Terms of Service

1. The Agreement; Acceptance

1.1 These Terms of Service, together with any policies, schedules, and documents expressly incorporated herein by reference (collectively, this “Agreement”), constitute a legally binding agreement by and between you, the individual natural person who accesses or uses the Service (“you,” “your,” or the “User”), and Healthcare Entrepreneur Academy, d/b/a Healthcare Boss [entity form — attorney to confirm] (the “Company,” “we,” “us,” or “our”), and govern your access to and use of the Healthcare Boss AI beta software application and all related tools, features, content, and services made available by the Company (collectively, the “Service”). This Agreement is entered into by and between the Company and the individual named account holder only; it is not entered into with, and confers no rights upon, any institution, employer, department, or other entity (see Section 4).

1.2 By creating an account, signing in, uploading, submitting, or providing any content, or otherwise accessing or using the Service, you acknowledge and agree that you have read, understood, and agree to be bound by this Agreement, effective as of the earliest such date (the “Effective Date”). If you do not agree to this Agreement in its entirety, you may not access or use the Service.

1.3 The Service is a beta offering made available for evaluation. It may contain errors and defects, may be modified, suspended, or discontinued at any time, and is provided solely subject to the terms and conditions of this Agreement.

1.4 If you accept this Agreement, you represent that you are doing so in your individual capacity and not on behalf of any institution, employer, or other entity, and that no such entity acquires any right under this Agreement by reason of your acceptance or use.

2. Definitions

As used in this Agreement, the following capitalized terms have the meanings set forth below. Other terms are defined in context, and each such defined term has the meaning given where it first appears. Defined terms apply equally to their singular and plural forms.

• 2.1 “Agreement” means these Terms of Service and all policies, schedules, and documents expressly incorporated herein by reference, as amended from time to time in accordance with Section 21.
• 2.2 “Service” means the Healthcare Boss AI beta software application and all related tools, features, functionality, content, models, application programming interfaces, and services made available by the Company, as they may be modified from time to time.
• 2.3 “Company,” “we,” “us,” and “our” mean Healthcare Entrepreneur Academy, d/b/a Healthcare Boss [entity form — attorney to confirm], together with its owner, successors, and permitted assigns.
• 2.4 “User,” “you,” and “your” mean the individual natural person who accesses or uses the Service under an individual named account.
• 2.5 “Effective Date” has the meaning given in Section 1.2.
• 2.6 “User Content” means the user-submitted prompts, files, documents, text, questions, and other materials that you upload, submit, or otherwise provide to the Service, including student coursework such as Anesthesia Management Plan (“AMP”) documents. User Content expressly excludes Service Output, system-generated data, Derived Data, usage data, telemetry, model behavior, the Company’s system prompts, developer prompts, prompt templates, and workflows, and Company Technology.
• 2.7 “Service Output” means all output, analyses, reviews, rubrics, comments, generated questions, citations, formatting notes, chats, logs, model responses, and other results generated by or through the Service.
• 2.8 “Derived Data” means the de-identified, anonymized, aggregated, statistical, analytical, inferred, transformed, derived, usage, telemetry, metadata, embedding, evaluation, benchmark, performance, and model-improvement data that the Company creates from User Content, Service Output, and your use of the Service.
• 2.9 “Commercial De-Identified Data” means Derived Data in a form that does not reasonably identify any individual student and that does not include the student-authored source documents themselves.
• 2.10 “Company Technology” means the Service and its software, models, model weights, system and developer prompts, prompt architecture, designs, user interfaces, know-how, and all other proprietary materials of the Company and its licensors, together with all intellectual-property rights therein.
• 2.11 “Feedback” means any suggestion, idea, enhancement request, recommendation, or other feedback you provide regarding the Service.
• 2.12 “PII” means personally identifiable information and other sensitive identifiers, including names, dates of birth, medical-record numbers, contact details, and site names.
• 2.13 “PHI” means protected health information, patient identifiers, and medical-record information relating to identifiable patients.
• 2.14 “FERPA” means the Family Educational Rights and Privacy Act, as amended, and its implementing regulations.
• 2.15 “Applicable Law” means all laws, statutes, regulations, rules, and governmental orders applicable to a party’s performance under this Agreement.
• 2.16 “HIPAA” means the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations.

3. Eligibility

3.1 You may access and use the Service only if you are at least eighteen (18) years of age, are able to form a legally binding contract, and are an individual member of nurse anesthesia or health-sciences faculty (or other individual) whom the Company has authorized in writing or by account provisioning to access the Service.

