Terms of Use

These Terms of Use (the "Terms") constitute a legally binding agreement between you ("User," "you," or "your") and the operator of MacroLedger ("Company," "we," "us," or "our") governing access to and use of the MacroLedger service, including its website, Excel add-in, and browser-based tools (collectively, the "Service"). By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service. The Company reserves the right to modify these Terms at any time; continued use of the Service following the posting of any modification constitutes acceptance of that modification.

You represent and warrant that you are at least eighteen (18) years of age and possess the legal capacity to enter into this Agreement. The Service is not directed to, and may not be used by, individuals under the age of eighteen (18).

MacroLedger analyzes Microsoft Excel workbooks against a defined set of structural and formatting conventions commonly observed in banking-style financial models, including, without limitation, cell color-coding consistency, formula consistency across rows, hardcoded values embedded within formula ranges, broken cell references, and circular references.

Such analysis is mechanical and pattern-based. The Service identifies a meaningful category of structural errors but does not, and cannot, evaluate the substantive accuracy of a User's assumptions, formulas, or underlying business logic. A determination by the Service that a workbook contains no flagged issues shall not be construed as a representation or warranty that the workbook is free of error.

Certain features of the Excel add-in component of the Service, including without limitation Live Checking auto-fixes, the Declutter function, and content inserted via the Charts and Templates functions, modify the User's workbook directly. Such modifications occur exclusively on the User's local device within the Excel application and are not transmitted to, mediated by, or stored upon any server operated by the Company.

No such modification shall occur without an affirmative triggering action by the User, including confirmation of an auto-fix or deletion prior to its application. Each such modification is recorded in a local History log accompanied by a single-action reversion function. The User remains solely responsible for reviewing any modification prior to reliance upon the resulting workbook.

The core checking functionality of the Service is provided free of charge, without requirement of account registration, usage limitation, or time restriction. The Company offers a paid subscription tier ("Pro"), billed on a monthly recurring basis through Stripe, Inc., which includes additional functionality such as saved scan history and priority access to newly released checks.

A User may cancel a Pro subscription at any time. Cancellation shall take effect at the conclusion of the then-current billing period, and the User shall retain access to Pro functionality through the end of that period. Except as required by applicable law, the Company does not issue refunds, whether full, partial, or prorated, for any portion of a billing period for which payment has been rendered.

The User is solely responsible for maintaining the confidentiality of account credentials and for all activity occurring under the User's account. The User shall notify the Company promptly upon discovery of any unauthorized use of the User's account.

The User shall not use the Service to: (a) disrupt, disable, or impair the operation of the Service; (b) probe, scan, or test the vulnerability of the Service without prior written authorization from the Company; (c) reverse engineer, decompile, or disassemble any component of the Service, except to the extent such restriction is prohibited by applicable law; or (d) upload or transmit any file intended to exploit, damage, or gain unauthorized access to the Service. The Company reserves the right to suspend or terminate any account found to be in violation of this Section.

The User retains full ownership of, and all right, title, and interest in, any workbook submitted to or processed by the Service. Because the checking functionality of the Service operates entirely on the User's local device, whether via the Excel add-in or the browser-based starter tool, the Company at no time receives, stores, or possesses a copy of any such workbook, and accordingly has no ability to return, delete, or license the same.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL IDENTIFY EVERY ERROR CONTAINED WITHIN A WORKBOOK, THAT ANY AUTOMATED CORRECTION OR SUGGESTED MODIFICATION WILL BE ACCURATE OR APPROPRIATE FOR THE USER'S PARTICULAR CIRCUMSTANCES, OR THAT THE SERVICE WILL OPERATE ON AN UNINTERRUPTED OR ERROR-FREE BASIS. THE USER IS SOLELY RESPONSIBLE FOR INDEPENDENTLY VERIFYING ANY FINANCIAL MODEL, AND ANY MODIFICATION THERETO, PRIOR TO RELIANCE THEREON.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE USER'S USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM DECISIONS MADE IN RELIANCE UPON A MODEL ANALYZED BY THE SERVICE, MODIFICATIONS MADE TO A WORKBOOK THROUGH USE OF THE SERVICE'S FEATURES, OR ANY BREACH, COMPROMISE, OR UNAUTHORIZED ACCESS RESULTING FROM A VULNERABILITY, MALWARE INFECTION, OR CREDENTIAL COMPROMISE OCCURRING ON THE USER'S OWN DEVICE, NETWORK, OR ACCOUNT RATHER THAN A FAILURE OF THE SERVICE ITSELF.

The User agrees to indemnify, defend, and hold harmless the Company and its operator from and against any claim, liability, loss, damage, or expense, including reasonable attorneys' fees, arising out of or relating to the User's misuse of the Service or breach of these Terms.

The User may discontinue use of the Service and request deletion of the User's account at any time. The Company reserves the right to suspend or terminate any account found to be in violation of these Terms, with or without prior notice.

These Terms, and any dispute arising out of or relating thereto, shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict-of-law principles. The parties agree to attempt, in good faith, to resolve any such dispute through informal negotiation prior to initiating formal proceedings. Any dispute not resolved through informal negotiation shall be subject to the exclusive jurisdiction of the courts of British Columbia.

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall continue in full force and effect. These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, whether written or oral, relating thereto. The Company may assign these Terms, in whole or in part, in connection with a merger, acquisition, reorganization, or sale of assets. The User may not assign these Terms without the prior written consent of the Company.

Inquiries regarding these Terms may be directed to legal@macroledger.co.