Terms of Service

Effective date: September 26, 2025

1. Agreement to Terms

These Terms of Service ("Terms") form a binding agreement between you (the "Customer") and CopEntry LLC ("CopEntry," "we," "our," or "us"). By creating an account, accessing the CopEntry platform, or executing an order form, you acknowledge that you have read, understood, and agree to be bound by these Terms and the documents referenced herein, including our Privacy Policy, any applicable order forms, statements of work, or data processing addenda. If you are using CopEntry on behalf of an agency, municipality, or other organization, you represent that you have authority to bind that entity to these Terms.

2. Definitions

• "Agency Data" means all information, records, files, attachments, audio or video, and other content submitted to the Services by or on behalf of the Customer, including personal data and sensitive law-enforcement information.
• "Authorized User" means any individual who accesses the Services under Customer’s account, including employees, contractors, or sworn personnel designated by Customer.
• "Confidential Information" means non-public information disclosed by either party that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.
• "Documentation" means user guides, onboarding materials, technical specifications, and knowledge base articles provided by CopEntry.
• "Services" means the CopEntry web application, APIs, integrations, mobile or tablet experiences, professional services, and related materials provided by CopEntry.
• "Third-Party Services" means products, applications, or services that integrate with the Services but are provided by third parties.

3. Eligibility & Accounts

• You must be at least 18 years old and legally capable of entering into binding contracts. Agencies may impose additional eligibility criteria for Authorized Users.
• You agree to provide accurate registration information and to keep it current. CopEntry may require verification of law-enforcement affiliation or agency sponsorship prior to activating an account.
• You are responsible for maintaining the confidentiality of login credentials and for all activity that occurs under your account. Shared credentials are prohibited.
• You must promptly notify CopEntry of any unauthorized use of credentials or suspected security incident. CopEntry may require password resets or multi-factor authentication to preserve platform integrity.
• CopEntry may suspend or refuse accounts that impersonate others, infringe on intellectual property, or otherwise violate these Terms.

4. Orders, Subscriptions & Renewals

Access to the Services is provided pursuant to an accepted order, subscription plan, or statement of work. Unless otherwise stated, subscriptions renew automatically for successive periods equal to the prior term. Renewal pricing, seat counts, and modules will match the current plan unless modified through the administrative portal or by written agreement.

Customers who operate through procurement portals or purchase order processes remain responsible for ensuring timely execution of order documents and compliance with their internal procurement rules. Purchase orders are for administrative purposes only and may not alter the terms of this agreement.

5. Fees, Invoicing & Payment Terms

• Billing & due dates. Subscription fees are invoiced at the start of each billing cycle unless an order form specifies alternate payment milestones. All amounts are due within 30 days of invoice date unless otherwise agreed in writing.
• Payment methods. CopEntry accepts payment via credit card, ACH, or other methods approved in writing. Payments are processed securely through Stripe or another authorized processor. CopEntry does not store full card numbers.
• Late payments. Past-due amounts accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. CopEntry may suspend the Services for unpaid invoices following reasonable notice.
• Adjustments. Additional seats, add-on modules, or professional services requested during a term will be invoiced at the then-current rates and prorated for the remainder of the term. Downgrades take effect upon renewal.
• Taxes. Fees are exclusive of taxes. Customer is responsible for all sales, use, value-added, or similar taxes arising from the subscription, excluding taxes based on CopEntry’s net income.
• Refunds. Except as expressly stated in these Terms or required by law, fees are non-refundable. Refund requests are evaluated in accordance with our posted Refund Policy.
• Price changes. CopEntry may update pricing upon renewal by providing at least 45 days’ notice via email or the administrator portal.

6. Customer Responsibilities

Customer is responsible for: (a) configuring and administering the Services, including designating agency administrators; (b) ensuring that Authorized Users receive appropriate training on policy compliance and AI-assisted workflows; (c) providing and maintaining internet connections, hardware, and software necessary to access the Services; and (d) establishing internal review processes for generated content prior to inclusion in official records.

