Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) govern your access to and use of the software and services provided by Rivr Software, Inc. (“Rivr,” “we,” “us,” or “our”), including the Rivr platform and related websites, applications, and services (collectively, the “Service”). By creating an account, accessing, or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Service. If you accept these Terms on behalf of an organization, you represent that you have authority to bind that organization to these Terms. If you use the Service for an employer, client, or other organization, you also represent that you are authorized to use the Service for that purpose and to submit and process content on that organization’s behalf.

2. The Service

Rivr provides document intelligence and workflow software for construction claims, disputes, and related professional matters. The Service may include document ingestion, indexing, OCR, classification, data extraction, search, organization, review, export, and integrations with third-party systems. Certain features use artificial intelligence, machine learning, or other automated processing technologies. Certain features may also be offered as beta, pilot, preview, or early-access functionality and may change or be discontinued as the Service develops.

3. Your Account

You are responsible for maintaining the confidentiality and security of your account credentials and for activities conducted through your account. You must provide accurate account information and promptly notify Rivr of any known or suspected unauthorized access to your account.

4. Customer Content

“Customer Content” means documents, files, data, and other materials that you or your authorized users submit to or process through the Service. You retain all ownership rights in your Customer Content. Rivr does not claim ownership of Customer Content. You grant Rivr a limited, non-exclusive right to host, copy, transmit, process, store, display, and otherwise use Customer Content solely as necessary to provide, secure, maintain, and support the Service and as otherwise directed by you. You are responsible for determining whether Customer Content may lawfully and appropriately be submitted to the Service. You represent that you have all rights, permissions, consents, and authorizations necessary to submit and process Customer Content through the Service, including any permissions required by applicable law, contract, confidentiality obligations, protective orders, or organizational policies.

5. Automated Processing and AI Outputs

The Service may use artificial intelligence and other automated systems to classify documents, extract information, identify relationships, generate summaries, or produce other outputs. Automated outputs may be incomplete, inaccurate, or otherwise contain errors. You are responsible for reviewing and validating outputs against the underlying source materials before relying on them. Rivr does not provide legal advice, expert opinions, or other professional advice, and the Service is not a substitute for the judgment of attorneys, consultants, experts, or other qualified professionals. Rivr does not use Customer Content to train generalized artificial intelligence models and does not authorize its artificial intelligence service providers to use Customer Content to train their models.

6. Privileged and Legally Sensitive Information

You acknowledge that uploading, transmitting, storing, or processing information through the Service may, depending on applicable law and the circumstances of use, waive, impair, or otherwise jeopardize attorney-client privilege, work-product protection, or other legal protections. Rivr does not represent or warrant that use of the Service will preserve any such privilege or protection. You are responsible for determining whether particular information should be submitted to the Service and should consult legal counsel before submitting privileged, protected, or otherwise legally sensitive information.

7. Acceptable Use

You may not use the Service to: upload or process content that you do not have the right or authorization to process; violate applicable law or the rights of another person or entity; introduce malware, harmful code, or other material intended to damage, disrupt, or interfere with the Service; attempt to gain unauthorized access to the Service, another user’s account, or Rivr’s systems; circumvent security measures, usage limits, or access restrictions; reverse engineer, decompile, or attempt to discover the source code of the Service except to the extent such restriction is prohibited by law; or use the Service in a manner that materially interferes with its operation or other users’ access.

8. Confidentiality and Security

Rivr will treat Customer Content as confidential and will access, use, process, or disclose Customer Content only as necessary to provide, secure, maintain, and support the Service; through authorized service providers and subprocessors subject to appropriate confidentiality obligations; at your direction; or as required by law. Rivr maintains administrative, technical, and organizational safeguards designed to protect Customer Content. Additional information about how Rivr handles information is available in our Privacy Policy.

9. Third-Party Services and Integrations

The Service may connect with or depend on third-party products and services, such as document storage, file-sharing, eDiscovery, cloud infrastructure, and artificial intelligence providers. Your use of third-party services may also be subject to their separate terms and policies. Rivr is not responsible for third-party services or for changes, interruptions, or actions by third-party providers that are outside Rivr’s reasonable control.

10. Data Retention and System of Record

The Service is not intended to serve as your sole system of record, archival repository, backup system, or legal-hold system. You are responsible for maintaining original documents, appropriate backups, and compliance with applicable document-retention, preservation, and legal-hold obligations. Customer Content may be deleted when you delete a matter, terminate your account, or otherwise request deletion, subject to Rivr’s applicable retention practices, legal obligations, and any separate written agreement between you and Rivr.

11. Fees and Billing

Certain features of the Service may require payment. Applicable pricing, included usage, additional usage charges, billing frequency, subscription term, and any renewal terms will be disclosed when you purchase the Service, in an order form, or in another written agreement with Rivr. You agree to pay applicable fees and taxes in accordance with those terms. Usage-based charges may be billed after the applicable usage occurs. Except where required by law or expressly stated otherwise, fees paid are non-refundable.

12. Rivr Intellectual Property

Rivr and its licensors retain all rights, title, and interest in and to the Service, including the software, technology, models, workflows, classification systems, taxonomies, templates, interfaces, documentation, and improvements to the Service. Except for the limited right to use the Service under these Terms, no rights in Rivr’s intellectual property are transferred to you. If you provide feedback or suggestions about the Service, Rivr may use that feedback without restriction or obligation to you, provided that Rivr does not publicly identify you as the source without permission.

13. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” RIVR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. RIVR DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT CUSTOMER CONTENT WILL NEVER BE LOST OR DAMAGED, OR THAT AUTOMATED CLASSIFICATIONS, EXTRACTIONS, SEARCH RESULTS, SUMMARIES, OR OTHER OUTPUTS WILL BE COMPLETE OR ACCURATE.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RIVR WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THE SERVICE, EVEN IF RIVR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RIVR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO RIVR FOR THE SERVICE DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) $5,000.

15. Indemnification

You agree to defend, indemnify, and hold harmless Rivr and its officers, directors, employees, and agents from third-party claims, damages, liabilities, costs, and expenses arising out of or relating to (a) Customer Content that you were not authorized to submit or process, (b) your violation of these Terms or applicable law, or (c) your misuse of the Service.

16. Suspension and Termination

You may stop using the Service at any time, subject to any payment or term commitments applicable to a paid subscription or separate written agreement. Rivr may suspend or terminate access to the Service if you materially violate these Terms. Rivr may also suspend access when reasonably necessary to address a security risk, prevent harm to the Service or others, comply with law, or respond to suspected unauthorized or unlawful activity. Rivr will provide reasonable notice where practicable.

17. Separate Agreements

If you and Rivr enter into a separate written Cloud Services Agreement, Order Form, pilot agreement, or other agreement governing your use of the Service, that agreement will control to the extent it conflicts with these Terms.

18. General

You may not assign these Terms without Rivr’s prior written consent. Rivr may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. If any provision of these Terms is held unenforceable, the remaining provisions will remain in effect. A failure to enforce any provision is not a waiver of that provision. These Terms, together with the Privacy Policy and any applicable purchasing terms or separate written agreement, constitute the agreement governing your use of the Service.

19. Governing Law

Unless a separate written agreement provides otherwise, these Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be brought in the state or federal courts located in Delaware, and you consent to their jurisdiction and venue.

20. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice, such as by email or through the Service, before the changes take effect. Your continued use of the Service after updated Terms take effect constitutes acceptance of the updated Terms.

21. Contact

Questions about these Terms can be sent to support@rivr.build.