Terms & Conditions

These Terms & Conditions (“Terms”) govern your access to and use of the Ocontra platform, website, applications, APIs, and any related software, tools, features, content, or services (collectively, the “Services”), provided by Ocontra LLC (“Ocontra,” “we,” “us,” or “our”).

By creating an account, accessing or using the Services, or clicking “I Agree,” you acknowledge that you have read, understood, and agree to be legally bound by these Terms. If you are using the Services on behalf of an entity, you represent and warrant that you have authority to bind that entity to these Terms.

If you do not agree to these Terms, you must not access or use the Services.

1. Description of Services

Ocontra provides a cloud-based technology platform designed to support finance professionals and businesses with accounting-related workflows, financial analysis, reporting, collaboration, and AI-assisted insights.

The Services may include, without limitation:

Automated and AI-assisted analysis of financial and operational data
Standardized, configurable, and user-defined financial reports
Period-based, comparative, and ad hoc reporting workflows
Collaboration tools for controllers, CFOs, finance teams, and stakeholders
Integrations with third-party platforms, including accounting, payments, and data storage systems
Data visualization, commentary generation, dashboards, and presentation tools

The Services are intended to support internal workflows and decision-making processes only and are not a substitute for professional judgment, independent verification, or formal advisory services.

Ocontra is a technology platform and does not provide professional services except where expressly stated under a separate written agreement, such as an Ocontra+ services engagement.

Use of the Services is also subject to Ocontra's Acceptable Use Policy, which is incorporated by reference.

2. No Professional Advice

Ocontra does not provide accounting, tax, audit, legal, regulatory, investment, fiduciary, or financial advisory services.

All outputs, insights, analyses, summaries, reports, recommendations, or suggestions generated by the Services:

Are provided solely for informational, analytical, and workflow-support purposes
Are derived entirely from user-provided data, configurations, rules, assumptions, and third-party inputs
Do not constitute professional advice, opinions, certifications, audits, reviews, or attestations

You are solely responsible for:

Reviewing, validating, testing, and verifying all outputs
Applying appropriate professional judgment and skepticism
Ensuring compliance with applicable accounting standards, tax laws, regulations, contractual obligations, and industry requirements

You acknowledge and agree that any reliance on the Services is at your sole discretion and risk, and Ocontra shall have no responsibility or liability for decisions, actions, filings, representations, disclosures, or outcomes resulting from such reliance.

2.1 Ocontra+ Services

Certain customers may be offered optional services branded as Ocontra+ (“Ocontra+ Services”).

Ocontra+ Services, where offered, may include human-led support, review, guidance, or advisory assistance related to financial workflows, reporting processes, or use of the platform.

All Ocontra+ Services:

Are governed exclusively by a separate written agreement, order form, statement of work, or addendum
Are distinct and severable from the core Ocontra software platform
Are subject to their own defined scope, limitations, responsibilities, exclusions, and liability terms

Unless expressly stated in a separate written agreement, use of the Ocontra platform alone does not constitute the delivery of professional services, advisory services, or a client engagement.

3. Eligibility & Authority

By using the Services, you represent and warrant that:

You are at least 18 years of age
You have the legal capacity to enter into binding contracts
You have authority to bind the entity you represent, if applicable

If you use the Services on behalf of clients, customers, employers, or other third parties, you represent that you have obtained all necessary permissions, authorizations, and consents to upload, process, analyze, store, and use their data within the Services.

4. Account Registration & Security

You are responsible for:

Maintaining the confidentiality and security of your login credentials
All activities conducted through your account, whether authorized or not

You must promptly notify Ocontra of any suspected unauthorized access, misuse, or security incident.

Ocontra may suspend, restrict, or terminate access if we reasonably believe account security has been compromised, misuse has occurred, or continued access poses a risk to the Services, Ocontra, or other users.

5. User Data & Content

5.1 Ownership

You retain all rights, title, and interest in data, files, records, documents, and content you upload, transmit, or connect to the Services (“User Data”).

5.2 License to Operate the Services

You grant Ocontra a limited, non-exclusive, non-transferable, royalty-free license to:

Host, store, process, analyze, reproduce, and display User Data
Use User Data solely as necessary to operate, maintain, support, secure, and improve the Services

5.3 Data Responsibility

You represent and warrant that:

You have all legal rights and permissions required to upload and process User Data
User Data does not violate confidentiality obligations, privacy rights, contractual restrictions, or applicable laws

Ocontra does not independently verify the accuracy, completeness, legality, or appropriateness of User Data and assumes no responsibility for errors, omissions, or defects arising from such data.

6. AI Features, Accuracy & Limitations

Ocontra utilizes artificial intelligence, machine learning models, rules-based logic, and automated systems to assist with financial analysis, reporting, and workflow optimization.

While Ocontra strives for accuracy, reliability, transparency, and continuous improvement, you acknowledge and agree that:

AI-generated outputs may contain errors, omissions, inconsistencies, or outdated logic
Results are highly dependent on the quality, structure, timing, and completeness of input data
Outputs may differ across periods, users, configurations, or data sources
AI features are designed to augment human review, not replace professional judgment

Ocontra makes no guarantees or warranties regarding the accuracy, completeness, consistency, or fitness of AI-generated outputs for any particular purpose.

