Terms of
Service

1. Grant of License

1.1 License

Subject to the terms of this Agreement and payment of all applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

1.2 Scope

Penny is an AI-powered financial insights platform designed to help small and medium-sized businesses analyze their financial data through plain-English insights and professional-grade financial modeling. The Services are intended solely for lawful business use.

1.3 Restrictions

You may not:

• Copy, modify, distribute, sell, lease, sublicense, or create derivative works based on the Services
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services
• Use the Services to develop a competing product or service
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Services
• Use the Services in any manner that violates applicable laws, regulations, or third-party rights
• Share your account credentials or allow unauthorized access to your account
• Use automated means (bots, scrapers, crawlers) to access the Services except through our authorized APIs
• Transmit any malware, viruses, or other harmful code through the Services

2. Account Registration and Security

2.1 Account Creation

To use the Services, you must create an account and provide accurate, current, and complete information. You agree to update your information as necessary to keep it accurate.

2.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

2.3 Business Authorization

By creating an account on behalf of a business, you represent and warrant that you have the authority to bind that business to this Agreement.

3. Financial Data Connections and Authorization

3.1 Your Authorization

By connecting financial accounts or third-party platforms, you authorize us to access, retrieve, and analyze the data from those connections on your behalf. This includes bank accounts (via Plaid), accounting software (via Intuit QuickBooks Online), and point-of-sale and business management systems such as Shopify, Toast, Square, Open Dental, Mindbody, and other supported platforms as listed on our website.

3.2 Scope of Access

We access only the data necessary to provide the Services. We do not initiate financial transactions, move funds, or take any action that modifies your financial accounts without your explicit instruction.

3.3 Third-Party Terms

Your use of third-party integrations is also subject to those providers' terms of service (including Plaid's End User Privacy Policy and Intuit's terms). We are not responsible for the practices or availability of any third-party service.

3.4 Revocation

You may disconnect any integration at any time through the Services. Upon disconnection, we will revoke our access tokens for that integration and cease retrieving new data, though previously retrieved data may be retained per our Privacy Policy.

4. Fees and Payment

4.1 Subscription Plans

Access to the Services requires a paid subscription. Current pricing and plan details are available on our website. We reserve the right to modify pricing with 30 days' prior notice.

4.2 Payment Processing

Payments are processed securely through Stripe Inc. By providing payment information, you authorize us to charge your payment method for all applicable fees. You agree to Stripe's terms of service for payment processing.

4.3 Billing Cycle

Subscriptions are billed in advance on a recurring basis (monthly or annually, depending on your selected plan). Your subscription will automatically renew at the end of each billing cycle unless you cancel before the renewal date.

4.4 Refunds

Fees are generally non-refundable except as required by applicable law or as otherwise stated in our refund policy.

5. Intellectual Property

5.1 Our Ownership

The Services, including all software, algorithms, AI models, designs, text, graphics, interfaces, and other content, are owned by Denbigh Capital Management LLC and are protected by copyright, trademark, trade secret, and other intellectual property laws. This Agreement does not transfer any ownership rights to you.

5.2 Your Data

You retain all ownership rights to the financial data and business information you provide through the Services. By using the Services, you grant us a limited, non-exclusive license to use, process, and analyze your data solely to provide and improve the Services.

5.3 AI-Generated Outputs

The financial analyses, insights, reports, and other outputs generated by Penny's AI agents are provided to you for your use. While the underlying AI technology and methodologies remain our intellectual property, you may use the generated outputs for your internal business purposes.

5.4 Feedback

If you provide feedback, suggestions, or ideas about the Services, you grant us the right to use that feedback without restriction or compensation to you.

6. AI Disclaimer and No Financial Advice

You are solely responsible for all business decisions you make based on information provided through the Services. We strongly recommend consulting with qualified financial, legal, and accounting professionals before making significant business decisions. Past analysis or trends displayed in the Services do not guarantee future results.

7. Privacy

Your privacy is important to us. Our collection, use, and sharing of your personal information is governed by our Privacy Policy, which is made available to you during account registration and within the Services. By using the Services, you consent to the data practices described in the Privacy Policy. Key commitments include:

• We do not sell your personal information or financial data
• We do not use your financial data to make lending, insurance, or employment decisions
• We implement industry-standard security measures including encryption in transit and at rest
• You may request deletion of your data at any time

8. Warranties and Disclaimers

THE SERVICES ARE 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.

We do not warrant that the Services will be uninterrupted, error-free, or free of viruses or other harmful components. We do not warrant the accuracy, completeness, or timeliness of any data, analysis, or output generated by the Services.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DENBIGH PARTNERS LLC OR ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO US DURING THE 12 MONTHS PRECEDING THE CLAIM.

10. Indemnification

You agree to indemnify, defend, and hold harmless Denbigh Capital Management LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your use of the Services, your violation of this Agreement, or your violation of any applicable law or third-party right.

11. Term and Termination

11.1 Term

This Agreement is effective as of the date you first access the Services and continues until terminated.

11.2 Termination by You

You may terminate your account at any time by contacting us or using the account deletion feature within the Services. Termination does not entitle you to a refund of any prepaid fees.

11.3 Termination by Us

We may suspend or terminate your access to the Services at any time for any reason, including if we believe you have violated this Agreement, with or without prior notice. We will provide notice where reasonably practicable.

11.4 Effect of Termination

Upon termination, your license to use the Services ends immediately. Sections relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law will survive termination.

12. Updates to This Agreement

We may update this Agreement from time to time. When we make material changes, we will notify you by updating the effective date and providing notice through the Services or via email. Your continued use of the Services after any update constitutes your acceptance of the revised Agreement.

13. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the State of South Carolina, without regard to its conflict-of-law principles. Any dispute arising out of or related to this Agreement or the Services will be resolved by binding arbitration in Charleston, South Carolina, under the rules of the American Arbitration Association, except that either party may seek injunctive or other equitable relief in a court of competent jurisdiction for claims related to intellectual property or unauthorized use of the Services.

You waive any right to participate in a class action lawsuit or class-wide arbitration.