Terms & Conditions

Last Updated: May 8, 2025

1. INTRODUCTION AND ACCEPTANCE

Welcome to License Corporation’s Services. These Terms and Conditions (‘Terms’) constitute a legally binding agreement between you and License Corporation (‘we,’ ‘us,’ or ‘our’). You agree to be bound by these Terms by accessing or using our Services. If you do not agree to these Terms, do not use our Services.

These Terms prevail over any of Customer’s general terms and conditions, regardless of whether or when Customer has submitted its request for proposal, order, or such terms. Provision of services to Customer does not constitute acceptance of any of Customer’s terms and conditions and does not serve to modify or amend these Terms.

2. SERVICES DESCRIPTION

License Corporation provides an AI-driven compliance platform streamlining business licensing and regulatory compliance processes nationwide. Our platform consists of two distinct products:

2.1 License Regulator

Our municipality-focused product automatically identifies unlicensed businesses and enforces the licensing process to capture more revenue for local governments through:

  • Automated business identification and compliance enforcement

  • Revenue optimization analytics and reporting

  • Compliance management workflows

  • Payment processing and disbursement

2.2 License Authority

Our business-focused product provides seamless compliance through:

  • Automated mapping and licensing across multiple jurisdictions

  • One-click configuration for all necessary licenses

  • Sales tax, workers’ compensation, and unemployment insurance compliance

  • Centralized payment processing

  • Automated license renewal

3. PERFORMANCE DATES

License Corporation shall use reasonable efforts to meet any performance dates specified in your service agreement or subscription plan, and any such dates shall be estimates only. We shall not be deemed in breach of our obligations for missed performance dates.

4. ACCOUNT REGISTRATION AND SECURITY

4.1 Registration Requirements

You must provide accurate, current, and complete information during registration. You must be:

  • At least 18 years old

  • Authorized to act on behalf of any business or government entity you represent

  • Legally capable of entering into binding contracts

4.2 Account Security

You are responsible for:

  • Maintaining the confidentiality of your account credentials

  • All activities occurring under your account

  • Notifying us immediately of any unauthorized access

  • Ensuring your account information remains current

5. CUSTOMER’S OBLIGATIONS

Customer shall:

  • Provide accurate, complete, and current information during registration and throughout the use of our Services

  • Maintain the confidentiality of account credentials and notify us immediately of any unauthorized access

  • Respond promptly to any License Corporation request to provide information necessary for automated compliance processing

  • Provide such business registration details, operational information, and documentation as required for proper licensing

  • Review and verify the accuracy of all licensing applications and documentation generated by our system

  • Pay all applicable licensing fees, taxes, and other regulatory payments as required

  • Update account information promptly when changes occur to business operations that may affect licensing requirements

6. CUSTOMER’S ACTS OR OMISSIONS

If License Corporation’s performance of its obligations under this Agreement is prevented or delayed by any act or omission of Customer or its agents, subcontractors, consultants, or employees, License Corporation shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Customer, in each case, to the extent arising directly or indirectly from such prevention or delay.

7. USE LICENSE AND RESTRICTIONS

7.1 Permitted Use

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use our Services for their intended purposes.

7.2 Prohibited Activities

You agree not to:

  • Use the Services for any illegal purpose

  • Circumvent or disable any security features

  • Reverse engineer, decompile, disassemble, or attempt to derive the source code of any part of the Services

  • Access the Services through automated means without our express permission

  • Share, resell, or sublicense your access to the Services

  • Upload or transmit any malicious code or content

  • Interfere with other users’ access to the Services

  • Misrepresent your identity or authority to act

  • Scrape, mine, extract, harvest, or collect data from our Services or website

  • Perform reverse lookup, trace, or seek to trace information on any other users of our Services

  • Use any automated system, software, or process to extract data from our website or Services for commercial purposes (“screen scraping”)

  • Reverse engineer or build a competitive product or service using our data or Services

  • Attempt to re-identify any individuals from our data or combine it with other data for the purpose of re-identification

  • Use any insights gained from our Services to enhance your own competing offerings

