Terms of Service | Barrow AI

1. Definitions

The following terms have the meanings set forth below when used in these Terms of Service:

"Account" means the user account you create to access and use the Service.
"Barrow" or "we" or "us" means Barrow AI, Inc., a Delaware corporation.
"Confidential Information" has the meaning set forth in Section 15.
"Draft" means any AI-generated output produced by the Service, which constitutes a preliminary draft only and is not a final report.
"Environmental Professional" or "EP" means a qualified professional as defined under ASTM E1527-21 or applicable standards, responsible for reviewing, validating, and approving Drafts before use.
"Output" means all content, text, data, and materials generated by the Service in response to your inputs, including Drafts and any associated metadata.
"Report" means any final document produced by you that incorporates or is based upon Output from the Service.
"Service" means Barrow's AI-powered platform for drafting Phase I Environmental Site Assessment reports, including all associated web applications, tools, APIs, and features.
"User" or "you" means the individual or entity that registers for an Account and uses the Service.

2. Acceptance of Terms

By accessing and using the Service, you accept and agree to be bound by these Terms of Service ("Terms"), our Privacy Policy, and any additional terms incorporated by reference (collectively, the "Agreement"). If you are accepting on behalf of an organization, you represent and warrant that you have authority to bind that organization. If you do not agree to the Agreement, do not use the Service.

3. Description of Service

Barrow provides an AI-powered platform for drafting Phase I Environmental Site Assessment (ESA) reports. All Output produced by the Service constitutes preliminary Drafts only. These Drafts are not final reports and must not be relied upon, distributed, or presented as completed work product without thorough review, validation, and approval by a qualified Environmental Professional. The Service includes access to our web platform, AI-powered report drafting tools, and related features.

4. User Accounts and Registration

To access certain features of the Service, you must register for an Account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your password and for all activities that occur under your Account.

5. Professional Use and Limitations

The Service is intended for use by qualified environmental professionals. While our AI-powered tools assist in report drafting, you acknowledge that:

AI-generated content may contain errors, omissions, or inaccuracies
You must independently verify all factual statements, findings, and conclusions
Recognized Environmental Conditions (RECs), Historical RECs, and Controlled RECs identified in Drafts are preliminary and require EP professional judgment
The Service does not constitute professional environmental consulting advice
All Drafts must be reviewed and validated by qualified professionals before use
Certain sites may require additional internal review before a Draft is used or finalized
You remain responsible for the accuracy and completeness of all Reports
The Service provides assistance but does not replace professional judgment
You must comply with all applicable environmental regulations and standards

6. Data Ownership and Intellectual Property

6.1 Your Data

You retain ownership of all data, documents, and materials you upload or provide through the Service ("Your Data"). Barrow does not claim ownership of, nor any rights to, Your Data. By using the Service, you grant Barrow a limited, non-exclusive license to process Your Data solely for the purpose of providing and improving the Service. This license terminates when Your Data is deleted from our systems.

You represent and warrant that Your Data is accurate, complete, and lawfully obtained. The quality and accuracy of Output depends directly on the completeness and accuracy of Your Data. Barrow assumes no responsibility for Output produced from incomplete, inaccurate, or insufficient source materials.

6.2 Barrow's Intellectual Property

Barrow retains all rights, title, and interest in and to the Service, including our proprietary AI models, algorithms, platform technology, documentation, and all related intellectual property rights. Nothing in these Terms grants you any right to use Barrow's trademarks, service marks, or logos.

6.3 Output Ownership

Subject to Barrow's underlying intellectual property rights in the Service, you own the Output generated from Your Data. You are solely responsible for your use of all Output, including any Reports you produce from it.

7. Privacy and Data Security

We are committed to protecting your privacy and maintaining the security of your data. Our data practices are governed by our Privacy Policy, which is incorporated into these Terms by reference. We implement industry-standard security measures to protect your information.

8. Payment and Subscription

Some features of our Service may require payment. Subscription fees are billed in advance and are non-refundable except as required by law or as provided in Section 16 (Termination). We reserve the right to change our pricing with thirty (30) days' prior notice.

9. Acceptable Use and Prohibited Conduct

You may not use the Service to:

Violate any applicable laws or regulations
Draft false or misleading environmental reports
Attempt to gain unauthorized access to our systems or other users' accounts
Use the Service for any illegal or unauthorized purpose
Interfere with or disrupt the Service or servers
Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service or its AI models
Scrape, crawl, or use any automated means to access the Service beyond its intended functionality
Circumvent or attempt to circumvent any usage limits, rate limits, or access controls
Upload data subject to the Health Insurance Portability and Accountability Act (HIPAA), International Traffic in Arms Regulations (ITAR), or other specialized regulatory regimes, unless Barrow has provided express written agreement
Upload Social Security numbers, protected health information, or other categories of sensitive personal data unless specifically agreed in writing
Use the Service in connection with any person, entity, or country subject to economic sanctions administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC) or equivalent authority
Resell, sublicense, or redistribute access to the Service without Barrow's prior written consent

