Terms of Service
Effective date: June 11, 2026
1. Agreement
These Terms of Service ("Terms") are a binding agreement between Exacta, Inc., a Utah corporation ("Exacta," "we," "us"), and the company accepting them ("Customer," "you"). By creating an account, clicking to accept, signing an order form that references these Terms ("Order Form"), or using the Exacta platform at exacta.ai or useexacta.com (the "Service"), you accept these Terms and represent that you have authority to bind your company. If you and Exacta have executed an Order Form or separate written agreement, it controls over these Terms to the extent of any conflict.
The Service is intended for businesses. You may not use it as a consumer.
2. The Service
2.1 What Exacta does. Exacta is a revenue-assurance and business intelligence service for pest control companies. You connect your field software on a read-only basis (or upload exports from whatever system you run), and the Service pulls a copy of your operational records onto our systems, reconciles them — completed work against invoices against payments, renewals against the calendar, contract pricing against costs — and reports what it finds. Depending on your plan, the Service may include findings briefings with dollar figures attached, analytics and KPI dashboards, route-efficiency analysis, financial reconciliation, and related insights. Where offered, the Service begins with a free audit (Section 2.5) and continues, if you subscribe, as ongoing monitoring: nightly reconciliation with a periodic findings briefing.
2.2 Read-only; derived values. Connections to your systems are read-only: the Service does not write to, change, or delete anything in your connected systems. (This describes system access, not data handling — providing the Service requires copying your records to our systems and processing them as described in the Privacy Policy.) Where your records have gaps, the Service may estimate or derive values from the data that does exist; derived values are labeled as such.
2.3 AI features. Core features of the Service are powered by third-party large language models (currently Anthropic's Claude), including data ingestion and schema mapping, service-note parsing, route analysis, review analysis, and duplicate detection. Customer Data processed by these features — which may include personal information contained in your records — is transmitted to the AI provider under terms that prohibit the provider from training on it or retaining it beyond limited operational windows. Details are in our Privacy Policy. AI and analytics outputs may contain errors and are decision-support tools, not professional advice; you are responsible for reviewing outputs before relying on them.
2.4 Changes; beta features. We may improve or modify Service features over time, and may offer features identified as beta or early access. Beta features are provided as-is, may change or be discontinued, and are excluded from any service commitments.
2.5 Free audit (where offered). Where we offer an initial audit, it is free: no fee, no payment method required, and no obligation to subscribe. We connect (or receive your exports), reconcile your records, and deliver a readout of findings. If you do not subscribe after the audit, we delete the copy of your records we pulled, on the timeline stated in the Privacy Policy. Whether or not you start with an audit, you may revoke our access at any time in one click; revocation ends our access immediately and triggers deletion of pulled data on that same timeline.
3. Customer Obligations
3.1 Accounts. You will provide accurate account information and keep it current. You are responsible for safeguarding credentials and for all activity under your account, and will notify us promptly at support@useexacta.com of any unauthorized use.
3.2 Your data, your rights to it. You represent and warrant that you own or have all necessary rights, consents, and lawful bases to provide Customer Data (defined in Section 6.1) to Exacta and to have Exacta process it as described in these Terms and the Privacy Policy — including any personal information about your own customers and end users that appears in your records — and that doing so does not violate any law, contract, or privacy notice you have given.
3.3 Your communications and operations stay yours. Exacta is an analytics layer. You remain solely responsible for your own business operations and communications with your customers — including compliance with telemarketing, text/SMS, call-recording, spam, licensing, and pesticide-application laws applicable to your business. Exacta outputs do not constitute legal, financial, accounting, or agronomic advice.
3.4 Acceptable use. You will not: (a) use the Service in violation of law; (b) upload or sync data you lack the right to process; (c) reverse engineer, scrape, or access the Service to build a competing product; (d) resell, sublicense, or provide the Service to third parties outside your company; (e) probe, disrupt, or circumvent security or usage limits; (f) upload malicious code; or (g) use the Service or its outputs to develop or train machine-learning models.