  • Solicit our customers or partners identified through the use of our Services

  • Create derivative works based on our Services, data, or intellectual property without express written permission

  • Use our Services to develop, enhance, or modify products or services that compete with our existing or reasonably contemplated products or services, even after termination of these Terms

8. PLATFORM UPDATES AND MODIFICATIONS

8.1 Platform Updates

License Corporation may periodically update or modify the platform to improve functionality, enhance security, or comply with regulatory changes. These updates may include:

  • Addition of new features or capabilities

  • Improvements to existing functionality

  • Changes to user interfaces

  • Security enhancements

  • Performance optimizations

  • Regulatory compliance updates

8.2 Notification of Changes

For significant changes materially affecting the nature, scope, or functionality of the Services, we will provide reasonable notice to Customers through email, in-platform notifications, or postings on our website.

8.3 Subscription Plan Modifications

Changes to subscription plans, including pricing, service tiers, and included features, will be communicated to Customers at least 30 days before implementation. Current Customers may continue under their existing subscription terms until their next renewal date.

9. DATA PRIVACY AND SECURITY

9.1 Data Collection and Use

We collect and process information as described in our Privacy Policy. By using our Services, you consent to such collection and processing.

Our commitment to privacy extends across all U.S. jurisdictions where we operate, including compliance with applicable state privacy laws in California, Virginia, Colorado, Connecticut, Utah, and other states where we serve our clients.

9.2 Data Security

We implement reasonable security measures to protect your information but cannot guarantee absolute security. You acknowledge that data transmission over the Internet is inherently risky.

10. INTELLECTUAL PROPERTY RIGHTS AND DATA

10.1 Ownership of Platform and Data

All intellectual property rights in our AI-driven compliance platform, including software, algorithms, databases, systems, logos, corporate names, and domain names, are owned by or licensed to License Corporation. This includes:

  • Our US Businesses Database

  • Our Legal Database of all municipal codes

  • Our NAICS & SIC Codes Database mapping business activities to licensing requirements

  • All AI models, algorithms, and automated systems

  • The functionality and interfaces of License Regulator and License Authority

  • All derivative data, compilations, and insights generated through our platform

10.2 Customer Business Information

You retain ownership of your basic business information. By using our Services, you grant us a perpetual, worldwide, royalty-free license to:

  • Process and store your business information

  • Use such information to generate licensing and compliance applications

  • Share necessary information with governmental authorities and regulatory bodies

  • Incorporate anonymized data into our databases to improve our Services

10.3 Generated Content and Applications

Any content, applications, or documentation generated by our platform, including license applications, compliance reports, and analytics, are the intellectual property of License Corporation, though you may use these materials for your compliance purposes.

10.4 Data Usage and Analytics

We may collect, analyze, and use anonymized and aggregated data from all users to:

  • Improve our Services and platform functionality

  • Develop insights about licensing compliance trends

  • Create industry benchmarks and reports

  • Train and enhance our AI systems

10.5 Data Sharing Restrictions

When accessing our data through the Services:

  • You may not extract, scrape, or mine our data

  • You may not build competing products using our data

  • You may not attempt to reverse engineer our databases

  • You may not use our Services to develop products that compete with our existing or contemplated services

11. PAYMENT TERMS

11.1 Fee Structure

  • Our payment structure varies based on which of our products you use.

  • Fees are as specified in your service agreement or subscription plan

  • All fees are non-refundable unless otherwise stated

  • We may modify fees with 30 days’ notice

  • You are responsible for all applicable taxes

11.2 Payment Processing

  • All payments are processed through our secure payment portal

  • You authorize us to charge your payment method for all applicable fees

·         Failed payments may result in service suspension

11.3 Payment Terms

  • All subscription fees are due at the beginning of each subscription period

  • Licensing fees collected on behalf of government authorities are due at the time of application

  • All fees are non-refundable unless otherwise stated

  • We may modify our fee structure with 30 days’ notice

  • Failed payments may result in service suspension

Late payments may incur interest  

12. REPRESENTATION AND WARRANTY

12.1 Service Warranty

License Corporation represents and warrants to Customer that it shall perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner per generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement.

