Terms of Service
A working draft, structured around the specific exposures this product creates rather than generic SaaS boilerplate. Dashed amber boxes are notes to you and your attorney — delete them before publishing.
Read firstThe core problem this document solves
Every term below exists to manage one gap: what buyers will assume VerApex proves, versus what it actually proves.
| What a customer will assume | What is actually true |
|---|---|
| "The river was at 19.88 ft." | USGS published 19.88 ft, and we sealed that publication. |
| "This is certified accurate." | The source calls its own real-time data provisional and subject to revision. |
| "This is admissible." | Admissibility is a judge's ruling. We supply a record; we don't rule on it. |
| "VerApex verified the conditions." | VerApex verified the provenance and integrity of the record of the conditions. |
USGS publicly cautions users to consider the provisional nature of its real-time data before relying on it for business decisions with substantial monetary or operational consequences — and states that instrument malfunction or site changes can make provisional data inaccurate, with later field review producing significant revisions. Your primary source has already disclaimed your primary use case. Your terms must sit inside that boundary, not pretend it doesn't exist.
VerApex proves provenance and integrity, not accuracy. We can prove these exact bytes were published by a named federal source at a named URL, that we captured them at a recorded time, and that nothing has altered them since. We do not certify that any reading is correct.
This is a narrower claim than competitors make — and it's the reason it holds. It also happens to be precisely what the system does, so the terms and the architecture agree. That alignment is worth protecting.
Read firstThe five clauses that matter
If your attorney only has an hour, spend it on these. The rest is standard.
- §4 What a sealed record proves — defines the product's claim. Everything else follows from it.
- §6 No admissibility promise — the clause that prevents one bad ruling from becoming the story about the company.
- §5 Not professional advice — keeps you out of unauthorized practice and out of expert-witness liability.
- §13 Limitation of liability — Louisiana treats these differently than common-law states. See §16 note.
- §8 Permanence — sealed records cannot be deleted, which collides with statutory deletion rights.
Section 1Agreement to these terms
These Terms of Service ("Terms") govern your access to and use of the VerApex website, data dashboards, application programming interfaces, verified records, reports, and related services (collectively, the "Services"), operated by [ENTITY NAME] ("VerApex," "we," "us").
By accessing or using the Services, you agree to these Terms. If you are using the Services on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.
If you do not agree to these Terms, do not use the Services.
Bracketed placeholder stays until the entity exists. Publishing terms that name no legal party materially weakens them — an individual is the counterparty by default.
Section 2What VerApex is — and is not
VerApex captures publicly available environmental observations published by third-party sources, records them in a content-addressed format, and writes those records to a public distributed ledger. We also provide tools to query, display, and export those records.
VerApex is not a weather service, a forecasting service, a meteorological consultancy, an engineering firm, a laboratory, a certifying body, an expert witness service, or a law firm. VerApex does not measure environmental conditions, operate sensors, calibrate instruments, or generate original observations.
The second paragraph is doing real work. Each named exclusion corresponds to a regulated profession with its own licensing and liability regime. Listing them explicitly makes it substantially harder to argue you held yourself out as any of them.
Revisit this list the moment camera-derived AI readings ship — at that point you do generate derived observations, and this clause needs a carve-out distinguishing observed from inferred.
Section 3The data and its sources
3.1 Third-party sources. Observations available through the Services originate from third parties, principally United States federal agencies including the National Oceanic and Atmospheric Administration, the National Weather Service, the United States Geological Survey, and the United States Army Corps of Engineers. VerApex does not control these sources and does not independently measure or verify the physical conditions they report.
3.2 Provisional data. Real-time observations published by these agencies are typically provisional and subject to revision. Source agencies state that provisional data may be inaccurate due to instrument malfunction or physical changes at a measurement site, and that subsequent review may result in significant revisions. Where a source designates a reading as provisional, VerApex records that designation, and you acknowledge that any such reading may later be revised or withdrawn by its source.
3.3 Source terms apply. Data obtained from third-party sources remains subject to any conditions, disclaimers, or restrictions imposed by those sources. Nothing in these Terms enlarges any right you may have in third-party data.
