Terms of Service

These Terms of Service (the "Agreement") are between edvantageAI, Inc. ("edvantageAI," "we," "us," or "our") and you ("you," "your," or "Customer"). adgie.AI is a product of edvantageAI, Inc. This Agreement governs your access to and use of adgie.ai and related sites, platforms, and applications (collectively, the "Site") and the products and services offered through them (collectively, the "Services").

This Agreement takes effect on the date you first access or use the Services (the "Effective Date"). By accessing or using the Services, you agree to be bound by this Agreement. If you do not agree, do not access or use the Services.

PLEASE READ SECTION 12 CAREFULLY. IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM EDVANTAGEAI. SECTION 12.3 CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER.

1. Definitions

• "Affiliates" means any entity that controls, is controlled by, or is under common control with edvantageAI.
• "AI Outputs" means text, code, images, analyses, recommendations, or other material generated by artificial intelligence systems in connection with the Services.
• "Content" means all text, documents, skills, code, graphics, images, logos, designs, audio, video, data, and other material made available through the Site or Services.
• "Prompts" means the instructions, system messages, context, and configuration that edvantageAI designs and supplies to an AI system.
• "Skill" or "Skills" means a packaged set of instructions, and any accompanying files, distributed through the Site for use with third-party AI tools.
• "Skills Library" means the free collection of Skills made available through the Site.
• "Subprocessors" means third parties engaged by edvantageAI to process personal data on its behalf in connection with the Services.
• "Third-Party AI Providers" means providers of artificial intelligence models and related infrastructure, including Anthropic, OpenAI, and OpenRouter.
• "Third-Party Service Providers" means third parties whose platforms edvantageAI uses to deliver the Services, including hosting, storage, email delivery, and analytics providers.
• "User Content" means any content you submit to edvantageAI through the Services, including the content of communications you send us.

2. Eligibility and Access

2.1 Eligibility

You must be at least 13 years old (16 in the European Economic Area, the United Kingdom, and Switzerland) to use the Services. By using the Services, you represent that you meet this requirement and that you have the legal capacity to enter into this Agreement. If you are using the Services on behalf of an organization, you represent that you have authority to bind that organization to this Agreement.

2.2 Email Verification

Access to the Skills Library is free and does not require an account. You may download one Skill without providing any information. Downloading further Skills, or downloading the complete bundle, requires you to verify an email address by entering a one-time code we send to it.

You agree to provide an email address you control. You are responsible for all activity that occurs following verification from your browser. Verification is remembered by means of a cookie; clearing your cookies will require you to verify again.

2.3 Communications

A verified email address is added to our newsletter list. You may unsubscribe at any time using the link in any message we send. Unsubscribing does not affect transactional messages such as verification codes, and does not revoke your access to the Skills Library.

3. The Skills Library

3.1 License to Use Skills

Subject to your compliance with this Agreement, edvantageAI grants you a limited, non-exclusive, non-transferable, revocable license to download, install, and use the Skills for your own personal or internal business purposes, including commercial use within your own organization.

3.2 Restrictions

You may not:

• Resell, sublicense, rent, or otherwise distribute the Skills as a standalone product or as part of a competing library or marketplace
• Remove, obscure, or alter any copyright, trademark, or attribution notice contained in a Skill
• Use the Skills, or any Content from the Site, as training data, fine-tuning data, retrieval-augmented generation source material, or any other input for artificial intelligence models, machine learning systems, or automated content generation systems
• Misrepresent the origin or authorship of a Skill
• Use the Skills for any unlawful purpose or in violation of any applicable law or regulation

3.3 Skills Are Provided for Use with Third-Party Tools

Skills are designed to be run inside third-party AI tools, including those operated by Anthropic, OpenAI, Google, Meta, and Manus. edvantageAI does not control those tools. Once you upload a Skill into a third-party tool, your use of that tool is governed by that provider's own terms of service and privacy policy. edvantageAI makes no representation that any Skill will function as described in any particular tool, version, or configuration, or that a Skill will remain compatible as those tools change.

3.4 Changes to the Skills Library

edvantageAI may add, modify, or remove Skills from the Skills Library at any time, with or without notice. edvantageAI does not guarantee the continued availability of any particular Skill. Skills you have already downloaded remain yours to use under the license in Section 3.1.