3.2 You represent and warrant that your individual use of the Service is permitted by your employing or sponsoring institution and complies with that institution’s policies, and that you are not barred from using the Service under any Applicable Law. For the avoidance of doubt, any such institutional permission is a condition of your individual use and does not confer upon your institution any license, right, or benefit under this Agreement (see Section 4).

3.3 Access to the Service is invitation-based and account-based. The Company may grant, condition, limit, suspend, or revoke access in its sole discretion.

4. License to Use the Service; Personal, Per-Professor Scope

4.1 Grant. Subject to your continuing compliance with the terms and conditions of this Agreement, the Company hereby grants you a personal, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Service solely for your own individual professional use as the individual named account holder, during the term of this Agreement. This license is granted to you as an individual natural person and to no other person or entity.

4.2 No institutional, departmental, or shared use. The license granted in Section 4.1 is strictly personal to you. To the maximum extent permitted by Applicable Law, and notwithstanding anything to the contrary, the license does not grant, and shall not be construed to grant, any institutional, departmental, enterprise, multi-user, multi-seat, site, campus, program, or shared right of access or use. The Service may not be used for or on behalf of any institution, employer, department, program, or other entity, and no such institution, employer, department, program, or entity — including your employer or any institution at which you teach or practice — acquires any license, right, title, interest, or benefit in or to the Service, the Company Technology, any Service Output, or this Agreement by reason of your access or use.

4.3 Non-shareable credentials. Your account and credentials are personal to you and are non-transferable and non-shareable. You may not share, sell, sublicense, lend, rent, timeshare, or otherwise make your account, credentials, or access to the Service available to any other person or entity, and you may not permit any other person to access or use the Service under your account (this Section 4.3 is coextensive with, and reinforced by, Sections 6.2 and 11.1(e)).

4.4 Institutional procurement requires a separate written agreement. Any institutional, departmental, enterprise, multi-user, or program-level access to or procurement of the Service requires a separate written agreement executed by an authorized signatory of the Company. Absent such a separate, Company-signed written agreement, this Agreement and the personal license in this Section govern exclusively, and no purchase order, institutional policy, email, course document, or user-submitted term grants any institutional or shared right (see Section 29.3).

4.5 Reservation. All rights not expressly granted to you in this Section are reserved to the Company and its licensors. No license is granted by implication, estoppel, or otherwise.

5. Description of the Service; Artificial-Intelligence Output Advisory

5.1 The Service is made available solely as a software tool for use by an individual faculty member in connection with academic-review, instructional-material generation, citation-review, formatting-review, and related academic-support tasks, including, for example, reviewing a student’s AMP, writing source-cited exam items, auditing formatting, checking citations, and generating instructional materials.

5.2 The Service uses artificial-intelligence models to generate Service Output. All Service Output is advisory and informational only. It does not constitute a grade, a professional opinion, a clinical judgment, or academic advice, and it is not a substitute for the independent judgment of a qualified faculty member. You are solely responsible for reviewing, verifying, and determining whether and how to use any Service Output, and for all academic, evaluative, and clinical decisions.

5.3 Because the Service is a beta offering, its features, availability, and behavior may change without notice, and the Service may be unavailable from time to time.

6. Account Registration and Security

6.1 You must sign in to use the Service. You agree to provide accurate account information and to keep it current.

6.2 You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. Consistent with Section 4.3, your account is personal to you; you may not share your account or transfer your credentials to any other person or entity.

6.3 You shall notify the Company promptly at [email protected] if you suspect any unauthorized use of your account or any breach of security. To the maximum extent permitted by Applicable Law, the Company shall not be liable for any loss arising out of or relating to unauthorized use of your account.

7. User Content; Representations and Warranties

7.1 User Content has the meaning given in Section 2.6.

7.2 You represent and warrant that, for all User Content you provide:

• (a) you have all rights, permissions, authority, institutional approvals, notices, and consents necessary to upload the User Content, to permit the Company to process it as described in this Agreement, and to grant the licenses in Section 8 to the fullest extent you are legally able to grant them;
• (b) your upload and the Company’s use of the User Content as permitted by this Agreement do not and will not violate any Applicable Law, contract, institutional policy, or third-party right, including intellectual-property and privacy rights and FERPA; and
• (c) you have obtained all consents and authorizations, and provided all notices, required for the Company to process the User Content as described in this Agreement.

7.3 You are solely responsible for reviewing User Content and for removing student PII before uploading. The Company’s automatic redaction is an additional safeguard offered as a courtesy only and is not a warranty, guarantee, or substitute for your obligation under this Section (see Section 9).