3.4 No accuracy warranty. VerApex makes no representation or warranty that any observation is accurate, complete, current, or fit for any purpose. Our records reflect what a source published — not what conditions were.
3.2 deliberately mirrors the source's own language rather than paraphrasing it. If you are ever challenged on whether you disclosed the provisional nature of the data, quoting the agency's own caution is far stronger than a rewrite.
Your envelope already carries revision: {status: "provisional"}. Make sure the customer-facing display shows it too — a disclaimer in the terms that isn't reflected in the product is weaker than one that is.
Section 4What a sealed record proves
4.1 The scope of verification. When VerApex seals a record, that record supports the following and only the following:
- that the recorded content was retrieved from the identified source at the identified location on the public internet;
- that VerApex retrieved it at the recorded capture time;
- that the content has not been altered since it was sealed, as evidenced by its content hash and its presence on a public distributed ledger; and
- where a corroboration record exists, the number of independent sources examined and whether their readings agreed within a stated tolerance.
4.2 What it does not establish. A sealed record does not establish that any reading is accurate, that any instrument was functioning or calibrated, that conditions at any location other than the reporting station were the same, or that the source itself was correct.
4.3 Corroboration. Where VerApex reports that sources agree, that statement concerns agreement between independent published readings within a stated numeric tolerance. It is not an assertion that the agreed value is correct. Where sources disagree, or where readings cannot be compared on a common reference frame, VerApex reports the conflict or reports the readings as incomparable and makes no assertion as to which is correct.
4.4 Distance. Where a record is provided in response to a request concerning a location other than a reporting station, VerApex discloses the distance between the station and the requested location. Environmental conditions may differ materially over short distances. You are responsible for determining whether a station is representative of your location of interest.
This is the most important section in the document, and it's unusual — most data ToS never define what their product proves, because doing so invites scrutiny. Here it's the opposite: the narrowness is the defense. An enumerated list of four things you prove is far harder to attack than a vague claim of verification.
4.4 exists because the distance disclosure is already in your architecture. Codifying it in the terms turns an engineering decision into a contractual one — which is what makes it protective.
Section 5Not professional advice
5.1 The Services provide data records and analytical tools. They do not provide legal, engineering, meteorological, hydrological, insurance, financial, or other professional advice, and use of the Services does not create a professional relationship of any kind.
5.2 VerApex does not offer opinion testimony, does not serve as a testifying or consulting expert, and does not undertake to interpret data for any legal or regulatory proceeding. Any report, summary, or visualization we provide is a presentation of recorded data, not an expert opinion.
5.3 You are solely responsible for determining whether the Services are appropriate for your purpose and for engaging qualified professionals where required.
5.2 needs a decision from you before launch. If you ever want to sell expert interpretation — the "expert claim package" tier — this clause forbids it, and that's a different business with a different liability profile and possibly licensing implications.
Recommendation: keep 5.2 as written and sell the package as an assembled data exhibit, not an expert opinion. If a matter needs an expert, refer one. You keep the margin on the data and none of the exposure.
Section 6No promise regarding admissibility or legal effect
6.1 VerApex makes no representation that any record, report, or certificate will be admitted into evidence, accepted by any court, tribunal, agency, arbitrator, or counterparty, or given any particular weight if admitted.
6.2 Rules of evidence, authentication requirements, and procedural standards vary by jurisdiction and proceeding and are determined by the presiding authority. You and your counsel are solely responsible for determining whether and how any record may be used.
6.3 Nothing in the Services constitutes a certification, attestation, affidavit, or sworn statement unless separately executed by an authorized person in a document that says so.
6.3 matters more than it looks. The product uses the words "attest," "attestation," and "certificate" — all of which have specific legal meanings elsewhere. This clause draws the line between a cryptographic attestation and a sworn one. Consider whether the product should stop using "certificate" entirely; "verification report" carries less baggage.
Section 7Coverage, gaps, and availability
7.1 VerApex covers a limited set of locations and measurement types, which change over time. We make no commitment that any location, station, or measurement is or will remain covered.