4. AI-Generated Content

4.1 Nature of AI Outputs

Certain Content on the Site, and material produced by Skills when you run them, is generated with the assistance of artificial intelligence systems. AI systems are probabilistic. The same inputs may produce different outputs at different times. AI Outputs may contain errors, omissions, or inaccuracies.

AI Outputs are provided for informational purposes and should not be relied upon as your sole basis for making business, legal, financial, educational, or technical decisions. You are responsible for reviewing and verifying AI Outputs before relying on, publishing, or distributing them.

4.2 Third-Party AI Providers

AI Outputs are generated by models operated by Third-Party AI Providers. edvantageAI designs Prompts and configures system parameters but does not author, control, or guarantee the underlying models, their training data, or their behavior. The act of designing a Prompt does not make edvantageAI the author or originator of the resulting AI Output.

4.3 Human Oversight

edvantageAI reviews the Skills it publishes. edvantageAI does not review, and cannot review, the output that a Skill produces when you run it in your own tool with your own inputs. That output is yours, and you are responsible for it.

5. Intellectual Property

5.1 edvantageAI Ownership

The Site, the Services, and all Content, including the Skills, the blog, the design, the adgie.AI name and marks, and all software and documentation, are owned by edvantageAI or its licensors and are protected by copyright, trademark, and other intellectual property laws. Except for the license expressly granted in Section 3.1, no rights are granted to you.

5.2 Restrictions

You may not copy, modify, adapt, translate, reverse engineer, decompile, disassemble, create derivative works from, frame, mirror, scrape, crawl, or otherwise exploit the Site, the Services, or any Content except as expressly permitted by this Agreement or by applicable law.

5.3 Feedback

If you provide edvantageAI with feedback, suggestions, reviews, or ideas regarding the Services, you grant edvantageAI a perpetual, irrevocable, worldwide, royalty-free, fully paid license to use, reproduce, modify, publish, and otherwise exploit that feedback for any purpose, without obligation or compensation to you.

6. User Content

You retain ownership of any User Content you submit. By submitting User Content, you grant edvantageAI a non-exclusive, worldwide, royalty-free license to use, store, reproduce, and display that User Content solely as necessary to operate and improve the Services and to respond to you.

You represent that you have all rights necessary to submit your User Content, and that it does not infringe any third-party right, violate any law, or contain anything unlawful, defamatory, or malicious.

7. Privacy and Subprocessors

7.1 Privacy

Your use of the Services is subject to the adgie.AI Privacy Policy, which is incorporated into and forms part of this Agreement.

7.2 Consent to Subprocessor Engagement

You consent to edvantageAI engaging Subprocessors to process personal data in connection with the Services. The current list of Subprocessors appears in Section 12 of the Privacy Policy. edvantageAI will provide at least fifteen (15) days' advance written notice before engaging any new or replacement Subprocessor, and you may object on reasonable grounds relating to the protection of personal information by providing written notice at least ten (10) days before the intended commencement of the engagement.

7.3 Third-Party AI Provider Data Practices

Where the Services transmit data to Third-Party AI Providers, those providers process that data according to their own terms and privacy policies. edvantageAI does not authorize Third-Party AI Providers to use your personal information to train their general-purpose models unless you are separately informed and consent.

8. Security

edvantageAI uses commercially reasonable safeguards to protect the Site and the information it holds, as described in Section 8 of the Privacy Policy. No system is completely secure, and edvantageAI does not warrant that the Services will be free from unauthorized access.

If you believe you have found a security vulnerability in the Site or Services, contact security@edvantage.ai. edvantageAI authorizes good-faith security research conducted under the rules in Section 9 and will not pursue legal action for research that complies with them.

9. Site Rules and Prohibited Conduct

You agree not to:

• Access or attempt to access any part of the Services you are not authorized to access
• Circumvent, disable, or interfere with the email verification gate, rate limits, or any other security or access-control feature, except as part of authorized security research
• Use automated means to scrape, crawl, harvest, or index the Site or Services without prior written authorization
• Use the Services to transmit malware, or to conduct any denial-of-service, brute-force, or other attack
• Use the Services to send unsolicited communications, or submit email addresses you do not control
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Interfere with or disrupt the integrity or performance of the Services
• Use the Services in violation of any applicable law, rule, or regulation

edvantageAI may investigate any suspected violation and may suspend or terminate access as described in Section 16.

