account. You keep access until the end of the period you have already paid for, and you are not billed again. There is no cancellation fee and no notice period.
Refunds: if the service does not do what this website says it does, say so within thirty days of paying and you will be refunded. That is a deliberate consequence of writing a build status page rather than a brochure. Outside that, a part used period is not refunded, and yearly plans are not refunded on a monthly basis after the first thirty days.
If a payment fails, access continues briefly while the card is retried, then pauses. Your twins are kept for thirty days from the lapse, and deleted after that.
Modelling output
What comes out is not advice
Everything the service produces is the output of a simulation built from assumptions. It is not financial advice, not legal advice, not investment advice, not tax advice and not accounting advice. It is not a valuation, not an audit, not a forecast that anybody has signed, and not a basis on which to make a representation to an investor, a lender or a regulator.
The numbers come with ranges because they are uncertain, and the ranges are honest rather than decorative. Assumptions are listed with their origin so you can see which parts of an answer nobody has checked. Industry defaults in the product are starting points, not findings, and no claim is made that any result has been validated against real outcomes.
Decisions you take after reading a brief are yours. Use the ledger, read the band rather than the median, and treat the tripwires as the point at which the real world gets a chance to contradict the model. The accuracy page sets all of this out in detail and it is worth reading before you rely on anything.
Liability, termination and law
Limitation of liability
To the fullest extent the law allows, neither party is liable to the other for indirect or consequential loss, for lost profits, lost revenue, lost business, lost goodwill, or for loss or corruption of data beyond what the service is designed to prevent. In particular, no liability is accepted for a business decision taken on the basis of a simulation result.
Total liability for any claim arising out of the service is capped at the amount you paid in the twelve months before the claim arose. Nothing here limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot lawfully be limited.
The service is provided without warranties beyond those that cannot be excluded. That includes no warranty that it will be uninterrupted, error free, or fit for a particular purpose you have in mind but have not described.
Termination
You can close your account at any time. The operator can suspend or close an account for a serious breach of the acceptable use section, for non payment, or if required to by law, and will say why.
If the service itself is discontinued, account holders get at least ninety days of notice, a refund of any period paid for and not used, and an export of their data during that window. If the plugins are open sourced or released so that self hosting is possible, that will be part of the notice.
On termination, data is deleted after the thirty day window described in the privacy policy.
Changes to these terms
Material changes are announced on the changelog with a date and emailed to account holders before they take effect. Continuing to use the service after that means you accept them. If you do not, cancel and you will be refunded for any period paid for and not used.
Governing law
Governed by the law of [jurisdiction to be completed before launch], with the courts of that place having exclusive jurisdiction. This placeholder is genuinely a placeholder. It will be filled in with the real answer, which depends on where the business is finally established, and it will be filled in before anybody is charged.
Everything else
If one clause is unenforceable, the rest survives. Not enforcing a right once does not waive it. These terms plus the privacy policy, the data processing addendum where it applies, and the plan you bought are the whole agreement between us.
Read the accuracy page before the terms
The limitation of liability above matters far less than understanding what the model is actually good at. That page is longer, more useful, and written for the same reason.