7.2 VerApex records observations only where and when a source published them. Where no observation exists, we report its absence. We do not interpolate, estimate, smooth, or otherwise generate values to fill gaps. The absence of a record is not evidence of any condition.
7.3 Sources may become unavailable, change format, alter publication frequency, or discontinue service without notice. VerApex does not guarantee uninterrupted collection and is not liable for gaps arising from source unavailability, network failure, or service interruption.
7.2 is both a disclaimer and a selling point. Keep the wording — "the absence of a record is not evidence of any condition" is the sentence that stops someone arguing your gap proves something.
Section 8Permanence and irrevocability
8.1 Records sealed by VerApex are written to a public distributed ledger. Once written, such records are permanent, publicly accessible, and cannot be modified, deleted, or withdrawn by VerApex or by any other party.
8.2 Sealed records contain environmental observations and associated technical metadata. They do not contain customer identity, query history, or payment information.
8.3 Where a source revises an observation, VerApex may seal a superseding record referencing the earlier one. The earlier record remains permanently accessible. Records are appended, never altered.
8.4 You acknowledge that the permanence described in this section is a deliberate design characteristic and that no request may cause a sealed record to be removed.
8.2 is currently true and must stay true. If VerApex ever seals customer-submitted data, or data identifying an individual, it collides directly with statutory deletion and erasure rights under state privacy laws. "We can't delete it" is not a recognized exemption. Keep personal data strictly out of the sealed path — this is an architectural commitment, not just a drafting one.
Section 9Acceptable use
You agree not to: misrepresent the source, scope, or meaning of any record; alter a record or present altered content as VerApex output; represent VerApex as certifying accuracy or endorsing any position; use automated means to access the Services beyond documented rate limits; resell or redistribute bulk data except under a written license; or use the Services in violation of any law or any third-party source's terms.
The first item is the one you'd actually enforce. The realistic bad outcome isn't scraping — it's someone in a filing characterizing a VerApex record as proving more than it does, and the other side attacking your product rather than their argument.
Section 10Fees and payment
10.1 Certain Services require payment. Fees, scope, and delivery are as stated at purchase.
10.2 Verified records and reports are delivered as digital work product. Because delivery is immediate and the work is performed on request, fees are non-refundable once delivered, except where required by law or where VerApex fails to deliver.
10.3 Subscription fees are billed in advance and are non-refundable for the period in which they are incurred. You may cancel effective at the end of the then-current period.
10.4 Payment of a fee does not alter the scope of what a record proves as described in Section 4.
10.4 is unusual and worth keeping. It forecloses an argument that paying more implies a stronger claim.
Section 11Intellectual property
11.1 Observations published by United States federal agencies are generally in the public domain. VerApex claims no ownership of underlying source data.
11.2 VerApex owns the Services, including software, interfaces, visualizations, report formats, compilation and arrangement of records, corroboration methodology, and all trademarks and brand elements.
11.3 On payment, you receive a non-exclusive, perpetual license to use a delivered record or report for your internal business purposes and in proceedings to which you are a party. You may not resell it or use it as a substitute for licensed access.
Section 12Disclaimer of warranties
The services are provided "as is" and "as available." To the fullest extent permitted by law, VerApex disclaims all warranties, express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and any warranties arising from course of dealing or usage of trade.
Without limiting the foregoing, VerApex does not warrant that any observation is accurate or complete, that the services will be uninterrupted or error-free, that any defect will be corrected, or that the services will meet your requirements.
Louisiana question for counsel: the state's civil law tradition treats redhibition and warranty against defects differently from common-law states, and waivers of the warranty against redhibitory defects face specific formal requirements. Ask whether that regime reaches a services agreement of this type and whether this disclaimer needs Louisiana-specific formalities to be effective.
Section 13Limitation of liability
To the fullest extent permitted by law, VerApex shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, loss of data, or any adverse outcome in any legal, regulatory, insurance, or commercial proceeding, arising out of or relating to the services, regardless of the theory of liability and even if advised of the possibility of such damages.
VerApex's total aggregate liability arising out of or relating to the services shall not exceed the greater of the amounts you paid to VerApex in the twelve months preceding the event giving rise to the claim, or one hundred United States dollars.