7.4 Prohibited information; no fiduciary or business-associate relationship. You shall not upload any PHI. You may upload student coursework and institutional information only where you are authorized to do so under Section 7.2, and you may not upload any other information you are not authorized to disclose to the Company. The Company does not agree to act as a HIPAA business associate, an institutional records custodian, a school official, or a fiduciary unless separately agreed in a written agreement signed by an authorized signatory of the Company. No business associate agreement, data-processing addendum, institutional-custodian agreement, or similar regulated-data agreement is created by this Agreement, is implied by your use of the Service, or is effective unless set forth in a separate written agreement expressly titled as such and signed by an authorized signatory of the Company.

7.5 As between you and the Company, you retain all ownership rights, if any, that you hold in and to your User Content. This Agreement does not transfer ownership of student-authored documents to the Company; it grants the licenses described in Section 8 to the extent of the rights you actually hold.

8. License to User Content; Data Rights

8.1 Grant of license. To the fullest extent of the rights you hold or can lawfully grant in the User Content, you hereby grant the Company a worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable, and royalty-free license to access, host, store, copy, reproduce, cache, ingest, process, analyze, classify, tag, transform, adapt, modify, excerpt, create derivative works from, create embeddings and metadata from, disclose to service providers, and otherwise use the User Content to operate, provide, secure, maintain, troubleshoot, analyze, develop, improve, commercialize, and support the Service and the Company’s products, services, models, systems, and business. This Section grants no right to sell the student-authored source documents themselves (see Section 8.4).

8.2 Artificial-intelligence training and improvement. For User Content, the rights granted in this Section apply to the fullest extent of the rights you hold or can lawfully grant. Separately, and without limiting the Company’s independent rights in Service Output, usage data, telemetry, Derived Data, model-improvement data, and Company Technology, the Company and its vendors, contractors, subprocessors, and artificial-intelligence and model providers may use User Content and all data described in this Section, including Service Output, usage data, telemetry, and Derived Data, to develop, train, fine-tune, evaluate, benchmark, test, secure, and improve artificial-intelligence, machine-learning, analytics, redaction, retrieval, and related systems, including through automated processing and limited human review.

8.3 Derived Data; Commercial De-Identified Data. The Company may create Derived Data from User Content, Service Output, and your use of the Service. As between the parties, the Company owns all Derived Data and may use and retain Derived Data for any lawful business purpose, including after termination. The Company may disclose, share, license, or sell Commercial De-Identified Data externally, to partners of its choosing and with or without a fee, provided that such data remains in a form that does not reasonably identify any individual student and that does not include the student-authored source documents themselves.

8.4 Scope limited by your rights. You acknowledge that individual faculty members generally do not own their students’ authored writing. Accordingly, the licenses and rights in this Section attach only to (a) the rights you actually hold in the User Content and (b) de-identified, derived, and aggregated data. Nothing in this Agreement purports to grant the Company rights in student-authored works beyond what you are lawfully able to grant, and the Company does not claim to sell or license those student-authored works themselves.

8.5 Survival of data rights. The deletion or expiration of active User Content under Section 10 does not revoke or limit the licenses and rights granted in this Section. The Company is not required to retain User Content, but may continue to use and retain Derived Data, Commercial De-Identified Data, Service Output, model improvements, embeddings, metadata, analyses, audit and security records, legal records, and residual copies in backups or systems where deletion is not reasonably practicable, subject to the Company’s ordinary retention practices.

8.6 Service Output license to you. Subject to any rights you or third parties hold in User Content embedded in an output, as between you and the Company, the Company owns or may freely use all Service Output. The Company grants you a limited, revocable, non-transferable, and non-sublicensable license to use Service Output solely for your own individual professional teaching-preparation, review, and evaluation purposes, subject to this Agreement and consistent with the personal license in Section 4. You shall not use Service Output to build, train, improve, benchmark, or support a competing product or service (see Section 13). For the avoidance of doubt, and consistent with Section 4, this license does not permit any institutional, departmental, enterprise, multi-user, course-wide, learning-management-system, shared-repository, site, campus, program, employer, or student-facing use, distribution, publication, or exploitation of Service Output, except under a separate written agreement signed by an authorized signatory of the Company.

9. Automatic Redaction — Courtesy Backstop

9.1 As an additional safeguard, the Company uses automated tools intended to redact certain common identifiers from student text before some processing steps, replacing them with fixed placeholders (for example, [NAME], [DATE], [MRN], [PHONE], [EMAIL], and [SITE]). These tools are an additional safeguard only and are not guaranteed to identify, redact, or remove any particular information.