10. Third-Party Services and Links

edvantageAI delivers the Services in part through Third-Party Service Providers, including hosting, storage, email delivery, and analytics providers. These providers operate their own platforms and maintain their own terms of service and privacy policies.

By using the Services, you acknowledge and agree that:

• edvantageAI will make reasonable efforts to ensure that Third-Party Service Providers maintain appropriate data protection and security standards, but edvantageAI does not control and is not responsible for their terms, policies, or practices.
• edvantageAI is not liable for any interruption, downtime, data loss, error, or performance issue caused by a Third-Party Service Provider. edvantageAI will use commercially reasonable efforts to select reliable providers, but does not guarantee uninterrupted availability.
• edvantageAI reserves the right to change Third-Party Service Providers at any time.

The Site may contain links to third-party websites and resources. edvantageAI does not endorse and is not responsible for the content, products, or practices of any third-party site.

11. Changes to the Services

edvantageAI may modify, suspend, or discontinue the Services, or any part of them, at any time, with or without notice. edvantageAI will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

12. Governing Law, Arbitration, and Class Action/Jury Trial Waiver

12.1 Governing Law

You agree that: (i) the Site shall be deemed solely based in California; and (ii) the Site shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles.

The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, the Federal Arbitration Act (9 U.S.C. §§ 1-16) ("FAA") governs the interpretation and enforcement of the Arbitration Agreement in Section 12.2 and preempts all state laws to the fullest extent permitted by law. If the FAA is found to not apply to any issue that arises from or relates to the Arbitration Agreement, then that issue shall be resolved under and governed by the law of your state of residence. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

You agree to submit to the exclusive personal jurisdiction of the federal and state courts located in California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, including any provisional relief required to prevent irreparable harm. You agree that California is the proper and exclusive forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.

12.2 Arbitration

READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM EDVANTAGEAI.

This Section 12.2 (the "Arbitration Agreement") applies to and governs any dispute, controversy, or claim between you and edvantageAI that arises out of or relates to, directly or indirectly: (a) this Agreement, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (b) access to or use of the Services, including receipt of any advertising or marketing communications; (c) any transactions through, by, or using the Services; or (d) any other aspect of your relationship or transactions with edvantageAI, directly or indirectly, as a customer ("Claim" or collectively, "Claims"). The Arbitration Agreement shall apply, without limitation, to all Claims that arose or were asserted before or after your agreement to this Agreement.

If you are a new edvantageAI customer, you can reject and opt out of this Arbitration Agreement within 30 days of accepting this Agreement by emailing edvantageAI at legal@edvantage.ai with your first and last name and stating your intent to opt out of the Arbitration Agreement. Opting out of this Arbitration Agreement does not affect any other part of this Agreement, including the provisions regarding controlling law or in which courts any disputes must be brought.

For any Claim, you agree to first contact us at legal@edvantage.ai and attempt to resolve the dispute with us informally. If the Claim has not been resolved within sixty (60) days of written notice, either party may initiate non-binding mediation administered by the American Arbitration Association (AAA) under its then-current mediation procedures. The mediation shall be conducted remotely unless both parties agree to an in-person session. Each party shall bear its own costs of mediation and shall split the mediator's fees equally. Mediation is a mandatory prerequisite to arbitration. Neither party may initiate arbitration until mediation has been attempted and has not resulted in resolution within thirty (30) days of the mediator's appointment, or unless the other party refuses to participate in mediation.

If mediation does not resolve the Claim, we each agree to resolve any Claim exclusively through binding arbitration by AAA before a single arbitrator (the "Arbitrator"), under the Expedited Procedures then in effect for AAA (the "Rules"), except as provided herein. In the event of any conflict between the Rules and this Arbitration Agreement, this Arbitration Agreement shall control. AAA may be contacted at www.adr.org, where the Rules are also available.