12.2 Warranty Claim Process

License Corporation shall not be liable for a breach of the warranty outlined in Section 12.1 unless Customer gives written notice of the defective Services, reasonably described, to License Corporation within 30 days of when Customer discovers or ought to have discovered that the Services were defective.

12.3 Exclusive Remedy

Subject to Section 12.2, License Corporation shall, in its sole discretion, either:

  • Repair or re-perform such Services (or the defective part); or

  • Credit or refund the price of such Services at the pro rata contract rate.

12.4 Exclusive Remedy Statement

THE REMEDIES OUTLINED IN SECTION 12.3 SHALL BE THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND LICENSE CORPORATION’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY OUTLINED IN SECTION 12.1.

13. DISCLAIMERS AND LIMITATIONS OF LIABILITY

13.1 Service Warranty Disclaimer

EXCEPT FOR THE WARRANTY OUTLINED IN SECTION 12.1 ABOVE, LICENSE CORPORATION MAKES NO WARRANTY WHATSOEVER CONCERNING THE SERVICES, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY OF TITLE; OR (D) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

13.2 Limitation of Liability

IN NO EVENT SHALL LICENSE CORPORATION BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF OR RELATING TO THE USE OF OUR SERVICES.

IN NO EVENT SHALL LICENSE CORPORATION’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED TWO TIMES THE AGGREGATE AMOUNTS PAID OR PAYABLE TO LICENSE CORPORATION UNDER THE APPLICABLE SERVICE AGREEMENT IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless License Corporation and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from:

  • Your use of the Services

  • Your violation of these Terms

  • Your violation of any third-party rights

  • Any content you submit or transmit through the Services

15. TERM AND TERMINATION

15.1 Term

These Terms remain in effect until terminated by either party.

15.2 Termination

We may terminate or suspend your access to the Services:

  • For any violation of these Terms

  • For failure to pay any amount when due under this Agreement, and such failure continues for 30 days after Customer’s receipt of written notice of nonpayment

  • At our sole discretion, with or without cause

  • Upon your request to terminate your account

  • If you become insolvent, file a petition for bankruptcy or commence or have commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors

15.3 Effect of Termination

Upon termination:

  • Your right to access the Services ceases immediately

  • All outstanding fees become immediately due

  • Sections pertaining to intellectual property, indemnification, and liability limitations survive

16. DATA RIGHTS AND PROTECTION

16.1 Our Data Rights

We maintain exclusive ownership of all data in our platform, including:

  • Any data we collect, create, generate, or derive through our AI systems

  • Data provided to third parties for processing

  • Enhanced, enriched, or aggregated data derived from our Services

  • Any derivative works created using our data

  • Professional licensing and compliance information processed through our Services

16.2 Data Sharing with Authorities

To fulfill our core purpose of facilitating compliance:

  • We share customer business information with appropriate licensing boards, regulatory agencies, and governmental authorities as required for licensing applications, renewals, and compliance verification

  • We act as an intermediary between businesses and municipalities, transmitting required information with full authority of the government through.GOV email and official channels

16.3 Payment Processing and Disbursement

For our payment processing services:

  • All licensing and compliance-related payments are made through our system

  • We disburse appropriate funds to the relevant municipal authorities

  • We maintain secure payment processing capabilities in compliance with applicable financial regulations

16.4 Data Usage Restrictions

You may not:

  • Extract, harvest, or collect data from our Services

  • Use automated tools to scrape or mine our data

  • Attempt to reverse engineer our databases or systems

  • Build competing products or services using insights gained from our platform

  • Solicit our customers or partners identified through our Services

16.5 Competitive Restrictions

You agree that for a period of one (1) year following the termination of these Terms, you will not develop, market, or sell any product or service that is substantially similar to License Corporation’s products or services. This includes any automated compliance platform targeting municipalities or businesses for licensing compliance.