9.2 This redaction is a courtesy backstop, is provided on an “AS IS” basis, and is not guaranteed to detect or remove every identifier. It does not reduce or replace your obligation under Section 7.3 to remove student PII before uploading. You acknowledge that some processing paths (for example, image-based content or content processed by external tools) may not be covered by automatic text redaction.

10. Data Retention and Deletion

10.1 The Company retains User Content and associated results for approximately one hundred twenty (120) days, after which they are eligible for deletion in the ordinary course. Certain records (such as backups and audit logs) may persist for a limited additional period consistent with the Company’s security and backup practices, and Derived Data may be retained as described in Section 8.

10.2 You may delete, through the Service, the User Content and associated Service Output made available for deletion. Such deletion removes the applicable User Content, Service Output, chat records, and related job records from ordinary production access. Deletion does not require deletion of Derived Data, Commercial De-Identified Data, model weights, model improvements, security or audit logs, legal records, or residual copies held in backups, disaster-recovery systems, or analyses, or in systems where deletion is not reasonably practicable, subject to the Company’s ordinary retention practices. You may delete only your own User Content. For larger deletion requests, contact [email protected].

11. Acceptable Use; Prohibited Conduct

11.1 You shall not, and shall not attempt to, and shall not permit or assist any third party to, do any of the following:

• (a) Security. Access, probe, scan, or test the vulnerability of the Service or any system or network; breach, disable, or circumvent any security, authentication, access-control, rate-limit, quota, or tool-gating mechanism; or gain unauthorized access to any account, data, or system.
• (b) Reverse engineering. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, models, model weights, system prompts, or underlying know-how of the Service, except to the limited extent this restriction is prohibited by Applicable Law.
• (c) Artificial-intelligence manipulation; prompt injection. Use prompt injection or any other technique to manipulate the artificial-intelligence tools into revealing system or developer prompts, another User’s data, or any non-public data, or into bypassing this Agreement or the Service’s safeguards.
• (d) Scraping and automated access. Extract, scrape, harvest, or collect data or outputs from the Service at scale, or access the Service through any bot, scraper, or other automated means, without the Company’s prior written consent.
• (e) Account integrity. Share your account, sell or transfer your credentials, or allow any other person or entity to use your account, in violation of Sections 4.3 and 6.2.
• (f) Lawful and authorized use. Use the Service to violate any Applicable Law, FERPA, institutional policy, or any third-party right, including intellectual-property, privacy, or confidentiality rights; upload content you do not have the right to upload; or upload PHI or other prohibited information in violation of Section 7.4.
• (g) Harmful code. Upload or transmit any malware, virus, or other harmful or disruptive code, or otherwise interfere with the integrity or performance of the Service.
• (h) Misrepresentation. Present or represent Service Output as the independent human judgment of faculty, or otherwise misrepresent the source or nature of any output.
• (i) Competing use. Use the Service, its outputs, prompts, workflows, or documentation to build, train, or improve a competing product or service, as further described in Section 13.

11.2 Company remedies. The Company may investigate suspected violations and, in its sole discretion and without liability, suspend or terminate access, remove content, preserve relevant evidence, and cooperate with law enforcement and institutions. These remedies are in addition to any other rights and remedies the Company has at law, in equity, or under this Agreement.

11.3 Equitable relief. You acknowledge that any violation of Sections 4, 8, 11, 12, or 13 may cause the Company irreparable harm for which monetary damages may be inadequate, and that, in addition to all other remedies, the Company is entitled to seek temporary, preliminary, and permanent injunctive and other equitable relief, without the necessity of posting a bond.

12. Intellectual Property; Reservation of Rights

12.1 The Company Technology, and all intellectual-property rights therein, are and shall remain the exclusive property of the Company and its licensors. Except for the limited licenses expressly granted to you in Sections 4 and 8.6, no right, title, or interest in or to the Company Technology is transferred to you.

12.2 Subject to the terms and conditions of this Agreement, and consistent with the personal license in Section 4, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Service during the term for your own individual professional use. For the avoidance of doubt, the license described in this Section 12.2 is the same personal, per-professor license granted in Section 4.1 and is subject in all respects to the limitations in Sections 4.1 through 4.5. No rights are granted except as expressly stated, and all rights not expressly granted are reserved.