The arbitration will be conducted in the U.S. county where you live or California, unless you and edvantageAI agree otherwise. If you are using the Services for commercial purposes, each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses.

If you are an individual using the Services for non-commercial purposes: (i) AAA may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from AAA; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney's fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process.

Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. You and edvantageAI agree that the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable.

Nothing in this Section shall be deemed as: preventing edvantageAI from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights; or preventing you from asserting claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances on only an individual (non-class, non-representative) basis.

If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, shall be severed. Severance shall have no impact on the remaining provisions of the Arbitration Agreement, which shall remain in force, or the parties' ability to compel arbitration of any remaining claims on an individual basis.

Notwithstanding the foregoing, if the Class Action/Jury Trial Waiver is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction. All other claims for relief subject to arbitration under this Arbitration Agreement shall be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief shall be stayed pending the outcome of any individual claims in arbitration.

12.3 Class Action/Jury Trial Waiver

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AND EDVANTAGEAI AGREE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY TO AN INDIVIDUAL CLAIMANT AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF ON YOUR INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED MAY NOT AFFECT OTHER EDVANTAGEAI USERS. YOU AND EDVANTAGEAI FURTHER AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND EDVANTAGEAI ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO BRING, JOIN, OR PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND AS A PLAINTIFF OR CLASS MEMBER.

12.4 Shortened Claims Period

To the maximum extent permitted by applicable law, any Claim arising out of or relating to this Agreement or the Services must be filed within one (1) year after the Claim arose. If a Claim is not filed within this one-year period, it is permanently barred. This shortened claims period applies to all Claims, regardless of whether they sound in contract, tort, statute, or otherwise. This provision does not apply to Claims that, under applicable law, cannot be subject to a shortened limitations period.

12.5 Prevailing Party Attorney's Fees

In any arbitration, mediation, litigation, or other proceeding to enforce or interpret this Agreement, the prevailing party shall be entitled to recover its reasonable attorney's fees, costs, and expenses from the non-prevailing party, in addition to any other relief to which the prevailing party may be entitled. For purposes of this Section, the "prevailing party" is the party who achieves a substantially favorable outcome on the material claims or defenses in the proceeding, as determined by the arbitrator or court.

12.6 Limitation on Remedies

To the maximum extent permitted by applicable law, you agree that your sole and exclusive remedy for any Claim arising out of or relating to this Agreement or the Services shall be limited to monetary damages, subject to the caps set forth in Section 15 (Limitation of Liability). You waive any right to seek injunctive relief, specific performance, or any other form of equitable relief against edvantageAI, except where such waiver is prohibited by applicable law. This limitation does not affect edvantageAI's right to seek injunctive or equitable relief to protect its intellectual property, confidential information, or data security as described in Section 12.2.

13. DMCA Notice

edvantageAI respects the intellectual property rights of others and responds to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 ("DMCA"). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Site, please notify edvantageAI's copyright agent. For your complaint to be valid under the DMCA, you must provide the following information in writing:

• An electronic or physical signature of a person authorized to act on behalf of the copyright owner
• Identification of the copyrighted work that you claim has been infringed
• Identification of the material that is claimed to be infringing and where it is located on the Site
• Information reasonably sufficient to permit edvantageAI to contact you, such as your address, telephone number, and e-mail address
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law
• A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner

The above information must be submitted to edvantageAI's copyright agent by email at legal@edvantage.ai with the subject line "DMCA Notice."

Under federal law, if you knowingly misrepresent that online material is infringing, you may be subject to criminal prosecution for perjury and civil penalties, including monetary damages, court costs, and attorneys' fees.