All AI-assisted results must be independently reviewed and validated by a qualified professional prior to reliance, disclosure, filing, or external use.

7. Third-Party Services & Integrations

The Services may integrate with third-party platforms, including accounting systems, payment processors, cloud storage providers, or data sources.

Ocontra is not responsible for:

Availability, uptime, security, or performance of third-party services
Data loss, corruption, inaccuracies, or delays caused by third-party systems
Changes to third-party APIs, features, pricing, or terms

Your use of third-party services is governed solely by their respective terms, policies, and agreements.

8. Fees, Subscriptions & Payment

Certain features of the Services require a paid subscription.

8.1 Payment Processing

All subscription payments are processed through Stripe. Ocontra does not store full payment card information.

You may manage, modify, or cancel your subscription at any time through the Stripe customer portal, accessible:

Directly through your Ocontra account
Via a link within the software UI under Settings / Account Management (or a similar location)

8.2 Billing & Cancellation

Subscriptions are billed in advance on a recurring basis
Cancelling a subscription prevents future auto-renewals
Cancellation does not refund fees already processed for the current billing period

8.3 First-Month Refund Exception

As a limited exception:

New subscribers may cancel within 7 days of the initial charge
If cancelled within this window, the first month's subscription fee will be fully refunded

This exception applies only to the initial subscription period.

9. Intellectual Property

All software, source code, designs, interfaces, workflows, methodologies, trademarks, logos, documentation, and content provided by Ocontra (excluding User Data) are owned by Ocontra LLC or its licensors and are protected by intellectual property laws.

You may not:

Copy, modify, reverse engineer, or derive source code
Resell, sublicense, or commercially exploit the Services
Use Ocontra branding without prior written consent

10. Confidentiality

Each party agrees to protect confidential information obtained through use of the Services and to use such information solely for permitted purposes or as required by law.

10.1 Acceptable Use Policy

Your use of the Services is subject to Ocontra's Acceptable Use Policy (“AUP”), which describes prohibited activities, misuse of the Services, and enforcement rights.

Violation of the AUP may result in suspension or termination of access without refund, in accordance with these Terms.

11. Suspension & Termination

You may terminate your account at any time.

Ocontra may suspend or terminate access:

For violations of these Terms or the Acceptable Use Policy
For misuse, abuse, or excessive risk
To comply with legal, regulatory, or security obligations
During beta, early-access, or experimental phases

Upon termination:

Access to the Services ends immediately
User Data may be deleted after a reasonable retention period, unless legally required otherwise

11.1 Force Majeure

Ocontra shall not be liable for any failure or delay in performance under these Terms resulting from events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, power or internet outages, failures of cloud infrastructure, third-party service outages, payment processor failures, governmental actions, regulatory changes, or failures of artificial intelligence or automated systems.

12. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

OCONTRA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY, RELIABILITY, OR COMPLETENESS OF OUTPUTS

Ocontra does not warrant uninterrupted, secure, or error-free operation.

13. Limitation of Liability

To the maximum extent permitted by law:

Ocontra shall not be liable for indirect, incidental, special, punitive, or consequential damages
Ocontra's total aggregate liability shall not exceed the fees paid by you in the 12 months preceding the claim

This limitation applies regardless of the theory of liability.

14. Indemnification

You agree to indemnify, defend, and hold harmless Ocontra LLC, its members, managers, officers, employees, and contractors from any claims, losses, damages, liabilities, and expenses arising from:

Your use or misuse of the Services
Your User Data
Violations of these Terms, the Acceptable Use Policy, or applicable laws

15. Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

Any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or your relationship with Ocontra (“Disputes”) shall be resolved exclusively through final and binding arbitration, rather than in court, except that either party may seek injunctive or equitable relief in a court of competent jurisdiction for misuse of intellectual property or unauthorized access to the Services.

The arbitration shall:

Be conducted by JAMS or the American Arbitration Association (AAA), at Ocontra's discretion
Be governed by the Federal Arbitration Act
Take place in New Jersey, unless otherwise agreed in writing
Be conducted on an individual basis only

15.1 Class Action Waiver

You and Ocontra agree that all Disputes shall be brought solely in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding.

YOU EXPRESSLY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION AGAINST OCONTRA.

If this waiver is found unenforceable, the arbitration requirement shall be null and void only with respect to such class action claim.

16. Changes to Terms

We may update these Terms at any time. Continued use of the Services after changes constitutes acceptance of the revised Terms.

17. Governing Law

These Terms are governed by the laws of the State of New Jersey, without regard to conflict-of-law principles.

18. Contact Information

Ocontra LLC

Email: [email protected]

Website: https://ocontra.com

Acceptance

By clicking “I Agree” or using the Services, you confirm that you have read, understood, and accepted these Terms & Conditions.