Customer must ensure that Agency Data submission and usage complies with applicable retention schedules, evidence rules, and privacy statutes. Customer remains responsible for promptly responding to requests from courts, prosecutors, defense counsel, auditors, or civilian oversight bodies.

7. Acceptable Use

Customer agrees to use the Services only for lawful purposes and in compliance with these Terms, Documentation, and applicable laws. Prohibited conduct includes:

• Attempting to gain unauthorized access to the Services, related systems, or data;
• Disabling, circumventing, or interfering with security features or rate limits;
• Uploading malicious code or engaging in denial-of-service attacks;
• Misrepresenting generated content as official findings without required supervisory review;
• Exporting or processing Agency Data in violation of privacy, confidentiality, or evidentiary obligations; and
• Benchmarking or publicly disclosing performance metrics without CopEntry’s prior written consent.

CopEntry may monitor usage to detect policy violations and may suspend access for repeated or material breaches.

8. Data Ownership & Confidentiality

Customer retains all rights, title, and interest in Agency Data. CopEntry processes Agency Data solely to deliver, maintain, and improve the Services, fulfill support obligations, and comply with law. CopEntry does not sell Agency Data or use it for advertising. Each party agrees to implement reasonable safeguards to protect the other party’s Confidential Information and to use such information only as necessary to perform its obligations under these Terms.

Upon request and subject to verification, CopEntry will delete or return Agency Data as described in the Data Protection Addendum & Privacy section, except where retention is required by law or for dispute resolution. CopEntry maintains role-based access controls, encryption, logging, and personnel training programs to protect Agency Data.

9. Law Enforcement Records Handling

Customer is solely responsible for determining whether output generated through the Services constitutes an official record and for exporting, filing, disclosing, or retaining that content in accordance with law. CopEntry provides export tools, audit trails, and retention controls to assist Agencies, but CopEntry does not certify compliance with state archives rules, FOIA/public records obligations, or evidentiary requirements.

Optional features—such as chain-of-custody metadata, digital signatures, or hashing—are supplied "as is" and do not replace Customer’s internal recordkeeping policies. Customer should validate exported files for legibility, completeness, and admissibility prior to submission to courts or prosecutors.

10. Security, Audit & Incident Response

CopEntry maintains administrative, technical, and physical safeguards aligned with industry standards, including encryption in transit and at rest, network segmentation, vulnerability management, multi-factor authentication for administrative access, and routine penetration testing. CopEntry reviews its security program at least annually and may share summary audit reports or SIG questionnaires under a confidentiality agreement.

If CopEntry becomes aware of unauthorized access to Agency Data, CopEntry will notify Customer without undue delay, describe the nature of the incident, outline remediation steps, and cooperate with Customer’s reasonable evidence preservation requirements. Notification may be delayed if law enforcement requests confidentiality to support an investigation.

11. Intellectual Property & License

CopEntry owns all right, title, and interest in the Services, including software, user interface designs, Documentation, trademarks, and derivative works arising from enhancements. Subject to timely payment of fees, CopEntry grants Customer a limited, non-exclusive, non-transferable license to access and use the Services during the subscription term. Customer may not reverse engineer, decompile, modify, or create derivative works from the Services except to the extent such restrictions are prohibited by law.

CopEntry may incorporate generic learnings or suggestions shared by Customer into the platform, provided that CopEntry does not disclose Customer’s Confidential Information or Agency Data when doing so.

12. AI-Assisted Output & Model Governance

CopEntry offers AI-assisted drafting and analytical features to accelerate report creation. AI output may contain errors, bias, or omissions and must be reviewed by qualified personnel before use in official reports or court filings. Customer remains responsible for verifying facts, applying legal standards, and ensuring compliance with agency policies.

Prompts and feedback submitted to AI features may be used to monitor for abuse, improve model performance, and enhance safety mechanisms. CopEntry implements guardrails to minimize exposure of sensitive Agency Data in training corpora and honors any executed data processing or confidentiality obligations governing AI usage.

