Terms of Service

An “Order” is a checkout record, accepted quote, order form, or other commercial record accepted by Customer and SCAI. Each accepted, versioned Order may cover products, subscriptions, or services and identifies the applicable line items, fees, currency, billing interval and renewal terms, included usage, and any order-specific terms. Each monitoring line item covers one Customer-designated Monitored Property at its Inspection cadence. A Monitored Property may be identified by location, domain, or both.

A Service Description or statement of work is a versioned exhibit to an Order. It is not a standalone agreement and cannot change commercial terms through a separate edit. A commercial change requires a newly accepted Order or amendment.

If documents conflict, an applicable Data Processing Addendum controls Customer Personal Data processed for Customer; the Order controls its commercial and order-specific terms; and these Terms control general use of the Service.

The Service performs automated, external reviews (“Inspections”) of websites, applications, or other digital properties and produces findings, evidence, and reports (“Reports”). A property covered by an Order is a “Monitored Property.” A property Customer owns or is authorized to control is a “Customer Property”; any other property is a “Third-Party Property.”

SCAI may improve or change the Service over time. The applicable Order, not this master policy, defines the purchased scope and any binding service level, reduction right, or remedy.

Customer may engage SCAI for advisory, analysis, implementation, training, or other project work described in a statement of work attached as a versioned exhibit to an Order (“Professional Services”). The accepted Order and exhibit define the scope, responsibilities, Deliverables, fees, and any project-specific terms. Work outside that scope requires a newly accepted Order or amendment.

SCAI will perform Professional Services using commercially reasonable efforts consistent with its normal practices for similar services. That standard means reasonable effort within the agreed scope, dependencies, cost, and timing. It does not require work outside scope, unbudgeted resources, control of a third party, or action that would be unlawful or materially harmful to SCAI or others.

Professional Services are advisory and effort-based. SCAI does not guarantee any result or business outcome, and estimates are not commitments unless the accepted Order expressly makes a stated service level, acceptance criterion, or remedy binding. Customer remains responsible for decisions, approvals, access, information, and use of the Deliverables.

Customer will provide accurate account information, protect access credentials, keep Authorized User permissions current, and notify us promptly of suspected unauthorized access. Customer is responsible for lawful collection and use of data it submits to the Service (“Customer Data”).

Customer retains its rights in Customer Data and grants SCAI a limited right to host, copy, process, and display it only as needed to provide, secure, and support the Service and meet legal obligations. SCAI may use aggregated or deidentified telemetry to analyze and improve the Service only when it does not identify Customer or a person and cannot reasonably be reconstructed; any broader use requires the Order, Data Processing Addendum, or Customer’s permission. Our Privacy Notice describes SCAI’s own processing; an applicable Data Processing Addendum governs Customer Personal Data processed on Customer’s behalf.

Each party will use the other party’s nonpublic business information only for this relationship and protect it with reasonable care. This duty does not cover information that is public without breach, already known without restriction, independently developed, or lawfully received from another source. A legally required disclosure is permitted after notice where the law allows it.

An Inspection is automated and point-in-time. Digital properties change, access may be blocked, and automated analysis can produce false positives and misses. A Report states what the Service observed and could verify at the recorded time; it is not a promise about later behavior.

Reports are good-faith technical assessments. They are not a security audit, legal or regulatory compliance certification, professional advice, or a guarantee that a property is error-free. When access prevents reliable inspection, the Service may report a coverage limitation rather than a defect.

Dispute a finding by emailing tom@drcanary.com with the Report and finding. We will review the available evidence and may re-inspect, correct, qualify, or remove the finding.

Customer will pay the fees, taxes, and other charges stated in each Order. Our payment processor may collect and update payment-method information; SCAI does not receive full card numbers. Invoices reflect charges under an Order and do not independently change its scope or terms.

If an Order states that a Plan renews automatically, it renews for the period stated there unless Customer cancels using the method described in the Service or either party gives any notice required by the Order. Cancellation stops future renewal and does not undo charges already incurred.

Except where an Order says otherwise or law requires, fees for a current service period are non-refundable. If SCAI elects not to provide a separately purchased one-time service for reasons within SCAI’s control, we will refund the fee for the unperformed portion. The Order controls any remedy for Customer dependency failures, third-party blockers, or partially completed work.

Customer and Authorized Users will not:

• misuse, disrupt, overload, probe, or attempt to bypass the Service’s security, access controls, or rate limits;
• scrape or bulk-harvest the Service or Reports, reverse engineer protected parts of the Service, or use them to build a competing inspection service;
• submit unlawful, infringing, deceptive, or harmful material, or use a Report in a misleading way; or
• claim control of a Customer Property, request private access, or authorize actions on a property without the necessary rights.

Customer may request an Inspection of a publicly reachable Third-Party Property, but that does not give Customer ownership, administrative access, or authority to act for its operator.

SCAI and its licensors own the Service, inspection methods, scoring systems, Report formats, software, and brands. Except for the rights below, these Terms do not transfer intellectual-property ownership between the parties.

Subject to payment of the applicable fees, SCAI grants Customer a perpetual license to use, copy, and share delivered Reports and Professional Services deliverables (“Deliverables”) for Customer’s business purposes, including with personnel, advisers, service providers, and relevant property operators. Customer may not resell Reports as a competing service or present modified evidence as SCAI’s original work. Evidence may depict material owned by a property operator or another third party.

Customer may provide feedback. SCAI may use it without restriction or obligation, but will not identify Customer publicly as its source without permission.

Either party may end an Order as it permits. We may suspend or limit access for nonpayment, material breach, security risk, unlawful conduct, or harm to the Service or others. Where practical, we will give notice and a reasonable chance to cure before termination; urgent risks may require immediate action.

When access ends, Customer must stop using the Service and hosted materials may become unavailable. Customer’s license to delivered Reports and paid Deliverables survives, as do payment duties, confidentiality, ownership, risk allocation, dispute, and other provisions that by their nature should survive.

To the extent permitted by law, the Service and Reports are provided “as is” and “as available.” SCAI disclaims implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty that the Service will be uninterrupted, complete, or error-free.

To the extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or lost profits, revenues, or data. SCAI’s aggregate liability arising from or relating to these Terms, an Order, the Service, Professional Services, Reports, or Deliverables will not exceed, for a recurring Order, the fees Customer paid SCAI under the affected Order during the 12 months before the event giving rise to the claim or, for a nonrecurring Order, the fees Customer paid SCAI under the affected Order. These limits do not apply where they are prohibited by law.

Customer will defend and indemnify SCAI against a third-party claim alleging that Customer Data as supplied by Customer, or its Customer-authorized use, infringes a third party’s rights or violates law; that Customer lacked authority over a Customer Property; or that Customer’s use of the Service violated law or section 08. This duty does not apply to the portion caused by SCAI’s breach, unauthorized use, modification, or misconduct. SCAI will provide prompt notice and reasonable cooperation; Customer may control the defense but may not admit fault for SCAI or impose a non-monetary obligation on SCAI without consent.

Before filing a claim, a party will send a written description to the other and allow a reasonable opportunity to resolve it. These Terms and related disputes are governed by Delaware law, without regard to conflict-of-law rules. The state and federal courts located in Delaware have exclusive jurisdiction, and each party consents to their venue and jurisdiction.

We may apply a nonmaterial, beneficial, or required by law or security update prospectively after posting it. Except to the extent an immediate change is legally or operationally necessary to address law or security, a material adverse change will apply to Customer only through an accepted amendment, new Order, or renewal.

Questions or legal notices may be sent to tom@drcanary.com. Use the subject “Legal Notice” for formal notices.