Terms of Service

1. Who we are

Govy (“Govy”, “we”, “us”) provides a software platform for equity and governance management: cap tables, fundraising instruments, board and shareholder resolutions, investor data rooms, electronic signatures, and related records (the “Service”), available at app.govy.tech. These Terms are a binding agreement between Govy Inc. and the customer entity that opens a workspace (“Company”) and each individual user (“you”).

2. The Service is not legal, tax, or investment advice

Govy is record-keeping and workflow software. Nothing in the Service — including templates, generated documents, vesting calculations, round models, waterfall scenarios, or compliance checklists — constitutes legal, tax, accounting, or investment advice, and no attorney–client relationship is created by using it. Securities laws vary by jurisdiction and by transaction. You are responsible for having qualified counsel review your equity transactions, filings, and governance decisions.

3. Accounts and workspaces

• Creating a company workspace requires a work email address. You must provide accurate information and keep your credentials secure. You are responsible for activity under your account.
• A workspace's superadmins control membership, roles, and data in that workspace, including inviting and removing members and deleting the workspace. Govy acts on the instructions of a workspace's administrators.
• You may not access another workspace's data, probe or circumvent access controls, or use the Service to build a competing product.

4. Subscriptions, trials, and billing

• New workspaces receive a 7-day free trial, limited to one trial per company email domain, ever. After the trial, a paid subscription is required to continue writing to the workspace.
• Purchases are processed by Lemon Squeezy as merchant of record; their terms and tax handling apply to the payment transaction. Prices are shown at checkout and may change with notice effective on your next billing cycle.
• Subscriptions renew automatically until cancelled. When a subscription lapses, the workspace becomes read-only: your data remains viewable and exportable, but no new records can be written until the subscription is renewed.
• Except where required by law, fees are non-refundable.

5. Your data

• You own your data. The cap table, ledger events, documents, and other content a workspace records belong to the Company. Govy claims no rights over it beyond what is needed to operate the Service.
• The ledger is append-only by design: corrections are recorded as reversing (VOID) entries rather than by editing history. This is a feature of the Service's audit model, not a defect.
• Workspace administrators can export the full ledger at any time, and can permanently delete the workspace from within the product. Deletion is irreversible.
• Data room files linked from Google Drive remain stored in the Company's own Google Drive; Govy streams them on demand and does not retain copies.

6. Electronic signatures and votes

The Service records signatures, approvals, and votes electronically, with an auditable trail of who acted and when. You are responsible for confirming that electronic execution is legally sufficient for a given document or corporate action in your jurisdiction, and for the identity of the recipients you share signing or voting links with. Personal links (signing, board votes, data rooms) must not be forwarded.

7. Acceptable use

You agree not to use the Service to violate law (including securities regulations), infringe others' rights, transmit malware, send unsolicited bulk communications, misrepresent an issuer or offering, or attempt to disrupt or gain unauthorized access to the Service or other customers' data. We may suspend accounts that endanger the platform or other customers, with notice where practicable.

8. Availability and support

We aim for high availability but the Service is provided without a guaranteed uptime level. We may modify features with reasonable notice for material reductions. Support is provided via support@govy.tech.

9. Intellectual property

Govy and its licensors own the Service, including software, design, and branding. We grant the Company a limited, non-exclusive, non-transferable right to use the Service during the subscription. Feedback you give us may be used to improve the Service without obligation.

10. Disclaimers and liability

THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, GOVY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE IS LIMITED TO THE FEES PAID BY THE COMPANY IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, AND GOVY IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, DATA, OR BUSINESS. Nothing here limits liability that cannot be limited by law.

11. Termination

You may stop using the Service and delete your account or workspace at any time from within the product. We may terminate or suspend access for material breach of these Terms. Sections that by their nature should survive (data ownership, disclaimers, liability limits, governing law) survive termination.

12. Governing law

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-law rules, and disputes will be resolved in the courts located in Delaware, unless a separate signed agreement with the Company states otherwise.

13. Changes

We may update these Terms. For material changes we will give at least 14 days' notice by email or in-product notice. Continued use after the effective date constitutes acceptance.

14. Contact

Govy Inc. · legal@govy.tech