These Terms and Conditions (the “Terms”) govern your access to and use of the website located at coveyops.com (the “Site”) and the related services described below, which are operated by KM Hogan Enterprises, an S corporation doing business as Covey Ops (“Covey Ops,” the “Company,” “we,” “us,” or “our”).
By accessing or using the Site, by contacting us through the Site, by signing up for a consultation, demo, proposal, or strategy session, by becoming a Client, or by being added as an authorized user under a Client account, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Site or the Services.
For purposes of these Terms:
- “Services” refers to the AI consultancy and managed-services Covey Ops provides to its Clients, including the design, build, deployment, and ongoing management of custom AI agent teams, together with the client portal, Slack-based interfaces, dashboards, and any other tools we provide to deliver those services.
- “Client” refers to a business or organization that has entered into a Services Agreement (defined below) with Covey Ops.
- “Services Agreement” refers to any written master services agreement, statement of work, order form, proposal, or similar agreement executed between Covey Ops and a Client that authorizes the delivery of specific Services.
- “Client Data” refers to information that a Client or its authorized users provides to or makes available to Covey Ops in connection with the Services, including business processes, documents, internal data, customer records, and credentials to systems we are authorized to operate on behalf of the Client.
- “You” refers to you, whether you are a visitor to our Site, a prospective client, an authorized user of a Client, or any other person who accesses or uses the Site or the Services.
1. Relationship Between These Terms and a Services Agreement
These Terms govern your use of the Site and your general relationship with Covey Ops as a visitor or prospective client. Delivery of paid Services to a Client is governed by the applicable Services Agreement between that Client and Covey Ops. If there is a conflict between these Terms and a fully executed Services Agreement, the Services Agreement controls with respect to the Services covered by it.
2. Eligibility
You must be at least 18 years old and able to form a legally binding contract to use the Site or the Services. If you are using the Site or the Services on behalf of a business or organization, you represent that you have authority to bind that entity to these Terms, and “you” includes that entity.
3. Accounts and Authorized Users
To access portions of the Services, you may need to register for an account or be provisioned as an authorized user by a Client. You agree to:
- provide accurate, current, and complete information when registering or being provisioned;
- keep your credentials confidential and not share them with anyone else;
- promptly notify us at info@coveyops.com of any unauthorized access or other security incident; and
- be responsible for all activity that occurs under your account.
We may suspend or terminate accounts that violate these Terms, the applicable Services Agreement, or that we reasonably believe pose a security, legal, or operational risk.
4. Acceptable Use
You agree not to use the Site or the Services to:
- violate any applicable law, regulation, or third-party right;
- transmit malicious code, conduct security scans without authorization, or attempt to bypass our access controls;
- reverse engineer, decompile, or attempt to derive the source code of the Site, the Services, or any underlying AI models, except to the extent applicable law expressly permits;
- use automated means to scrape, harvest, or otherwise collect content from the Site or the Services in a way that materially burdens our infrastructure;
- impersonate another person or misrepresent your affiliation;
- input or upload Client Data or other content that you do not have the right to share, that infringes intellectual property or privacy rights, or that is unlawful, harassing, or defamatory; or
- use the Services to build, train, or improve a product or service that competes with Covey Ops.
We may investigate suspected violations and, where appropriate, suspend access, remove content, or take other action to protect the Site, the Services, our Clients, our users, or third parties.
5. AI Outputs and Human Oversight
The Services rely on large language models and other third-party AI providers. AI outputs are probabilistic and may be inaccurate, incomplete, or unsuitable for a particular purpose. You acknowledge that:
- AI outputs are tools, not professional advice — they are not a substitute for legal, financial, tax, medical, or other licensed professional advice;
- you are responsible for reviewing AI outputs before acting on them, particularly for decisions with material legal, financial, safety, or operational consequences;
- where Covey Ops deploys agents that take autonomous action on your behalf, you remain responsible for the scope of authority you grant, the systems you connect, and the credentials you provide; and
- Covey Ops does not guarantee any particular outcome, accuracy level, or business result from AI outputs.
6. Intellectual Property
Our property
The Site, the Services, our agent designs, prompts, evaluation suites, dashboards, documentation, trademarks, logos, and all related intellectual property are owned by Covey Ops or its licensors. Except for the limited rights expressly granted in these Terms or a Services Agreement, no rights are granted to you, by implication or otherwise.
Limited license to use the Site
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for its intended purpose. You may not copy, modify, distribute, sell, lease, or create derivative works of the Site or its content except as expressly permitted.
