CapOut Terms and Conditions

Last Updated: October 18, 2026

Effective Date: October 18, 2026

These Terms and Conditions ("Terms") govern access to and use of the CapOut platform, including all related software, features, tools, integrations, and services (collectively, the "Services"), provided by XSQRD INC, a Delaware corporation ("CapOut," "we," "us," or "our").

By accepting these Terms, you agree to be bound by them and represent that you have authority to bind any organization on whose behalf you use the Services. If you do not agree, do not access or use the Services.

1. Company Information

Legal Entity: XSQRD INC

State of Incorporation: Delaware

Business Address: 2833 Crockett St, Suite 518, Fort Worth, TX 76107

Governing Law: Texas, United States

2. Description of the Services

CapOut is a Software-as-a-Service (SaaS) platform designed to assist users in analyzing, transforming, organizing, and operationalizing insurance claim-related documents, data, and workflows. The Services may include, without limitation:

  • Ingestion, parsing, and transformation of claim documents, estimates, scopes, invoices, photos, and related files
  • Generation of structured, production-ready documents and files, including exports compatible with third-party estimating and management platforms
  • Job-level financial modeling, profitability analysis, and workflow visibility
  • Automation, decision-support tooling, and AI-assisted recommendations based on user-provided inputs

The Services are advisory and assistive only and are intended to support user decision-making. CapOut does not guarantee the accuracy, completeness, timeliness, legality, compliance, profitability, or suitability of any output, recommendation, or result.

CapOut does not act on behalf of users and does not submit claims, negotiate with insurers, approve scopes, determine coverage, or perform regulated services. Transmission through claim-related integrations remains user-directed.

3. Eligibility and User Types

The Services may be used by contractors, public adjusters, policyholders, internal carrier staff, and other business users.

You may use the Services only if you:

  • Are at least 18 years old
  • Are legally permitted to engage in your stated business activities
  • Are located in the United States or Canada

No professional licensing, insurance, or regulatory status is verified by CapOut unless explicitly stated otherwise.

4. Accounts and Access

4.1 Account Structure

Accounts may support multiple roles, including owners, administrators, managers, and users. You are responsible for managing access and permissions.

4.2 Account Responsibility

You are responsible for all activity conducted under your account, including activity by authorized users. You must safeguard login credentials and notify us promptly of any unauthorized access.

4.3 Suspension and Termination

CapOut may suspend or terminate access to the Services at any time for misuse, violation of these Terms, non-payment, or to protect the integrity of the platform.

5. Data, Content, and Ownership

5.1 User Content

"User Content" means all documents, data, photos, text, files, and materials uploaded to or processed through the Services by or on behalf of a user. You retain any ownership rights you have in your User Content. These Terms do not transfer another person's or organization's rights to you or CapOut.

You represent and warrant that you have the rights, permissions, authorizations, and consents required for the uses permitted by these Terms.

5.2 CapOut Technology and Generated Materials

CapOut retains all right, title, and interest in its software, source code, object code, models, algorithms, workflows, methodologies, user interfaces, and other proprietary technology used to provide the Services.

To the extent CapOut owns intellectual property rights in system-generated analyses, transformations, structured outputs, evaluation materials, or derived data, CapOut retains those rights, subject to the license granted to you in Section 5.4. That ownership does not eliminate privacy, confidentiality, intellectual property, or other restrictions applicable to underlying User Content.

5.3 License to Operate and Improve the Services

You grant CapOut a non-exclusive, worldwide, royalty-free, fully paid license to host, store, copy, process, transform, analyze, and otherwise use User Content as necessary to provide, maintain, secure, support, and improve the Services. CapOut may permit service providers to process User Content on its behalf for those purposes under contractual confidentiality and data-use restrictions.

This includes identifying extraction errors, financial audits and reconciliation, evaluation, automated or human review, creation and testing of repairs, and improvement of CapOut's functionality and models. CapOut may create de-identified or aggregated data for analytics, benchmarking, product improvement, and industry insights, consistent with the Privacy Policy.

5.4 License Granted to You

Subject to these Terms and payment of applicable fees, CapOut grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services and to use, export, and rely on outputs generated through the Services solely for your internal business purposes.

5.5 De-identified Data

You grant CapOut a non-exclusive, worldwide, royalty-free, perpetual license to create de-identified data from your User Content, including User Content submitted before you accepted these Terms, and to use, license, and distribute that de-identified data for any lawful purpose, including licensing it to third parties for developing, training, and evaluating artificial intelligence and machine learning systems. De-identified data may include de-identified versions of documents with photos and other images removed, structured data extracted from documents, and related quality-control and evaluation records.

"De-identified" means CapOut has taken reasonable measures so that the data cannot reasonably be linked to you, your organization, or any individual. CapOut will not attempt to re-identify de-identified data and will contractually require recipients not to attempt to re-identify it.

An account owner or administrator can turn this off at any time in Settings > Company Details. Turning it off stops CapOut from licensing de-identified data from your User Content, including earlier uploads, after that point, but does not affect de-identified data already licensed to a third party. Closing your account does not affect de-identified data already created or licensed. If an agreement you are bound by does not permit this use, turn it off. An applicable written agreement with CapOut may provide different terms.

6. AI, Automation, and Professional Disclaimers

6.1 No Guarantees

The Services may use automation, algorithms, or artificial intelligence. Outputs may be incomplete, inaccurate, or incorrect. You acknowledge that you must independently verify all outputs before relying on them.

6.2 No Professional Role

CapOut is not acting as, and expressly disclaims any role as:

  • An insurance adjuster or public adjuster
  • A contractor or construction professional
  • A legal, financial, or tax advisor
  • An insurance carrier or representative

CapOut does not determine coverage, compliance, pricing, scope accuracy, or profitability.