Nothing in this section excludes or limits liability that cannot be excluded or limited under applicable law.
Louisiana is the only United States civil law jurisdiction, and its Civil Code addresses clauses that limit liability in advance — including provisions treating as null any clause that excludes or limits liability for intentional or gross fault, or for causing physical injury. Because environmental data can be relied on in safety-adjacent decisions, ask counsel specifically how far a limitation clause can reach here, and whether choosing Louisiana law helps or hurts relative to a more common choice like Delaware or Texas. The final sentence is a savings clause; confirm it's sufficient.
Section 14Indemnification
You agree to indemnify, defend, and hold harmless VerApex and its officers, members, employees, and agents from any claim, demand, loss, liability, or expense, including reasonable attorneys' fees, arising out of your use of the Services, your characterization or presentation of any record, your violation of these Terms, or your violation of any law or third-party right.
Section 15Term, suspension, and termination
15.1 These Terms apply while you use the Services.
15.2 VerApex may suspend or terminate access at any time, with or without notice, for violation of these Terms or where continued access poses risk to the Services or others.
15.3 Termination does not affect records already delivered to you, and does not remove any record already sealed to the public ledger.
15.4 Sections 3, 4, 5, 6, 8, 11, 12, 13, 14, and 16 survive termination.
Section 16Governing law and dispute resolution
16.1 These Terms are governed by the laws of the State of [STATE], without regard to conflict of law principles.
16.2 [DISPUTE RESOLUTION MECHANISM — see note.]
16.3 Any claim must be brought within one year after the claim arose, to the extent such limitation is enforceable.
Three open decisions for counsel:
Choice of law. Louisiana is home and natural, but its civil law regime is unfamiliar to out-of-state counterparties and treats limitation clauses distinctively. Ask whether another state's law is more favorable and whether that choice would survive a challenge.
Arbitration. Standard, and it keeps disputes out of public dockets — which matters for a company selling credibility. But arbitration clauses are heavily litigated and consumer-facing versions face extra scrutiny. If your customers are law firms and insurers, a venue clause may serve better than arbitration.
Class waiver. Likely unnecessary at your customer profile. Ask before including it — it adds enforceability risk for little benefit when every customer is a business.
Section 17Changes, severability, entire agreement
17.1 VerApex may modify these Terms. Material changes will be posted with an updated effective date. Continued use after the effective date constitutes acceptance. Terms in effect at the time a record was purchased govern that purchase.
17.2 If any provision is unenforceable, it is modified to the minimum extent necessary or severed, and the remainder stays in effect.
17.3 These Terms, together with any written order or license, are the entire agreement between you and VerApex regarding the Services.
17.4 Questions: [CONTACT ADDRESS].
17.1's second sentence protects you both ways: a customer can't argue you changed terms retroactively, and you're not bound forever by an early draft. Keep dated archived copies of every published version — for an evidence company, being unable to produce the terms in force on a given date would be a bad look.
SupportingShort-form site disclaimer
Courts weigh whether a disclaimer was conspicuous, not merely present. Terms buried behind a footer link are weaker than a notice a user actually sees. Place this on the dashboard, on every record view, and in the footer of every exported report.
About this data. VerApex records observations published by NOAA, the National Weather Service, USGS, and USACE. Real-time observations from these agencies are provisional and subject to revision, and may be inaccurate due to instrument malfunction or site changes.
VerApex verifies that a record was published by the named source at the recorded time and has not been altered since. VerApex does not verify that any reading is accurate and does not measure conditions, calibrate instruments, or provide professional advice. Nothing here is a guarantee of admissibility or legal effect. See full Terms.
Two sentences, one bolded, at the bottom of every record view. Short enough that people actually read it — which is what makes it work.
