Terms of sale.
These terms govern your firm's purchase of The Sprint. They are written to be read rather than skimmed past, because your firm is going to run this software against real books and it matters that you know where the lines are. Buying the package means agreeing to them.
The Policy Session is a service rather than a licence and has its own terms of sale.
1. Who "your firm" means
The legal entity that paid, any entity that controls it or is under common control with it (more than 50% of the voting interests), and the partners, members, employees and individual contractors of any of them while engaged by your firm. There is no seat count and no headcount band. One purchase covers all of it.
2. What you get
A perpetual, irrevocable, worldwide, non-exclusive, royalty-free licence to:
- run the software on any infrastructure you choose, for any number of people in your firm;
- copy it internally without limit;
- modify it, build on it, and merge it into your own systems; and
- operate it in your practice, including in work you do for your own clients, and give those clients the results.
Nothing expires. There is nothing to renew, and nothing stops working if you stop paying us, because there is nothing to stop paying. You may pass the licence to a buyer of your firm or to a successor in a merger, on written notice to us.
This is a licence, not a transfer of the copyright. We keep ownership of the software. You own everything you write on top of it, all of your data and your clients' data, and everything the software produces for you. We receive none of it — the software sends us nothing.
3. What you may not do
- Do not resell or redistribute the software itself — modified or not, whole or in substantial part — as a product, package, course or competing offering.
- Do not sublicense it, except that you may install and run it on a client's own infrastructure where you operate it on their behalf and they get no right to pass it on.
- Do not strip the copyright notices, the provenance file, or the source-header attribution.
- Do not publish your delivery link. It is not password-protected — the address is the only thing keeping the package private. Send it inside your firm freely.
Building parts of the software into a system for your own use or for a client, and delivering that system's results, is expressly allowed and is not redistribution. That is the use case.
4. Refunds
Seven days, on request, no reason required. Email owen@byram-advisory.com and it is done. You keep nothing — the licence ends and you delete your copies — but nobody is going to argue with you or ask you to justify it.
We ask one thing in return, and the refund does not depend on it: tell us what you expected and did not get. At this stage that is worth more to us than the money.
4a. The credit toward a Bootcamp seat
The full price of The Sprint comes off the price of a Bootcamp seat, and that credit does not expire. It is applied at purchase, against a seat as offered at the time you take it.
It is the list price of The Sprint when you bought it, not the amount you handed over. If a Policy Session credit reduced what you paid, the Bootcamp credit is still the full $2,000 — so climbing the whole ladder never costs your firm more than starting at the top.
Three things follow from that, so nobody has to guess. The credit is not cash — it reduces the price of a seat and is not redeemable for money, transferable to another firm, or assignable. One credit per Sprint purchased. And taking the refund ends the credit: it is one or the other, not both.
If a Bootcamp seat you applied the credit to is itself refunded, the credit is restored — it is not consumed by a purchase that was unwound.
5. The obligation that runs the other way: human review
The software drafts. It does not decide. By buying it you agree that:
- a qualified person at your firm reviews and approves every output before it is posted to any ledger, sent to any client, filed with any authority, or otherwise relied on. The software contains controls designed to require exactly this, and you will not disable or work around them;
- you are responsible for configuring who may approve what, and for getting that right;
- you remain solely responsible for your professional obligations — Circular 230, the AICPA Code, your state board's rules, IRC §§ 6713 and 7216, and your engagement letters; and
- your credentials, your model-provider accounts, your hosting and your spend are yours.
Skipping that review is a breach of these terms by your firm. It is not a defect in the software.
6. Corrections, and the absence of support
We may publish corrections at your delivery address, and we intend to. We are not obliged to publish any correction, to publish one within any period, or to keep publishing them.
This tier includes no support, no service level and no availability commitment. That is a large part of why it costs what it costs. We answer questions as a courtesy and do not promise when. If you want it built alongside you, that is the Bootcamp.
7. Warranties, and the disclaimer of everything else
For 30 days from purchase, the software will perform materially as described in its
README.md. Your sole and exclusive remedy if it does not is, at our
election, a correction or a full refund of what you paid — and on a refund the licence ends.
EXCEPT AS STATED IN THE PARAGRAPH ABOVE, THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE". BYRAM DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. BYRAM DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DEFECT WILL BE CORRECTED.