13. Service Levels, Maintenance & Support

CopEntry targets 99.5% monthly uptime excluding scheduled maintenance, emergency updates, and events outside our reasonable control. Maintenance windows are communicated through the status page or administrator notifications. CopEntry provides support via email and in-app channels during published support hours, with priority response times based on severity.

Customer agrees to supply diagnostic information and cooperate with troubleshooting efforts. CopEntry may recommend configuration changes or third-party updates to maintain compatibility; Customer is responsible for implementing such changes in a timely manner.

14. Professional Services & Training

Professional services, onboarding, or custom integrations are delivered pursuant to a statement of work. Deliverables are deemed accepted when CopEntry demonstrates substantial conformity with the specifications unless Customer provides written notice of deficiencies within ten business days. Travel expenses incurred at Customer’s request will be invoiced at cost with prior approval.

CopEntry may provide remote or onsite training. Unless otherwise stated, training materials are licensed for internal use only and may not be redistributed outside Customer’s organization.

15. Feedback, Benchmarking & Analytics

Feedback, feature requests, survey responses, or improvement suggestions provided by Customer are voluntary. CopEntry may use such feedback without obligation to Customer. Customer agrees not to disclose CopEntry’s performance metrics or results of benchmarking tests without CopEntry’s prior written consent.

CopEntry may generate aggregated, anonymized analytics regarding platform usage to improve services and develop new features. Such analytics will not identify Customer or Authorized Users.

16. Warranties & Disclaimers

CopEntry warrants that it will provide the Services in a professional and workmanlike manner consistent with industry standards, and that the Services will materially conform to the Documentation. Customer’s exclusive remedy for breach of this warranty is re-performance of the Services or, if CopEntry cannot remedy the breach within a reasonable time, termination and a prorated refund of prepaid fees covering the affected period.

Except as expressly stated, the Services are provided "as is" and "as available." CopEntry disclaims all other warranties, whether express, implied, or statutory, including merchantability, fitness for a particular purpose, non-infringement, accuracy, and suitability for evidentiary use. CopEntry does not warrant that the Services will be error-free, uninterrupted, or compliant with any specific regulatory framework unless expressly stated in writing.

17. Limitation of Liability

To the fullest extent permitted by law, neither party will be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business interruption, even if the party knew or should have known such damages were possible. CopEntry’s aggregate liability arising out of or related to the Services will not exceed the amounts paid or payable by Customer for the Services in the twelve (12) months preceding the event giving rise to the claim.

The limitations in this section do not apply to a party’s indemnification obligations, gross negligence, willful misconduct, or amounts owed for authorized use of the Services.

18. Indemnification

Customer agrees to indemnify and hold harmless CopEntry and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Agency Data; (b) Customer’s use of the Services in violation of these Terms or law; or (c) alleged infringement or violation of third-party rights by Agency Data. CopEntry will promptly notify Customer of any indemnified claim, provide reasonable cooperation, and allow Customer to control the defense and settlement, provided that Customer may not settle any claim that imposes obligations on CopEntry without CopEntry’s written consent.

CopEntry will defend Customer against claims alleging that the Services infringe any U.S. patent, copyright, or trade secret, and will pay damages finally awarded, provided Customer: (i) promptly notifies CopEntry of the claim; (ii) gives CopEntry sole control of the defense; and (iii) cooperates as reasonably requested. CopEntry may modify the Services to avoid infringement or terminate the affected Services with a refund of prepaid fees for the remaining term. CopEntry is not liable for claims arising from modifications made by Customer or use of the Services with non-CopEntry products.

19. Suspension & Termination

Either party may terminate these Terms or an order form for material breach if the breaching party fails to cure the breach within 30 days of written notice. Customer may terminate for convenience at the end of a term by providing written notice prior to renewal. CopEntry may suspend access immediately for non-payment, security threats, or violations of law.

Upon termination, Customer’s right to access the Services ceases. CopEntry will make Agency Data available for export for thirty (30) days following termination, provided Customer has paid all outstanding amounts. Sections that by their nature should survive (including confidentiality, ownership, indemnification, and limitations of liability) will remain in effect.