10. Copyright and DMCA

Barrow respects the intellectual property rights of others. If you believe that content available through the Service infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing the following information in writing to our designated agent:

Identification of the copyrighted work claimed to have been infringed
Identification of the material claimed to be infringing, with sufficient detail for us to locate it
Your contact information (name, address, telephone number, email)
A statement that you have a good faith belief that use of the material is not authorized
A statement, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner
Your physical or electronic signature

Send DMCA notices to: legal@barrow.site

11. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

BARROW DOES NOT WARRANT THAT AI-GENERATED DRAFTS WILL BE ACCURATE, COMPLETE, COMPLIANT WITH ASTM E1527-21 OR ANY OTHER STANDARD, FREE OF ERRORS, OR SUITABLE FOR ANY PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT AI-GENERATED CONTENT MAY CONTAIN FACTUAL ERRORS, INCONSISTENCIES, OR OMISSIONS.

12. Limitation of Liability

12.1 Exclusion of Consequential Damages

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICE.

12.2 Liability Caps

Standard Cap: Except as provided below, each party's total aggregate liability under these Terms shall not exceed the amounts paid by you to Barrow in the twelve (12) months preceding the event giving rise to the claim.

Elevated Cap: For claims arising from a breach of Section 15 (Confidentiality), a data breach, or indemnification obligations under Section 14, the liable party's total aggregate liability shall not exceed two times (2x) the amounts paid by you to Barrow in the twelve (12) months preceding the event giving rise to the claim.

12.3 Carve-Outs

The limitations set forth in Sections 12.1 and 12.2 shall not apply to: (a) liability arising from gross negligence or willful misconduct; (b) fraud or fraudulent misrepresentation; or (c) any liability that cannot be limited under applicable law.

12.4 Environmental Liability

Barrow shall not be liable for any damages, claims, or losses arising from decisions made based on AI-generated Draft content, including but not limited to environmental contamination, regulatory penalties, real estate transaction losses, or professional liability claims.

13. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) to the extent such failure or delay results from circumstances beyond the affected party's reasonable control, including but not limited to: natural disasters, pandemics, epidemics, acts of government, war, terrorism, civil unrest, labor disputes, failures or outages of third-party services (including Google Cloud, Amazon Web Services, and Auth0), power outages, or internet service disruptions. The affected party shall provide prompt written notice to the other party and shall use commercially reasonable efforts to resume performance as soon as practicable.

14. Indemnification

14.1 Your Indemnification of Barrow

You agree to indemnify, defend, and hold harmless Barrow, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Service; (b) your reliance on any Draft content; (c) any Report you produce, publish, distribute, or rely upon that incorporates Output from the Service; (d) your violation of these Terms; (e) your violation of any third-party right, including any intellectual property or privacy right; or (f) Your Data, including any claim that Your Data infringes or misappropriates a third party's rights.

14.2 Barrow's Indemnification of You

Barrow agrees to indemnify, defend, and hold harmless you and your officers, directors, employees, and agents from and against any third-party claim that the Service (excluding Your Data and Output) infringes or misappropriates such third party's intellectual property rights, and shall pay all damages finally awarded by a court of competent jurisdiction or agreed to in settlement. This obligation does not apply if the alleged infringement arises from: (a) your modification of the Service; (b) your combination of the Service with third-party products, services, or data; (c) your use of the Service in violation of these Terms; or (d) Output generated from Your Data.

14.3 Indemnification Procedures

The indemnified party shall: (a) promptly notify the indemnifying party in writing of any claim (provided that failure to provide prompt notice shall not relieve the indemnifying party of its obligations except to the extent it is materially prejudiced); (b) grant the indemnifying party sole control of the defense and settlement of such claim; and (c) provide reasonable cooperation at the indemnifying party's expense. The indemnifying party shall not settle any claim in a manner that imposes obligations on the indemnified party without prior written consent. These indemnification obligations survive termination of these Terms.

15. Confidentiality

15.1 Definition of Confidential Information

"Confidential Information" means any non-public information disclosed by either party to the other in connection with the Service, whether disclosed orally, in writing, or by any other means. Confidential Information includes, without limitation:

For Barrow: platform technology, AI models, algorithms, pricing, business processes, and proprietary methods
For you: project data, site-specific environmental information, client information, and Draft reports

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already in the receiving party's possession without restriction prior to disclosure; (c) is received from a third party without restriction and without breach of any obligation of confidentiality; or (d) is independently developed by the receiving party without reference to the disclosing party's Confidential Information.