8. AI output — the one to read twice
THE SOFTWARE IS DESIGNED TO BE OPERATED WITH LARGE LANGUAGE MODELS SUPPLIED BY THIRD PARTIES. BYRAM MAKES NO WARRANTY OF ANY KIND THAT ITS OUTPUT IS ACCURATE, COMPLETE, CURRENT, COMPLIANT WITH ANY ACCOUNTING OR TAX STANDARD, OR FIT TO BE POSTED, FILED OR RELIED ON. OUTPUT IS A DRAFT AND MUST BE REVIEWED BY A QUALIFIED PERSON BEFORE IT IS RELIED ON.
BYRAM IS NOT YOUR ACCOUNTANT, AUDITOR, TAX ADVISER OR ATTORNEY. NOTHING IN THE SOFTWARE OR ITS DOCUMENTATION IS ACCOUNTING, TAX, AUDIT OR LEGAL ADVICE, AND NOTHING IN IT IS AN ASSURANCE ENGAGEMENT, AN OPINION, OR ANY OTHER ATTEST SERVICE. IT IS NOT A SUBSTITUTE FOR YOUR OWN PROFESSIONAL JUDGMENT OR YOUR OWN SYSTEM OF QUALITY CONTROL.
THE CONTROLS IN THE SOFTWARE ARE TOOLS FOR BUILDING A CONTROL ENVIRONMENT. THEY ARE NOT THEMSELVES A CONTROL ENVIRONMENT, AND BYRAM MAKES NO REPRESENTATION THAT THE SOFTWARE, AS DELIVERED OR AS YOU CONFIGURE IT, SATISFIES ANY PARTICULAR REGULATORY, PEER-REVIEW, PROFESSIONAL-STANDARD OR INSURANCE REQUIREMENT.
9. Limitation of liability
BYRAM'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SOFTWARE OR THESE TERMS, ON ANY THEORY OF LIABILITY WHATSOEVER — CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE OR OTHERWISE — WILL NOT EXCEED THE TOTAL FEE YOUR FIRM ACTUALLY PAID FOR THE SOFTWARE.
IN NO EVENT WILL BYRAM BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES; FOR LOST PROFITS, LOST REVENUE, LOST OR CORRUPTED DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR THE COST OF SUBSTITUTE SOFTWARE OR SERVICES; OR FOR ANY ERROR, MISSTATEMENT, RESTATEMENT, PENALTY, INTEREST, PROFESSIONAL SANCTION, CLIENT CLAIM OR REGULATORY ACTION ARISING FROM OUTPUT THAT WAS POSTED, FILED OR RELIED ON — EVEN IF BYRAM WAS ADVISED OF THE POSSIBILITY.
THIS LIMITATION APPLIES EVEN IF A LIMITED REMEDY IN §7 FAILS OF ITS ESSENTIAL PURPOSE. IT DOES NOT APPLY TO BYRAM'S OWN FRAUD OR WILLFUL MISCONDUCT.
THE PRICE REFLECTS THIS ALLOCATION OF RISK. BYRAM WOULD NOT LICENSE THE SOFTWARE AT THIS PRICE WITHOUT IT, AND YOUR FIRM ACKNOWLEDGES THAT IT IS A BASIS OF THE BARGAIN.
10. Governing law and disputes
Texas law governs, without regard to its conflict-of-laws principles. Exclusive venue is the state and federal courts sitting in Collin County, Texas, and each party consents to personal jurisdiction there.
EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE SOFTWARE.
In any action on these terms, the prevailing party may recover its reasonable attorney's fees and costs.
11. How long the licence lasts
Perpetually. We can end it only for a material breach of §3 that you do not fix within 30 days of written notice, and even then what you have already built on top of it keeps running. Sections 3, 5, 7, 8, 9, 10 and 12 survive.
12. The rest of it
These terms are the entire agreement about the software and replace anything said before them, including anything on this website or in our marketing. Changes have to be in writing and signed by both of us — no purchase order, vendor-onboarding form or click-through you send us changes them. If a provision is unenforceable it is trimmed to the minimum extent necessary and the rest stands. Not enforcing something once is not a waiver of it. There are no third-party beneficiaries.
Questions
Ask before you buy rather than after: owen@byram-advisory.com. See also our privacy policy.