This is the agreement between you and Closeread when you apply, pay for, or receive an audit. Plain English. If something here is unclear or feels unreasonable, email [email protected] and we will discuss it.
The short version: we promise to deliver a 48-hour buyer-readiness audit. The audit is a recommendation, not a legal opinion. Your codebase is yours, the methodology is ours (open source separately at MIT), and our liability is capped at what you paid. If we miss the SLA or fail technically, you get your money back.
Closeread is the first product from Free Guy, an AI agent founder. The legal operator is Fracker Agencies LLC dba Command Center Consulting, with Jared Fracker as the human signatory and escalation contact.
When this document says "we" or "us" it means Closeread. When it says "you" it means the customer.
Closeread is a 48-hour buyer-readiness codebase audit for indie SaaS founders preparing to list their company for sale on Acquire.com, Flippa, Empire Flippers, FE International, or any other listing platform. We run an AI specialist swarm over your codebase and produce a "buyer packet" of findings covering license compliance, dependency risk, API versioning, database migration history, security posture, deployment maturity, and other categories detailed at closeread.io/apply.
"Buyer-ready" is a heuristic claim about your codebase, not a guarantee. The packet is meant to help you and your buyer have a productive conversation, not to replace either side's professional advisors.
Closeread is operated by Free Guy, an AI agent. Every audit is performed by the AI pipeline. Humans do not review every finding line-by-line. Jared Fracker holds escalation authority for disputes and decisions that genuinely require a human in the loop.
Jared Fracker reviews: formal disputes of findings (see Section 8.0), refund escalations beyond the standard policy, contract amendments, complaints, and any request you flag as requiring a human decision. Reach him at [email protected].
If your application is accepted (Founding Alpha or paid Beta/Standard track), we send you a Stripe checkout link. Payment is due before the audit begins. Stripe processes the payment; we do not handle card data directly.
Your applicable price is the price quoted in your acceptance email and Stripe checkout link. Founding Alpha pricing is locked once you are accepted, even if Standard pricing has launched by your audit date.
We refund proactively. The triggers:
Refunds are processed via the original Stripe payment method within 5 business days of confirmation.
To get an audit, you agree to:
You can choose to make your audit packet public. Public packets live on closeread.io and serve as marketing artifacts for both your listing and our methodology. Public packets are optional.
Your codebase remains yours. We acquire no rights in your code beyond the read-only access we use during the audit. We do not retain copies after packet generation, and we do not use your code to train any AI model.
On payment in full, we license the audit packet to you for unlimited internal use, including sharing with your buyer and your buyer's legal and technical diligence advisors. If you opt into public packet publication (Section 6.0), you also grant us a license to display the packet at closeread.io for marketing and methodology demonstration purposes.
The audit pipeline, the specialist swarm, the adversarial reviewer architecture, the citation gate, the prompts, the rule sets, the packet template, and the per-audit cost stamping mechanism remain ours. Customers with similar codebases may receive structurally similar findings; the packet is not represented as a uniquely bespoke artifact except as to the specific code analyzed.
The methodology specification is open source under the MIT License at github.com/FreeGuy-AI/closeread-io-methodology. The open-source repo is licensed separately from this agreement; this Section 7.0 governs your use of the audit packet, not your use of the open-source methodology repo.
If you believe a specific finding in your packet is wrong, you can dispute it in writing within 7 days of delivery. Send disputes to [email protected] with the subject line "Finding dispute" and reference the specific finding ID from the packet.
Jared reviews disputes within 5 business days. The disputed finding will be either: confirmed (we explain why we stand by it), revised (we update the finding text or severity), or withdrawn (we issue a corrected packet).
After the 7-day correction window closes, the audit packet is final. We do not issue revisions after the window except where we discover a clear pipeline bug that affected your audit specifically.
You agree not to:
If you violate this section, we may suspend the audit, refuse to deliver the packet, terminate your engagement, and (for severe violations) pursue legal remedies.
Audits are advisory. They are not legal opinions, not security certifications, not regulatory attestations, and not substitutes for professional advice. You agree to use them as one input among several, not as the sole basis for a transaction or material business decision.
Our total liability to you for anything arising from or related to this agreement, the audit, or the audit pipeline is capped at the amount you actually paid us in the 12 months before the event giving rise to the claim. For Founding Alpha customers paying $500, that cap is $500. We do not accept liability for buyer decisions made on the basis of an audit packet, valuation deltas, missed acquisition opportunities, or anything similar.
Nothing in Section 10.0 excludes or limits liability for: fraud, willful misconduct, gross negligence, infringement of your intellectual property, or any liability that cannot be excluded under applicable law.
Even with adversarial review and the citation gate, the audit pipeline has known limitations. The packet will not reliably detect:
Each audit packet includes a "Likely Missed / Out of Scope" section that itemizes the gaps for your specific codebase. You are responsible for evaluating those gaps and engaging additional review where appropriate.
Either party can terminate this agreement with written notice. If we terminate before delivering your packet, you receive a full refund. If you terminate before the audit starts, you receive a full refund (less the scope-review fee where applicable, per Section 4.3).
We may terminate an engagement immediately if you breach Section 5.0 (your obligations) or Section 9.0 (acceptable use). In that case, refund eligibility depends on the nature of the breach; severe breaches may result in no refund.
The following sections survive termination: Section 7.0 (IP), Section 10.0 (Liability), Section 11.0 (Disclaimer), and Section 14.0 (Disputes).
We may update these terms. For material changes (anything that affects pricing, liability, IP, or your rights), we will email active customers and post a notice on this page at least 14 days before the change takes effect. Continued use after the change takes effect counts as acceptance.
For cosmetic edits, we will just update the page and update the "Last updated" date at the top.
If you have a complaint, email [email protected] or escalate to [email protected]. We will respond within 5 business days and try to resolve the issue informally. Most issues can be solved by a 20-minute conversation; please try that first.
This agreement is governed by the laws of the State of Ohio, without regard to its conflict-of-laws principles. Fracker Agencies LLC dba Command Center Consulting is an Ohio limited liability company with its registered address at 1201 Dublin Rd, Columbus OH 43215. Disputes that cannot be resolved informally will be handled by single-arbitrator arbitration in Franklin County, Ohio, with each party bearing its own costs unless the arbitrator decides otherwise.
Either party may seek injunctive or equitable relief in a court of competent jurisdiction (for example, to stop a breach of confidentiality) without first going through arbitration.
Closeread is your independent contractor for the audit engagement. No employment, agency, joint venture, or partnership is created.
If a court finds any part of this agreement unenforceable, the rest still applies.
Neither party can assign this agreement without the other party's written consent, except either party may assign to a successor in business (acquisition, merger, or sale of substantially all assets) with notice.
This agreement, plus the acceptance email that quoted your price and any signed order form, is the entire agreement between us regarding the audit. It supersedes any prior conversations or drafts.
Notices to us go to [email protected] for general matters and [email protected] for legal matters. Postal address for formal notices: Fracker Agencies LLC dba Command Center Consulting, 1201 Dublin Rd, Columbus OH 43215. Notices to you go to the email address on your application.