14. Indemnity

You agree to defend, indemnify and hold harmless edvantageAI and its Affiliates, Subprocessors, Third-Party Service Providers, subsidiaries, agents, licensors, managers, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:

• Your use of and access to the Services, including any data or content transmitted or received by you
• Your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above
• Your violation of any third-party right, including without limitation any right of privacy or intellectual property rights
• Your violation of any applicable law, rule or regulation
• User Content or any content submitted by you, including without limitation misleading, false, or inaccurate information
• Your use of, reliance on, publication, or distribution of any AI Output or any material produced by a Skill
• Your willful misconduct

15. No Warranty and Limitation of Liability

15.1 No Warranty

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EDVANTAGEAI AND ITS AFFILIATES, SUBPROCESSORS, AND THIRD-PARTY SERVICE PROVIDERS PROVIDE THE SERVICES AND CONTENT ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR IN ANY OTHER PROVISION OF THIS AGREEMENT OR COMMUNICATION WITH YOU. EDVANTAGEAI SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY, QUIET ENJOYMENT, AND ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE REGARDING OR RELATING TO THE SERVICES, CONTENT, OR ANY MATERIALS FURNISHED OR PROVIDED TO YOU UNDER THIS AGREEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM EDVANTAGEAI OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

EDVANTAGEAI DOES NOT WARRANT THAT THE SERVICES OR CONTENT WILL OPERATE OR BE ACCESSIBLE UNINTERRUPTED, OR THAT THE SERVICES OR CONTENT WILL BE FREE FROM DEFECTS OR THAT THE SERVICES OR CONTENT WILL MEET (OR ARE DESIGNED TO MEET) YOUR BUSINESS REQUIREMENTS. EDVANTAGEAI DOES NOT WARRANT THAT ANY SKILL WILL FUNCTION IN ANY PARTICULAR THIRD-PARTY AI TOOL, VERSION, OR CONFIGURATION, OR THAT IT WILL REMAIN COMPATIBLE AS THOSE TOOLS CHANGE.

CERTAIN SERVICES ARE DELIVERED THROUGH AFFILIATES, SUBPROCESSORS, AND THIRD-PARTY SERVICE PROVIDERS. EDVANTAGEAI DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY AFFILIATE, SUBPROCESSOR, OR THIRD-PARTY SERVICE PROVIDER PLATFORM, AND EDVANTAGEAI WILL NOT BE A PARTY TO OR IN ANY WAY RESPONSIBLE FOR MONITORING ANY INTERACTION BETWEEN YOU AND ANY SUCH ENTITY. EDVANTAGEAI DISCLAIMS ALL LIABILITY ARISING FROM THE ACTS, OMISSIONS, AVAILABILITY, PERFORMANCE, OR SECURITY OF AFFILIATES, SUBPROCESSORS, AND THIRD-PARTY SERVICE PROVIDERS, EXCEPT TO THE EXTENT THAT EDVANTAGEAI HAS EXPRESSLY ASSUMED RESPONSIBILITY UNDER THIS AGREEMENT.

AI OUTPUTS ARE GENERATED BY THIRD-PARTY AI PROVIDERS WHOSE MODELS, TRAINING DATA, AND BEHAVIOR ARE OUTSIDE EDVANTAGEAI'S CONTROL. EDVANTAGEAI DESIGNS PROMPTS AND CONFIGURES INPUTS BUT DOES NOT AUTHOR, CONTROL, OR GUARANTEE THE CONTENT, ACCURACY, COMPLETENESS, RELIABILITY, OR LEGALITY OF AI OUTPUTS. THE ACT OF DESIGNING A PROMPT OR CONFIGURING AN AI SYSTEM DOES NOT MAKE EDVANTAGEAI THE AUTHOR OR ORIGINATOR OF THE RESULTING AI OUTPUT AND DOES NOT CREATE ANY WARRANTY, REPRESENTATION, OR LIABILITY ON THE PART OF EDVANTAGEAI FOR THAT OUTPUT. EDVANTAGEAI EXPRESSLY DISCLAIMS ALL WARRANTIES AND LIABILITY WITH RESPECT TO AI OUTPUTS, INCLUDING WITHOUT LIMITATION ANY WARRANTY THAT AI OUTPUTS ARE ACCURATE, COMPLETE, CURRENT, NON-INFRINGING, OR SUITABLE FOR ANY PARTICULAR PURPOSE. YOU ASSUME ALL RISK ASSOCIATED WITH YOUR USE, RELIANCE ON, PUBLICATION, OR DISTRIBUTION OF AI OUTPUTS.

