1.Parties and scope
These Terms of Service (“Terms”) are between you (“you” or “your”) and Y Assurance PLLC (the “Firm,” “we,” “us,” or “our”), a CPA firm licensed by the Texas State Board of Public Accountancy.
The Firm owns and operates the Chiaro MCP server (the “Service” or “Chiaro”). These Terms govern your access to and use of the Service and the chiarohq.com website.
These Terms do not govern audit, attest, or advisory services. Those services are provided under a separate signed engagement letter between you and the Firm. In the event of any conflict between these Terms and a signed engagement letter, the engagement letter controls.
2.No auditor-client relationship from site use
Browsing chiarohq.com, accessing the Service, or communicating with us through the Service does not, by itself, create an auditor-client, attest, or advisory relationship between you and the Firm. Such relationships are created only by a signed engagement letter.
3.Eligibility and account access
You must be at least 18 years old and, if accepting these Terms on behalf of an organization, authorized to bind that organization. Access to the Service is by invitation or token issued by the Firm. You are responsible for keeping your access credentials confidential and for activity that occurs under your account.
4.Research preview
From time to time we operate a research preview program for selected companies. Participation is by invitation and begins only after you and the Firm sign an engagement letter that sets the terms of the preview (including scope, feedback expectations, confidentiality, and deliverables). These Terms cover your request to participate and your use of chiarohq.com and the Service. They do not set the terms of the preview itself.
5.Acceptable use
You agree not to:
- Use the Service to violate any law or infringe another party’s rights
- Attempt to reverse engineer, probe, or disrupt the Service
- Submit malicious code, spam, or content you do not have the right to share
- Share your access credentials with anyone outside your organization
6.Our intellectual property
The Service, including the Chiaro MCP server, the chiarohq.com website, and all related content and software, is the intellectual property of the Firm. You receive a non-exclusive, non-transferable license to access and use the Service. No other rights are granted by these Terms.
7.Feedback
Any feedback, suggestions, or ideas you share with us about the Service become ours to use without restriction or compensation. We will not publicly attribute feedback to you without your consent.
8.Third-party services
The Service integrates with third-party providers (for example, cloud hosting, database storage, and AI processing). Your interaction with those providers may also be governed by their own terms. We choose our providers carefully, but we are not responsible for their independent acts or omissions.
9.Privacy
Our handling of information collected through chiarohq.com and the Service is described in our Privacy Policy.
10.Fees
Access to the Service is provided at no charge unless separately agreed. Fees for audit and advisory engagements are set in the applicable engagement letter.
11.Disclaimers
The Service and chiarohq.com are provided “as is” and “as available.” To the maximum extent permitted by law, we disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted or error-free.
12.Limitation of liability
To the maximum extent permitted by law, we are not liable for indirect, incidental, consequential, special, or punitive damages arising out of or relating to the Service or chiarohq.com, including lost profits, lost business, or loss of data or reputation.
Liability for audit or advisory engagements is addressed in the applicable engagement letter.
13.Indemnification
You agree to defend and indemnify the Firm against claims arising from your breach of these Terms, misuse of the Service, or inaccuracy of information you provided.
14.Termination
Either party may terminate these Terms at any time with written notice. Upon termination, your access to the Service is revoked. Sections on intellectual property, feedback, confidentiality, disclaimers, liability, indemnification, and governing law survive termination.
15.Governing law and disputes
These Terms are governed by the laws of the State of Texas, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms, the Service, or chiarohq.com will be brought exclusively in the state or federal courts located in Travis County, Texas, and you consent to their jurisdiction.
16.Changes to these Terms
We may update these Terms from time to time. Material changes will be communicated by email or by notice on the Service. The “Effective” date above reflects the most recent update.
17.Contact
General inquiries: hello@chiarohq.com
Privacy requests: privacy@chiarohq.com