SupportingTerms worth studying
Ranked by how much they'll teach you for this specific product.
| Source | Why it matters |
|---|---|
| USGS provisional data statement & data disclaimer | The single most important one. It's the ceiling on what you can claim — you cannot warrant more than your source does. Mirror its language rather than paraphrasing. |
| NWS / NOAA disclaimer pages | Same function for the other primary source. Note how a federal agency disclaims liability for its own published data. |
| USACE Rivergages warning page | Nearly identical caution language, and it's the source behind many of your corridor gauges. |
| Westlaw / LexisNexis subscriber terms | The closest true analogue: data lawyers rely on in proceedings. Fifty years of battle-testing on exactly the "you relied on our data and lost" scenario. |
| Bloomberg / LSEG data terms | Financial data used for contractual settlement — the parametric-oracle analogue. Study how they handle settlement-source liability. |
| AccuWeather / DTN commercial terms | Direct-adjacent commercial weather. Useful mainly for what they promise and how carefully they avoid promising accuracy. |
| Chainlink / oracle provider terms | How on-chain data providers disclaim the correctness of what they relay while still selling the relay. |
| NIST / accredited lab report language | Useful contrast: read what a body that does certify accuracy has to say, so your terms clearly differ. |
There is no federal ToS standard — contract law is state law, and enforceability varies. What's near-universal is the structure: warranty disclaimer, liability cap, indemnity, governing law, dispute mechanism. What varies is whether each clause holds up in a given state.
The practical approach is one set of terms drafted under a single chosen governing law, written to survive scrutiny in the strictest likely forum. Your customer base is businesses in maritime and insurance, not consumers — that materially simplifies things, since most aggressive consumer-protection scrutiny doesn't apply to arm's-length commercial agreements.
SupportingQuestions for counsel
Hand these over with the draft. They're where the billable hour is worth spending.
Given the civil law regime and its treatment of clauses limiting liability in advance — particularly for gross fault — how far can §13 reach, and is the savings clause sufficient?
Home venue is natural but the civil law framework is unfamiliar to counterparties and may treat key clauses distinctively. Is another state's law more favorable, and would that choice survive challenge?
Selling an assembled data exhibit into active litigation is close to a line. Where exactly is it, and does the draft stay on the right side?
If a court excludes a VerApex record, can the customer claim against us? What strengthens this?
Records currently contain no personal data. Confirm that's sufficient, and identify what would change if partner-supplied data enters the sealed path.
Browsewrap versus clickwrap. What assent mechanism is needed for free dashboard users versus paying customers?
Given customers are law firms and insurance carriers rather than consumers, which serves better?
And does carrying it change how the liability cap should be drafted?
SupportingWhat this means for the Nexatus conversation
Your instinct — understand how they capture data and whether it can be trusted before agreeing to anything — is exactly right, and this document sharpens why.
If partner data enters the same seal path as NOAA and USGS, it inherits VerApex's credibility without necessarily having earned it. One uncalibrated sensor sealed with the same cryptographic ceremony as a federal gauge doesn't just create a bad record — it gives an opposing attorney a way to attack every record you've ever sealed.
Questions to bring to that meeting
- Instrumentation. What hardware, sited how, calibrated on what schedule, against what reference?
- Provenance chain. Sensor to their database to your API — what's signed, what's mutable, who can edit?
- Revision policy. Do they revise published readings? How is a revision communicated?
- Independence. Are their readings genuinely independent of NOAA/USGS, or partly derived from them? This determines whether corroboration between the two means anything at all.
- Deployment control. Who physically controls the sensors, and could a party with an interest in a reading influence one?
- Personal data. Does anything they send identify a person or a private property? If so it cannot enter the sealed path — see §8.
The design answer regardless of what they say
Tier the sources and show the tier on every record. Your registry already has trustTier and lineageRoot. Use them: federal instruments are tier 1, a partner network is tier 2, camera-derived inference is tier 3. Same seal, same permanence, different stated provenance — and every record says which it is.
That lets you ingest partner data without diluting the federal records, it makes the corroboration engine honest about what agreement between tiers actually means, and it gives you a clean answer when someone asks whether all your data is equally good. It isn't, you already know it isn't, and saying so is the whole brand.
Worth raising with Nexatus early: tiering isn't a judgment about their quality, it's how the system stays defensible for everyone in it — including them. A partner who understands that is a good partner. One who wants their data presented as equivalent to a federal gauge is telling you something useful.