15.2 Obligations

Each party agrees to:

Protect the other party's Confidential Information with at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care
Disclose Confidential Information only to employees, officers, professional advisors, and contractors who (i) have a need to know and (ii) are bound by confidentiality obligations at least as protective as those contained herein
Use Confidential Information solely for the purpose of using or providing the Service
Not reverse engineer, disassemble, or decompile any platform technology or other Confidential Information

15.3 Legally Compelled Disclosure

If either party is required by law, regulation, or court order to disclose the other party's Confidential Information, the compelled party shall, where legally permitted, provide prompt written notice to the other party prior to disclosure and disclose only the minimum portion of Confidential Information legally required.

15.4 Return or Destruction

Upon termination of your Account or upon written request by either party, the receiving party shall promptly return or destroy all Confidential Information of the disclosing party and, upon request, certify such destruction in writing. This obligation does not apply to data retained in accordance with our Privacy Policy or as required by applicable law.

15.5 Survival

The confidentiality obligations set forth in this Section 15 survive termination of your Account and these Terms. Obligations with respect to trade secrets continue for as long as such information remains a trade secret under applicable law.

15.6 Remedies

Each party acknowledges that a breach of this Section 15 may cause irreparable injury to the disclosing party for which monetary damages would not be an adequate remedy. Accordingly, in addition to any other remedies available at law or in equity, the disclosing party shall be entitled to seek injunctive relief to enforce the terms of this section without the necessity of proving actual damages.

16. Termination

16.1 Termination by You

You may terminate your Account at any time by contacting us at info@barrow.site or through Account settings, if available. Termination by you does not entitle you to a refund of prepaid fees except as required by applicable law.

16.2 Termination by Barrow for Cause

Barrow may terminate or suspend your Account immediately upon written notice if you: (a) commit a material breach of these Terms involving security, fraud, or illegal activity; (b) fail to cure a non-material breach within thirty (30) days after receiving written notice from Barrow specifying the breach; or (c) become subject to bankruptcy, insolvency, or similar proceedings.

16.3 Termination by Barrow Without Cause

Barrow may terminate the Service or your Account upon sixty (60) days' prior written notice. In such case, Barrow will provide a pro-rata refund of any prepaid, unused subscription fees.

16.4 Data Retrieval and Deletion

Upon termination for any reason, you shall have thirty (30) days to retrieve or export Your Data from the Service. During this retrieval period, Barrow will maintain Your Data in a read-only state. After the thirty (30) day retrieval period, Barrow will delete Your Data from its active systems within thirty (30) additional days, except as required to comply with applicable law, resolve disputes, or enforce these Terms. Deletion of data from backup systems will occur in accordance with Barrow's standard backup rotation schedule.

16.5 Survival

Sections 1, 5, 6, 11, 12, 13, 14, 15, 16.4, 16.5, 17 through 24 shall survive termination or expiration of these Terms.

17. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify users of any material changes via email or through the Service at least thirty (30) days before such changes take effect. Your continued use of the Service after such changes take effect constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you may terminate your Account as provided in Section 16.1.

18. Governing Law

These Terms and any disputes arising out of or related to them or the Service shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. Subject to Section 19 (Dispute Resolution), you and Barrow consent to the exclusive jurisdiction and venue of the state and federal courts located in the State of Delaware for any disputes not subject to arbitration. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to enforce the confidentiality obligations in Section 15.

19. Dispute Resolution

19.1 Binding Arbitration

Except for disputes relating to intellectual property rights or injunctive relief under Section 15.6, any dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute") shall be resolved by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules and Procedures. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

19.2 Class Action Waiver

YOU AND BARROW AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

19.3 Small Claims Exception

Notwithstanding Section 19.1, either party may bring an individual action in small claims court for disputes within the court's jurisdictional limits.

19.4 Opt-Out

You may opt out of this arbitration agreement by sending written notice to legal@barrow.site within thirty (30) days of first accepting these Terms. Your notice must include your name, Account email address, and a clear statement that you wish to opt out of arbitration. If you opt out, disputes will be resolved in the courts specified in Section 18.

20. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, severed from these Terms. The remaining provisions shall continue in full force and effect.

21. Entire Agreement

These Terms, together with the Privacy Policy and any other documents expressly incorporated by reference, constitute the entire agreement between you and Barrow with respect to the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

22. Waiver and Assignment

Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the waiving party.

Assignment: You may not assign or transfer these Terms or your rights hereunder without Barrow's prior written consent. Barrow may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, upon notice to you. Any attempted assignment in violation of this section is void. These Terms shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns.

23. Notices

All legal notices under these Terms must be in writing and shall be deemed duly given when: (a) delivered personally; (b) sent by nationally recognized overnight courier; (c) sent by certified or registered mail, return receipt requested; or (d) for notices to you, sent by email to the address associated with your Account. Notices to Barrow must be addressed to:

Barrow AI, Inc.
Attn: Legal Department
Email: legal@barrow.site

24. Contact Information

If you have any questions about these Terms of Service, please contact us at:

info@barrow.site