4. Exacta Obligations
4.1 Provision of the Service. We will provide the Service with commercially reasonable skill and care, maintain administrative, technical, and physical safeguards designed to protect Customer Data (including tenant isolation via row-level security and encryption of integration credentials), and process Customer Data only to provide the Service, comply with law, or as you otherwise instruct.
4.2 Support. We provide support by email during normal U.S. business hours. We do not currently commit to a formal SLA; we will use commercially reasonable efforts to maintain availability and to give notice of planned maintenance.
4.3 Data protection. Where required, the parties will execute a Data Processing Addendum governing personal information in Customer Data; it is incorporated into these Terms once executed.
5. Fees and Payment
5.1 Fees. The initial audit is free (Section 2.5). Ongoing monitoring requires a paid subscription at the rate set forth at sign-up, in the Service, or in an Order Form. Except as provided in Section 5.5 (the Guarantee) or required by law, fees are billed in advance and are non-refundable.
5.2 Term and renewal. Subscriptions are offered month-to-month or annual, as set forth at sign-up or in an Order Form. Subscriptions renew automatically for successive terms equal in length to the then-current term unless either party gives notice of non-renewal before the renewal date. Month-to-month subscriptions may be canceled at any time, effective at the end of the current billing month.
5.3 Price changes. We may change pricing with at least 30 days' notice, effective at your next renewal.
5.4 Late payment; taxes. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate, and we may suspend access for non-payment after notice. Fees exclude taxes; you are responsible for applicable taxes other than taxes on our income.
5.5 The Guarantee (where offered). This Section applies if the Guarantee was offered on our website or at sign-up when you subscribed, or is stated in your Order Form. If, during your first ninety (90) days of paid subscription, the findings documented in your briefings do not identify amounts totaling at least three (3) times the subscription fees you paid for that period, you may request a full refund of every dollar of subscription fees you have paid — a refund, not a credit. To claim it, submit your request to support@useexacta.com within thirty (30) days after that 90-day period ends; we verify against the findings ledger in your briefings and process the refund. The Guarantee measures identified findings as documented line by line in your briefings, and applies once per Customer. It is unavailable only where monitoring was not active for substantially all of the period because you disconnected access (in which case we will tell you so when you ask).
6. Ownership
6.1 Customer Data. "Customer Data" means all data you upload to or sync through the Service, including your business records and any personal information about your customers and end users contained in them. You retain all rights to Customer Data. You grant Exacta a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, display, and create derivative works of Customer Data solely to provide and improve the Service, comply with law, and as otherwise instructed by you. Customer Data does not include aggregated, de-identified data that does not identify you, your company, or any individual, which Exacta may use to operate, benchmark, and improve the Service.
6.2 Exacta IP. The Service — software, design, algorithms, models, documentation, and all improvements — is owned by Exacta. We grant you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Service during your subscription term for your internal business purposes. No rights are granted except as expressly stated.
6.3 Analytics outputs. KPIs, dashboards, reports, and insights generated from your Customer Data are provided to you as part of the Service for your business use. They do not transfer ownership of the underlying Service to you, and they do not grant Exacta any ownership of your underlying Customer Data.
6.4 Feedback. If you provide feedback or suggestions, we may use them without restriction or obligation.
7. Confidentiality
Each party will protect the other's non-public business, technical, and financial information with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and advisors who need it and are bound by confidentiality obligations. These obligations do not apply to information that is public through no fault of the recipient, independently developed, or rightfully received from a third party. They survive termination for three (3) years, and for trade secrets, as long as the information remains a trade secret. A party may disclose confidential information where required by law after reasonable notice (where lawful) to the other party.
8. Warranty Disclaimer
EXCEPT AS EXPRESSLY STATED IN SECTION 4, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, EXACTA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE OR ITS OUTPUTS — INCLUDING ANALYTICS, KPIS, DERIVED VALUES, AND AI-GENERATED CONTENT — WILL BE ACCURATE, COMPLETE, UNINTERRUPTED, OR ERROR-FREE. EXACTA DOES NOT WARRANT THIRD-PARTY SERVICES YOU CONNECT.
9. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW: (A) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (B) EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. THESE LIMITS APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THEY DO NOT APPLY TO: CUSTOMER'S PAYMENT OBLIGATIONS; A PARTY'S BREACH OF SECTION 7 (CONFIDENTIALITY); CUSTOMER'S BREACH OF SECTION 3.2 OR 3.4; OR A PARTY'S INDEMNIFICATION OBLIGATIONS.
10. Indemnification
10.1 By Customer. You will defend, indemnify, and hold harmless Exacta from third-party claims arising from: (a) Customer Data, including any claim that you lacked the rights, consents, or lawful basis required by Section 3.2; (b) your products, services, or communications to your own customers (Section 3.3); or (c) your use of the Service in violation of these Terms or law.
10.2 By Exacta. Exacta will defend, indemnify, and hold harmless Customer from third-party claims that the Service, as provided by Exacta and used as authorized, infringes a U.S. patent, copyright, or trademark, or misappropriates a trade secret. If the Service is enjoined or likely to be, Exacta may procure rights, modify the Service, or terminate and refund prepaid unused fees. This Section states Exacta's entire liability for infringement.
10.3 Process. The indemnified party must give prompt notice, reasonable cooperation, and sole control of defense and settlement to the indemnifying party (no settlement imposing obligations on the indemnified party without its consent).
11. Term, Suspension, and Termination
11.1 Term. These Terms apply from your first acceptance until all subscriptions expire or terminate.
11.2 Termination for cause. Either party may terminate for material breach not cured within 30 days of written notice. You may terminate your account at any time; fees already paid are non-refundable except as expressly stated.
11.3 Suspension. We may suspend access immediately for security risk, suspected unlawful activity, or non-payment (after notice), limited in scope and duration to what is reasonably necessary.
11.4 Effect of termination; data export. Upon termination, your license ends. We will make Customer Data available for export for 30 days following termination, after which we delete it per our Privacy Policy. Sections that by their nature survive (including 6, 7, 8, 9, 10, 12, 13) survive termination.
12. Governing Law and Dispute Resolution
12.1 Governing law. These Terms are governed by the laws of the State of Utah, without regard to conflict-of-laws principles.
12.2 Arbitration. Any dispute arising out of or relating to these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Utah County, Utah. The arbitrator may award any relief a court could award to the individual parties. Judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own attorneys' fees unless the arbitrator awards them under applicable law.
12.3 Exceptions. Either party may (a) bring an individual claim in small-claims court, or (b) seek injunctive or equitable relief in a court of competent jurisdiction for actual or threatened infringement or misuse of intellectual property or confidential information.
12.4 Class waiver; jury waiver. Disputes will be arbitrated only on an individual basis. Neither party may participate in a class, consolidated, or representative action against the other, and each party waives its right to a jury trial. If the class waiver is found unenforceable as to a particular claim, that claim (and only that claim) may proceed in court.
13. General
13.1 Entire agreement; order of precedence. These Terms, together with any Order Form, the Privacy Policy, and any executed DPA, are the entire agreement regarding the Service and supersede prior or contemporaneous agreements on that subject. In conflict: Order Form > DPA > these Terms > policies.
13.2 Assignment. Neither party may assign these Terms without the other's consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets, with notice.
13.3 Notices. Legal notices to Exacta: support@useexacta.com or Exacta, Inc., 223 Cougar Blvd #557, Provo, UT 84604. Notices to you: your account email.
13.4 Publicity. Neither party will use the other's name or logo publicly without consent, except Exacta may identify Customer by name and logo as a customer with Customer's prior written consent (email sufficient).
13.5 Modifications to these Terms. We may update these Terms; material changes take effect at your next renewal or 30 days after notice, whichever is sooner. Continued use after the effective date constitutes acceptance.
13.6 Miscellaneous. The parties are independent contractors. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remainder enforced. No waiver is implied by inaction. Neither party is liable for delay or failure caused by events beyond its reasonable control. You will comply with applicable U.S. export laws and will not use the Service if you are subject to U.S. sanctions.
14. Contact
Exacta, Inc.
223 Cougar Blvd #557, Provo, UT 84604