17. FORCE MAJEURE

No party shall be liable or responsible to the other party, or be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to License Corporation hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”):

(a) Acts of God; (b) Flood, fire, earthquake, epidemics, pandemics, or explosion; (c) War, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) Government order, law, or action; (e) Embargoes or blockades in effect on or after the date of this Agreement; (f) National or regional emergency; (g) Strikes, labor stoppages, or slowdowns or other industrial disturbances; (h) Telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services; and (i) Other similar events beyond the reasonable control of the Impacted Party.

The Impacted Party shall give notice within 10 days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and minimize the effects of such Force Majeure Event. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for 30 consecutive days following written notice given by it under this Section 17, either party may thereafter terminate this Agreement upon 15 days’ written notice.

18. RELATIONSHIP OF THE PARTIES

The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

19. MODIFICATIONS TO TERMS

We reserve the right to modify these Terms at any time. Changes become effective upon posting to our website. Your continued use of the Services after such changes constitutes acceptance of the modified Terms.

20. GOVERNING LAW

This Agreement and the parties' rights hereunder shall be governed by and construed per the laws of the State of Arizona, exclusive of conflict or choice of law rules.

The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the provision in the preceding paragraph concerning applicable substantive law, any arbitration conducted under the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16).

21. DISPUTE RESOLUTION

21.1 Informal Resolution

Should a dispute arise concerning any aspect of these Terms, the parties shall first engage in good faith, informal dispute resolution for thirty (30) days to resolve the dispute.

21.2 Mediation

If informal resolution is unsuccessful, the parties shall engage in mediation at their joint and equal expense with a mutually agreed-upon mediator.

21.3 Arbitration

21.3.1 General Provisions

The parties shall proceed to binding arbitration if mediation fails to resolve the dispute. The arbitration shall:

  • Be conducted at the parties’ joint and equal expense

  • Be administered by JAMS under its expedited procedures outlined in the JAMS Comprehensive Arbitration Rules and Procedures

  • Have its seat in California, with all hearings to be conducted virtually

  • Be considered an international commercial arbitration subject to the California International Arbitration and Conciliation Act (CIACA)

  • Be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16)

  • Be decided by a single arbitrator

  • Award reasonable attorneys’ fees and costs to the prevailing party

21.3.2 Legal Representation

  1. Right to Counsel of Choice:

    • Each party shall have the right to be represented by counsel of their choice, including foreign and out-of-state attorneys

    • This right is governed by California Code of Civil Procedure § 1297.351

    • License Corporation shall be represented by foreign counsel of its choice

  2. Foreign Counsel Requirements:

    • No registration with the State Bar of California required

    • No California bar fees required

    • No local attorney sponsorship required

    • No pro hac vice admission required

  3. Scope of Representation:

    • Limited to the arbitration proceedings

    • Does not constitute authorization to practice law in California for other purposes

    • Includes all phases of the arbitration, including preliminary hearings, discovery, and enforcement proceedings

21.3.3 Timeline Requirements

  • Discovery shall be completed within 60 days of the service of the arbitration demand

  • The evidentiary hearing shall commence within 90 days of the service of the arbitration demand

  • Each side shall be allotted 3 days for presentation of direct evidence and cross-examination

  • A reasoned award shall be rendered within 45 days of the hearing’s close or post-hearing briefs

21.3.4 Discovery Limitations

  • Each side may take a maximum of three discovery depositions

  • Each side’s depositions shall not exceed 15 total hours

  • No speaking objections at depositions except to preserve privilege

  • The deposition period shall not exceed 6 weeks

21.3.5 Document Production and E-Discovery

Document requests shall be:

  • Limited to documents directly relevant to significant issues or case outcome

  • Restricted in timeframe, subject matter, and pertinent persons/entities

  • Free from broad phraseology like ‘all documents directly or indirectly related to’

E-Discovery shall be:

  • Limited to sources used in the ordinary course of business

  • Produced in a readily searchable format using standard technology

  • Exclude metadata except email headers, absent compelling need

  • Limited to custodians likely to have material evidence

21.3.6 Additional Procedures

  • No interrogatories or requests to admit shall be permitted

  • Dispositive motions require prior arbitrator approval through a letter briefing

  • Hearings shall be conducted on consecutive business days

The arbitrator(s) must agree to these deadlines before accepting the appointment. The arbitrator(s) may impose appropriate sanctions and draw adverse inferences against any party primarily responsible for failing to meet deadlines.