Client Data and outputs
Client Data is and remains the property of the Client. To the extent necessary to deliver the Services, the Client grants Covey Ops a limited, non-exclusive license to host, process, and use Client Data as set out in the Services Agreement. Ownership and license of AI-generated outputs produced for a Client are governed by the Services Agreement.
Covey Ops does not use Client Data to train any public or third-party AI model and does not sell Client Data.
Feedback
If you send us feedback, ideas, or suggestions about the Site or the Services, you grant us a perpetual, irrevocable, royalty-free, worldwide license to use that feedback without restriction. Feedback is provided voluntarily and is not confidential.
7. Fees and Payment
Use of the Site itself is free. Paid Services are billed per the Services Agreement, which controls fees, invoicing, taxes, late payment terms, and refund policy. Unless otherwise specified in the Services Agreement, fees are non-refundable.
8. Confidentiality
Each party agrees to protect the other party's confidential information using at least the same degree of care it uses to protect its own confidential information of similar sensitivity, and in no event less than reasonable care. Confidentiality obligations between Covey Ops and a Client are set out in the Services Agreement and control over this section to the extent of any conflict.
9. Third-Party Services
The Site and the Services interoperate with third-party tools and providers (for example, Slack, Google Workspace, cloud hosting providers, and AI model providers). Your use of those third-party services is governed by their own terms, and Covey Ops is not responsible for their availability, content, or practices.
10. Disclaimers
THE SITE AND THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, COVEY OPS DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
WE DO NOT WARRANT THAT THE SITE OR THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT AI OUTPUTS WILL BE ACCURATE OR RELIABLE FOR ANY PARTICULAR PURPOSE.
11. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, COVEY OPS AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATING TO THE SITE OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SITE OR TO YOUR USE OF THE SERVICES OUTSIDE OF A SERVICES AGREEMENT WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US$100). LIABILITY FOR PAID SERVICES IS LIMITED PER THE SERVICES AGREEMENT GOVERNING THOSE SERVICES.
Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of these limitations may not apply to you.
12. Indemnification
You agree to defend, indemnify, and hold harmless Covey Ops and its affiliates, officers, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:
- your breach of these Terms;
- your violation of any law or third-party right;
- content or data you submit to the Site or the Services that you did not have the right to provide; or
- your misuse of the Site or the Services.
We may, at our option, assume exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with us at your expense.
13. Termination
We may suspend or terminate your access to the Site or the Services at any time, with or without notice, if we reasonably believe you have violated these Terms, that suspension is necessary to protect the Site, the Services, our Clients, or third parties, or that continued access is no longer commercially or legally feasible. You may stop using the Site at any time. Termination of paid Services is governed by the applicable Services Agreement.
Sections that by their nature should survive termination — including Sections 4, 5, 6, 7, 8, 10, 11, 12, 13, 14, 15, 16, and 17 — will survive.
14. Changes to These Terms
We may update these Terms from time to time. If we make material changes, we will notify you by email (to the address associated with your account or recent inquiries) or by posting a prominent notice on the Site. Material changes take effect 30 days after notice. Non-material changes take effect upon posting. Your continued use of the Site or the Services after the effective date constitutes acceptance of the updated Terms.
15. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms or your use of the Site will be brought exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of those courts. Nothing in this Section limits either party's right to seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
Where a Services Agreement contains a different governing law or dispute resolution provision, that provision controls the Services covered by it.
16. Export and Sanctions Compliance
You represent that you are not located in, and will not use the Site or the Services from, a country or region subject to U.S. government embargo, and that you are not on any U.S. government list of restricted parties. You agree to comply with all applicable export control and sanctions laws.
17. General
- Entire agreement. These Terms, together with the Privacy Policy and any applicable Services Agreement, are the entire agreement between you and Covey Ops regarding the Site and the Services and supersede any prior agreements on that subject.
- Severability. If any provision is found unenforceable, the remaining provisions remain in full force and the unenforceable provision will be modified to the minimum extent necessary.
- No waiver. Our failure to enforce any provision is not a waiver of our right to do so later.
- Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, financing, reorganization, or sale of all or part of our business.
- Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control.
- No agency. These Terms do not create any agency, partnership, joint venture, or employment relationship.
- Notices. Legal notices to Covey Ops must be sent to info@coveyops.com.
18. Contact Us
If you have questions about these Terms, contact us at:
KM Hogan Enterprises (d.b.a. Covey Ops)
Email: info@coveyops.com
Site: coveyops.com