15.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EDVANTAGEAI, ITS AFFILIATES, SUBPROCESSORS, THIRD-PARTY SERVICE PROVIDERS, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, LOST TIME, LOST REVENUE, THE COSTS OF PROCURING SUBSTITUTE SERVICES, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES, WHETHER OR NOT EDVANTAGEAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL EDVANTAGEAI BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES.

IN NO EVENT SHALL EDVANTAGEAI, ITS AFFILIATES, SUBPROCESSORS, THIRD-PARTY SERVICE PROVIDERS, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO EDVANTAGEAI IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (USD $100.00).

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF EDVANTAGEAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

Nothing in this Agreement limits either party's liability for: (i) fraud or fraudulent misrepresentation; (ii) death or personal injury caused by negligence, gross negligence or intentional misconduct; or (iii) any liability which cannot legally be limited.

16. Term and Termination

16.1 Term

The term of this Agreement commences on the Effective Date and continues until terminated in accordance with this Agreement.

16.2 Termination or Suspension

You may terminate this Agreement at any time by ceasing to use the Services and unsubscribing from our communications. edvantageAI, in its sole discretion, may limit, suspend, or terminate your use of all Services for any reason or no reason, including, without limitation, if edvantageAI believes that you have: (a) violated or acted inconsistently with this Agreement; (b) infringed the intellectual property rights of edvantageAI or of a third party; or (c) abused the Skills Library or its verification gate.

Any deactivation or termination of your access to the Services may be effected without prior notice to you, and edvantageAI shall not be liable to you nor any third party for any termination. edvantageAI reserves the right at any time to modify, discontinue, temporarily or permanently, any Service or any part or portion thereof, with or without notice to you.

16.3 Effect of Termination

Upon termination or suspension of this Agreement, your access to and use of the Services will immediately cease. The license granted in Section 3.1 for Skills you downloaded before termination survives, unless termination was the result of your breach of Section 3.2 or Section 9.

16.4 Survival

The following provisions shall survive any termination or expiration of this Agreement: Section 1 (Definitions), Section 3.2 (Restrictions), Section 4 (AI-Generated Content), Section 5 (Intellectual Property), Section 6 (User Content), Section 12 (Governing Law, Arbitration, and Class Action/Jury Trial Waiver), Section 14 (Indemnity), Section 15 (No Warranty and Limitation of Liability), this Section 16.4, and Section 17 (General), together with any other provisions that by their nature are intended to survive termination.

17. General

17.1 Entire Agreement; Severability; No Waiver

This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and edvantageAI regarding the Services and supersedes all prior agreements and understandings. If any provision is held invalid or unenforceable, that provision shall be severed and the remaining provisions shall remain in full force. No failure or delay by edvantageAI in exercising any right shall operate as a waiver of that right.

17.2 Assignment

You may not assign or transfer this Agreement or any rights under it without edvantageAI's prior written consent. edvantageAI may assign this Agreement without restriction, including in connection with a merger, acquisition, or sale of assets.

17.3 Notice

All notices and other communications required or permitted to be given under this Agreement shall be in writing and in the English language. You consent to receive email communications (which shall be deemed received upon sending), including communications regarding edvantageAI and adgie.AI products and services, but may opt out of marketing communications by using the unsubscribe link in any message or by emailing privacy@edvantage.ai.

You must provide notice under this Agreement to legal@edvantage.ai.

17.4 Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disaster, war, terrorism, labor disputes, governmental action, power or network failure, or the failure of any Third-Party Service Provider.

17.5 Amendments

edvantageAI may amend this Agreement at any time by posting the revised Agreement on the Site and updating the "Last updated" date. For material amendments, edvantageAI will use commercially reasonable efforts to provide at least thirty (30) days' advance notice. Your continued use of the Services after the effective date of any amendment constitutes your acceptance of the revised Agreement. Questions regarding amendments may be directed to legal@edvantage.ai.

17.6 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.

17.7 No Support

Unless expressly agreed in writing, edvantageAI has no obligation to provide support, maintenance, updates, or error correction for the Services or the Skills.

17.8 California Residents

The provider of Services is edvantageAI, Inc., Alameda, CA 94501. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.

17.9 Contact

Please contact us at legal@edvantage.ai with any questions regarding this Agreement.