20. Compliance, Export & Legal Requests

Customer represents that it and its Authorized Users are not restricted parties under U.S. export control or sanctions laws. Customer agrees to comply with all applicable export, import, and sanctions regulations. If CopEntry receives a legal request (such as a subpoena or court order) for Agency Data, CopEntry will notify Customer prior to disclosure unless prohibited by law. CopEntry may deny or narrow requests that are overly broad, seek privileged information, or conflict with applicable law.

21. Insurance Requirements

CopEntry maintains commercially reasonable insurance coverage, including commercial general liability, cyber liability, and errors and omissions insurance. Certificates of insurance are available upon request. Customer is responsible for maintaining any insurance policies required by law or agency policy.

22. Force Majeure

Neither party will be liable for delays or failure to perform resulting from events beyond its reasonable control, including natural disasters, acts of government, war, terrorism, labor disputes, civil disturbances, internet or telecommunication failures, or third-party service provider outages. The affected party will use commercially reasonable efforts to mitigate the impact and resume performance promptly.

23. Publicity & Use of Marks

CopEntry may identify Customer as a customer in public-facing materials using Customer’s name and logo, consistent with Customer brand guidelines, unless Customer notifies CopEntry in writing to opt out. Any other press releases or promotional statements require mutual written consent.

24. Government End Users

The Services, Documentation, and related materials are "commercial items" as defined in FAR 2.101. If Customer is a U.S. Government entity or is accessing the Services on behalf of one, use, duplication, or disclosure by the Government is subject to the restrictions set forth in FAR 12.211, 12.212, and DFARS 227.7202, as applicable.

25. Data Protection Addendum & Privacy

To the extent the Services involve processing of personal data subject to data protection laws (including GDPR, CCPA/CPRA, or equivalent statutes), the parties agree to the terms of the CopEntry Data Processing Addendum (DPA), which is incorporated by reference. In the event of conflict between these Terms and the DPA, the DPA governs data processing activities. Additional privacy disclosures are provided in the Privacy Policy.

26. Notices

Notices under these Terms must be in writing and are deemed given when delivered by hand, confirmed email, certified mail (return receipt requested), or recognized courier to the addresses set forth in the applicable order form or as otherwise designated in writing. Operational communications, including system alerts and invoices, may be delivered via email or through the Services.

27. Order of Precedence & Interpretation

If there is a conflict between these Terms and any order form, statement of work, or DPA, the following order of precedence applies: (1) the order form or statement of work (for the applicable Services), (2) the DPA, (3) these Terms, and (4) the Documentation. Headings are for convenience only and do not affect interpretation. Words like "including" mean "including without limitation."

28. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Texas, excluding conflict-of-law rules. The parties agree to the exclusive jurisdiction and venue of the state and federal courts located in Dallas County, Texas, for any dispute arising out of or relating to the Services. Before filing suit, the parties will attempt in good faith to resolve disputes through senior-level negotiations for at least thirty (30) days.

Notwithstanding the foregoing, either party may seek injunctive relief or specific performance in any court of competent jurisdiction to prevent unauthorized use or disclosure of Confidential Information or intellectual property.

29. Changes to these Terms

CopEntry may update these Terms from time to time. Material changes will be communicated via email or in-app notifications at least 30 days before they take effect, unless changes are required sooner by law or to address security concerns. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.

30. Miscellaneous

These Terms constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous agreements. Neither party may assign these Terms without the other party’s consent, except that either party may assign to a successor in interest in connection with a merger, acquisition, or sale of assets, provided the assignee agrees to be bound by these Terms. The parties are independent contractors; nothing herein creates a partnership, joint venture, or agency relationship.

If any provision is held unenforceable, the remaining provisions remain in full force. Failure to enforce a right does not constitute a waiver. No third party is an intended beneficiary of these Terms.

31. Contact

Questions about these Terms can be sent to support@copentry.com or through the 24/7 support chat.

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