12.3 The Company’s names, logos, and marks may not be used without the Company’s prior written consent.

13. No Competing Use

13.1 You shall not use the Service, or any of its outputs, prompts, workflows, or documentation, to develop, train, or improve any product or service that competes with the Service.

13.2 You shall not copy, frame, mirror, or derive the Service’s design, prompt architecture, know-how, or other proprietary elements.

13.3 All intellectual property in the Service remains the Company’s. No license is granted beyond the limited rights to use the Service under this Agreement.

13.4 Remedies. A violation of this Section is a material breach that permits the Company to terminate access immediately. Because such a violation may cause irreparable harm for which monetary damages alone are inadequate, the Company is entitled to seek injunctive and other equitable relief, without the necessity of posting a bond, in addition to monetary damages and all other remedies available at law or in equity.

13.5 The obligations in this Section survive termination or expiration of this Agreement.

14. Feedback

If you provide Feedback about the Service, you hereby grant the Company a perpetual, irrevocable, worldwide, royalty-free, sublicensable, and transferable license to use and exploit the Feedback for any purpose without restriction or compensation to you.

15. Artificial-Intelligence Output Is Advisory

You acknowledge and agree that Service Output may be inaccurate, incomplete, or unsuitable for a particular purpose; that it is advisory and informational only; and that faculty make all academic, evaluative, and clinical decisions. You are responsible for independently verifying any Service Output before relying on it. To the maximum extent permitted by Applicable Law, the Company shall not be responsible for any decision made, or action taken, based on Service Output.

16. Disclaimer of Warranties

16.1 THE SERVICE, INCLUDING ALL SERVICE OUTPUT AND THE AUTOMATIC REDACTION FEATURE, IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTIES, CONDITIONS, OR REPRESENTATIONS OF ANY KIND.

16.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY, ON BEHALF OF ITSELF AND ITS OWNER, AFFILIATES, LICENSORS, AND SUPPLIERS, EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

16.3 THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT ANY SERVICE OUTPUT OR REDACTION WILL BE ACCURATE OR COMPLETE. THE SERVICE IS A BETA OFFERING. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE FOREGOING EXCLUSIONS MAY NOT APPLY TO YOU.

17. Limitation of Liability

17.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY OR ITS OWNER, AFFILIATES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE SERVICE OR THIS AGREEMENT, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE COMPANY ARISING OUT OF OR RELATING TO THE SERVICE OR THIS AGREEMENT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID THE COMPANY FOR THE SERVICE IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100). BECAUSE THE SERVICE IS PROVIDED FREE OF CHARGE DURING THE BETA, YOU ACKNOWLEDGE THIS LIMIT MAY BE US$100.

17.3 THE FOREGOING LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY, ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND SHALL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OR EXCLUSIONS OF LIABILITY, SO SOME OF THE FOREGOING MAY NOT APPLY TO YOU.

18. Indemnification

You shall indemnify, defend, and hold harmless the Company and its owner, affiliates, licensors, vendors, suppliers, contractors, successors, and assigns from and against any and all claims, demands, damages, liabilities, losses, penalties, settlements, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to: (a) your User Content; (b) your access to or use of the Service or any Service Output; (c) any academic, evaluative, clinical, employment, institutional, or student-facing decision or action you make; (d) your violation of this Agreement or of any Applicable Law, institutional policy, FERPA, privacy right, intellectual-property right, or confidentiality obligation; (e) your failure to remove or lawfully handle student PII, PHI, or other sensitive information; or (f) any allegation by a student, institution, employer, regulator, or third party relating to your upload, use, disclosure of, or reliance on any content or Service Output. The Company may control the defense and settlement of any indemnified matter at your expense, and you shall not settle any matter in a manner that imposes any obligation, admission, or liability on the Company without the Company’s prior written consent.

19. Third-Party Services

The Service relies on third-party providers, including the artificial-intelligence model provider (currently Anthropic’s Claude) and, for certain optional in-depth checks, a local artificial-intelligence model on the Company’s own network. Your use may be subject to those providers’ terms. To the maximum extent permitted by Applicable Law, the Company is not responsible for third-party services and disclaims all liability relating to them. The Company may add, remove, replace, or change third-party providers, artificial-intelligence and model providers, subprocessors, infrastructure, and local or hosted processing environments at any time in its sole discretion. Any internal privacy, security, or internal review or approval process is an internal operational practice only and does not create any user approval right, third-party-beneficiary right, warranty, or condition on the Company’s right to operate or modify the Service.