21.4 Arbitrator Qualifications

The arbitrator shall possess the following minimum qualifications:

  • At least 10 years of legal experience, with significant expertise in technology law, software licensing, and regulatory compliance

  • Demonstrable knowledge of municipal licensing regulations and government operations

  • Understanding of artificial intelligence and automated compliance systems

  • Experience with SaaS (Software as a Service) business models and related contractual frameworks

  • Membership in good standing with the relevant state bar association

  • Certification from a recognized arbitration association (such as the American Arbitration Association or JAMS)

  • No conflicts of interest with either party or their affiliates

21.5 Class Action Waiver

You agree to resolve any disputes on an individual basis and waive any right to pursue disputes on a class or consolidated basis.

22. SERVICE LIMITATIONS AND DISCLAIMERS

22.1 Service Limitations

While our AI-driven platform aims to streamline licensing compliance, License Corporation:

  • Does not provide legal advice; consult licensed attorneys for legal counsel

  • Makes no guarantees about the actions of third-party governmental authorities

  • Cannot guarantee approval of license applications submitted through our platform

  • Does not assume ultimate regulatory compliance responsibility, which remains with the business entity

  • Cannot guarantee identification of 100% of unlicensed businesses in any jurisdiction

22.2 Regulatory Changes

License Corporation will make reasonable efforts to update our systems when licensing requirements change, but:

  • Regulatory changes may take time to be reflected in our platform

  • We cannot guarantee immediate incorporation of all municipal code or regulatory changes

  • Users should verify current requirements with relevant authorities for critical matters

22.3 Data Accuracy

We strive to maintain accurate data, but:

  • Municipal licensing requirements may change without notice

  • Business classification and licensing requirements involve complex determinations

  • Users should verify critical information independently

23. INDEPENDENT OPERATIONS

License Corporation operates independently and is not affiliated with License Authority or License Regulator. Those platforms operate under their own separate terms and conditions. We do not assume responsibility for their services or operations.

24. ASSIGNMENT

Customer shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of License Corporation. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Customer of any of its obligations under this Agreement.

25. NOTICES

All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) shall be in writing and addressed to the parties at the addresses outlined in your service agreement or to such other address that the receiving party may designate in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees prepaid), facsimile (with confirmation of transmission), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.

26. SEVERABILITY

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

27. SURVIVAL

Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement, including, but not limited to, the following provisions: Confidentiality, Intellectual Property Rights, Limitation of Liability, Indemnification, Governing Law, Dispute Resolution, and Survival.

28. AMENDMENT AND MODIFICATION

This Agreement may only be amended or modified in a writing that specifically states that it amends this Agreement and is signed by an authorized representative of each party.

29. CONTACT INFORMATION

For matters relating to your professional licensing information or privacy concerns:

  • Email: support@licenseregulator.com

  • Phone: 917-945-6559

30. RELATED ENTITIES

30.1 Independent Operations

License Corporation operates independently but has related entities that provide specialized services:

  • License Authority: AI-driven compliance management software for businesses to ensure proper licensing nationwide

  • License Regulator: AI-driven licensing management solutions for government and municipal use

30.2 Relationship Between Entities

While these entities operate with some independence and may have their own separate terms and privacy policies, they function within the License Corporation ecosystem and share specific resources, including data, technology, and personnel.

31. ENTIRE AGREEMENT

These Terms constitute the entire agreement between you and License Corporation (including its related entities) regarding the use of our Services and supersede all prior agreements and understandings.

Copyright © 2025 License Corporation, All Rights Reserved.

Copyright © 2025 License Corporation, All Rights Reserved.

Copyright © 2025 License Corporation, All Rights Reserved.

Copyright © 2025 License Corporation, All Rights Reserved.