TERMS OF USE

These Terms of Use (the "Terms") are a legal agreement between you and GovernUp Solutions, LLC ("GovernUp," "we," or "us"), a Maryland limited liability company. These Terms govern your access to and use of the Covenant community management platform, including all governance tools, AI features, communication services, progressive web applications, and mobile applications (the "Services").

1. General Provisions

• Definitions: "Your Data" means any information or content you upload to the Services, including resident lists, community policies, messages, and documents. "Intellectual Property Rights" means all patents, copyrights, trademarks, and trade secrets owned by GovernUp.
• Eligibility: You must be at least 18 years old to create an account. The Services are intended for use by community associations, property management companies, and their authorized residents.
• Updates: We may update these Terms to reflect legal changes or new features. We will notify you of material changes via email or the Services. Continued use after notification constitutes acceptance.
• Progressive Web App: The Platform may be installed as a progressive web application ("PWA") on mobile and desktop devices via your browser's "Add to Home Screen" or "Install App" feature. The PWA provides the same functionality as the browser-based platform and is subject to the same Terms. The PWA is not distributed through app stores and does not require separate download or installation agreements.

2. Privacy and Data Security

Maryland Privacy Compliance: We comply with the Maryland Online Data Privacy Act (MODPA). We only collect Personal Data that is reasonably necessary to provide the Services. Our full data practices are described in our Privacy Policy.

Executive Override: To maintain platform integrity, GovernUp's authorized personnel may exercise controlled administrative access ("Executive Override") for security incidents, audits, or technical support. This access is logged, time-limited, and follows the principle of least-privilege.

Multi-Tenancy: Each community's data is logically isolated. Your community's data is not accessible to other communities on the platform. Management companies with portfolio access may view data across their assigned communities only.

3. SMS and Communications Terms

By providing your phone number and enabling SMS notifications, you expressly consent to receive text messages from Covenant via Twilio at the number provided. This includes:

• Community announcements and updates
• Emergency and safety alerts
• Maintenance, violation, and meeting notifications
• Two-way messages with your community management team

Frequency: Message frequency varies based on community activity. Msg & Data Rates May Apply.

Opt-Out: Text STOP to any message to unsubscribe from SMS notifications, or update your preferences in your account settings. Text HELP for support. Emergency alerts may be delivered regardless of opt-out status to ensure resident safety.

Message Recording: All SMS messages sent to and from the platform are recorded and stored. Inbound messages are visible to your community's management team for the purpose of responding to resident inquiries.

Email Communications: By creating an account, you consent to receive transactional emails including account verification, password resets, and security alerts. Community notification emails can be managed in your notification preferences.

4. Acceptable Use and Restrictions

You agree not to use the Services for illegal activities, distributing malware, harassment, or engaging in discriminatory conduct that violates fair housing laws.

Governance Ethics: You shall not use Covenant to draft or enforce policies that discriminate based on race, color, religion, national origin, sex, familial status, disability, or sexual orientation.

Proprietary Rights: You may not reverse-engineer the platform, scrape data, or use the Services to develop a competing product.

5. User-Generated Content

You retain ownership of content you post to the Services (social feed posts, forum topics, comments, messages, and documents). By posting content, you grant GovernUp a non-exclusive, royalty-free license to host, display, and transmit your content as necessary to provide the Services.

Content Moderation: Community managers and board members may hide, lock, or remove content that violates community guidelines or applicable law. GovernUp reserves the right to remove content that violates these Terms.

Guest Data: When you submit guest pass information or third-party data, you represent that you have authority to share that information and that the third party is aware their data is being provided to the community.

6. AI and Automated Features

Covenant uses AI powered by OpenAI (GPT-4o and GPT-4o-mini) for features including document Q&A, meeting summaries, policy drafting, portfolio briefings, and suggested replies. Important disclosures:

• AI-generated content is for informational purposes only and does not constitute legal, financial, tax, or medical advice. Always review AI outputs with qualified professionals.
• Your messages and relevant community documents are sent to OpenAI for processing. OpenAI does not use API data to train its models.
• All AI interactions are logged for quality and safety. Low-confidence responses may be reviewed by your community's management team.
• Communities may disable AI features at any time through the platform settings.
• AI features include content filtering to prevent harmful outputs, but no automated system is perfect. Report any concerning AI responses to your community manager.

7. Electronic Voting and Governance

Covenant provides electronic voting tools for community resolutions, polls, and elections. By casting a vote through the platform:

• You acknowledge that your vote is recorded and linked to your unit for quorum and tallying purposes.
• Proxy voting is supported where permitted by your community's governing documents.
• Vote results are accessible to board members and community managers.
• Electronic votes carry the same weight as in-person votes, subject to your community's bylaws.

8. Payments, Fees, and Taxes

Community subscription fees are based on your selected plan (Essentials, Core, or Prime). Resident assessment payments are processed securely through Stripe.

• Subscription fees are billed according to your selected billing cycle (monthly or annual).
• Per Maryland law, digital services are subject to applicable sales and use taxes based on the user's location.
• Refunds for subscription fees may be requested within 30 days of the billing date.
• GovernUp is not responsible for late fees, penalties, or interest charged by your community association for overdue assessments.

9. Termination

We may suspend or terminate access for violations of these Terms or the Acceptable Use Policy. Upon termination:

• We will provide a data export upon request within 30 days.
• Personal data will be deleted within 30 days, except for backups retained for up to 90 days and financial records retained for 7 years as required by law.
• Community administrators may request bulk data export before account closure.

10. Warranties and Liability

The Services are provided "as-is" without warranties of any kind, express or implied. To the maximum extent permitted by law:

• Our maximum aggregate liability for any claim shall not exceed the fees paid by you in the 12 months preceding the claim.
• We are not liable for AI-generated content accuracy, community governance decisions made using the platform, or third-party service outages.
• We are not liable for SMS delivery failures caused by carrier networks or recipient device issues.

11. Service Level Agreement (SLA)

We commit to 99.5% service availability measured monthly. Critical issues (platform unusable) will receive an initial response within 1 hour during business hours. Scheduled maintenance windows will be communicated at least 24 hours in advance.

12. Dispute Resolution

These Terms are governed by the laws of the State of Maryland. Any disputes arising from these Terms will be resolved through individual binding arbitration in Maryland. You and GovernUp waive the right to a jury trial or to participate in a class-action lawsuit. Notwithstanding the foregoing, either party may seek injunctive relief in a court of competent jurisdiction for intellectual property violations or data security breaches.