7. Integrations and Third Parties

The Services may integrate with third-party platforms, including Xactimate and material suppliers. CapOut does not control and is not responsible for third-party systems, pricing, outages, errors, or data practices.

CapOut may disclose User Content to service providers supporting the Services and to integrations you direct or authorize, as described in the Privacy Policy. CapOut may also share de-identified data as described in Section 5.5.

8. Fees, Subscriptions, and Payments

8.1 Pricing

CapOut offers tiered subscriptions, including monthly and annual plans, and may charge usage fees for certain functionality.

8.2 Billing

Fees are billed in advance. Annual subscriptions may be offered at discounted rates.

8.3 No Refunds

All fees are non-refundable. All sales are final.

8.4 Changes

CapOut may modify pricing with reasonable notice. Continued use constitutes acceptance.

8.5 Non-Payment

Failure to pay may result in suspension or termination of access.

9. Intellectual Property and Restrictions

You may not:

  • Reverse engineer, decompile, or disassemble the Services
  • Scrape, copy, or use the Services to build competing products
  • Use the Services beyond the scope of the granted license

All intellectual property rights not expressly granted are reserved by CapOut.

10. Acceptable Use

You agree not to use the Services to:

  • Submit or facilitate fraudulent or misleading claims
  • Misrepresent damages or scope
  • Violate laws, regulations, or carrier guidelines

You agree to indemnify CapOut for any claims arising from your misuse of the Services.

11. Limitation of Liability and Indemnification

11.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CAPOUT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

11.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CAPOUT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CAPOUT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO CAPOUT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11.3 Indemnification by You

You agree to defend, indemnify, and hold harmless CapOut and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  • Your use or misuse of the Services
  • Your User Content
  • Any claim submissions, representations, or communications made using outputs from the Services
  • Any violation of law, regulation, or third-party rights

12. Termination and Data Retention

CapOut may terminate these Terms at any time. Upon termination, access to the Services will cease. Retention and deletion of User Content and related records are governed by the Privacy Policy and applicable law.

Sections relating to intellectual property, data rights, confidentiality, disclaimers, indemnification, limitation of liability, dispute resolution, and provisions that by their nature should survive will survive termination to the extent applicable.

13. Marketing and Publicity

You grant CapOut the right to use your company name, logo, testimonials, and aggregated performance data for marketing and promotional purposes, unless you opt out in writing.

14. Dispute Resolution

14.1 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt in good faith to resolve any dispute through informal discussions.

14.2 Mediation

If informal resolution fails, the parties agree to attempt non-binding mediation in Texas before proceeding to arbitration.

14.3 Arbitration

Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered in Texas under applicable arbitration rules. Judgment on the award may be entered in any court of competent jurisdiction.

14.4 Class Action Waiver

You agree that disputes will be conducted only on an individual basis and not as part of any class, consolidated, or representative action.

15. Updates to Terms

CapOut may update these Terms and will identify the effective date of each revision. We will provide clear notice of material changes through an account notice, email, or another appropriate method. Continued use after an update may constitute acceptance of ordinary service changes, subject to applicable law.

16. Confidentiality

Each party may receive non-public, confidential, or proprietary information of the other party in connection with the Services ("Confidential Information"). Confidential Information includes business plans, product roadmaps, technical information, pricing, security practices, and non-public user data.

The receiving party will use Confidential Information only as permitted by these Terms and will protect it using reasonable safeguards. Confidential Information does not include information that is publicly available, independently developed, or rightfully obtained from a third party without restriction.

Sharing de-identified data under Section 5.5 is not a disclosure of Confidential Information. These obligations survive termination.

17. Security and Availability

CapOut will implement commercially reasonable administrative, technical, and organizational safeguards designed to protect User Content against unauthorized access, loss, or disclosure.

However, no system can be guaranteed to be secure.

CapOut does not guarantee uninterrupted availability of the Services and may experience outages, maintenance windows, or service interruptions.

18. Compliance with Laws

You are responsible for compliance with applicable federal, state, provincial, and local laws, regulations, and industry requirements applicable to your business, including insurance, construction, data protection, and consumer protection laws. You must obtain any rights and consents required for content you submit and for the uses permitted by these Terms.

CapOut does not represent or warrant that the Services satisfy every regulatory regime or carrier guideline applicable to your business.

19. Export Controls and Sanctions

You represent that you are not located in, under the control of, or a national or resident of any country subject to U.S. trade sanctions or embargoes and that you are not listed on any U.S. government restricted party list.

You agree to comply with all applicable export control and sanctions laws.

20. Assignment

You may not assign or transfer these Terms without CapOut’s prior written consent, except in connection with a merger or sale of substantially all assets. CapOut may assign these Terms freely.

21. Relationship of the Parties

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, fiduciary, or employment relationship.

22. Force Majeure

CapOut shall not be liable for failure or delay in performance due to events beyond its reasonable control, including acts of God, labor disputes, internet failures, governmental actions, or third-party service failures.

23. Notices

Legal notices must be sent in writing to XSQRD INC at the address listed above or via email to legal@capout.ai. Electronic notices are deemed received when sent.

24. Severability and Waiver

If any provision of these Terms is held unenforceable, the remaining provisions shall remain in full force and effect. Failure to enforce any provision shall not constitute a waiver.

25. Entire Agreement

These Terms, the Privacy Policy, and applicable order forms and pricing schedules constitute the agreement between you and CapOut regarding their respective subjects and supersede prior agreements or understandings to the extent permitted by law.

26. Survival

Sections relating to intellectual property, data rights, confidentiality, disclaimers, limitation of liability, indemnification, dispute resolution, and provisions that by their nature should survive will survive termination to the extent applicable.