20. Term; Suspension and Termination

20.1 This Agreement commences on the Effective Date and applies while you access or use the Service.

20.2 The Company may suspend or terminate your access, in whole or in part, at any time and in its sole discretion, with or without cause and with or without notice, including for any suspected violation of this Agreement.

20.3 You may stop using the Service at any time and may request deletion of your content as described in Section 10.

20.4 Upon termination or expiration, the licenses granted to you under Sections 4, 8.6, and 12.2 immediately terminate. Those provisions that by their nature should survive — including Sections 4.2, 7, 8, 10, 11, 12, 13, 14, 15, 16, 17, 18, 24, and 31 — survive termination or expiration of this Agreement.

21. Changes to This Agreement

21.1 The Company may update or modify this Agreement at any time in its sole discretion. When it does so, it will revise the “Last updated” date above.

21.2 Updated terms apply prospectively and take effect when posted to this page. It is your responsibility to review this Agreement periodically for changes. Your continued access to or use of the Service after the updated terms are posted, or after the Company provides notice by email or in-product notice, constitutes your acceptance of the updated terms. If you do not agree, you shall stop using the Service.

22. Security Practices

The following describes the Company’s current, good-faith security practices as of the “Last updated” date. It is provided for transparency only, is qualified in its entirety by Sections 16 and 17, and shall not constitute any representation, warranty, covenant, or condition. No system is perfectly secure, and the Company does not guarantee that unauthorized access, loss, disclosure, or misuse will never occur. These practices are described as of the “Last updated” date and may evolve.

• Sign-in is required, and each item of data is tied to the account that created it.
• No User can access another User’s uploads, reviews, or chats.
• Sessions are cryptographically signed.
• Connections are encrypted in transit (HTTPS/TLS).
• Passwords are stored only in hashed form, never in plain text.
• Backups run automatically to a local disk and a separate network drive and are periodically restore-tested.
• Credentials and secrets are kept out of the application’s code and off the shared backup drive.

23. Incident Response

The following are the Company’s good-faith operational commitments, are not warranties, and are qualified in their entirety by Sections 16 and 17; nothing in this Section enlarges the Company’s liability. If the Company discovers that student data may have been exposed, it will act promptly, including:

• Taking the Service offline quickly to end any ongoing exposure while it investigates.
• Notifying the affected institution the same day a possible exposure of student work is discovered, even before every detail is known.
• Informing affected faculty directly about what happened, what the Company is doing, and the anticipated timing of further updates.

Any notice provided to an institution under this Section is provided voluntarily or as required by Applicable Law and does not create any third-party-beneficiary right, institutional service right, license, or duty enforceable by any institution or other entity.

24. Governing Law; Venue; Waivers

24.1 Governing law and venue. This Agreement is governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict-of-laws rules. You and the Company irrevocably submit to the exclusive jurisdiction and venue of the state and federal courts located in [confirmed Florida county], Florida, for any dispute arising out of or relating to this Agreement or the Service, and each party consents to personal jurisdiction there and waives any objection to that venue. [PLACEHOLDER — owner to confirm the specific Florida county; the State of Florida is confirmed.]

24.2 Jury and class-action waiver. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY, AND EACH PARTY WAIVES ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE-ATTORNEY-GENERAL, OR REPRESENTATIVE ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE.

24.3 Attorneys’ fees. In any action or proceeding arising out of or relating to this Agreement or the Service, the prevailing party is entitled to recover its reasonable attorneys’ fees, court costs, and other reasonable enforcement costs, to the maximum extent permitted by Applicable Law.

25. Force Majeure

The Company shall not be liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, power or network failures, outages of third-party services or artificial-intelligence providers, labor disputes, or governmental actions.

26. Assignment

You may not assign or transfer this Agreement or your account, in whole or in part, by operation of law or otherwise, without the Company’s prior written consent, and any purported assignment in violation of this Section is void. The Company may assign this Agreement, in whole or in part, without restriction, including in connection with a merger, acquisition, or sale of assets. This Agreement binds and inures to the benefit of the parties’ permitted successors and assigns.

27. Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement otherwise remains in full force and effect, and the remaining provisions shall continue in full force and effect and shall be construed so as best to effectuate the intent of the parties.

28. No Waiver

The Company’s failure to enforce any provision of this Agreement is not a waiver of that provision or of any other provision, and no waiver of any provision is effective unless made in a writing signed by the Company. No single or partial exercise of any right or remedy precludes any further exercise of that or any other right or remedy.

29. Entire Agreement; No Third-Party Beneficiaries

29.1 This Agreement, together with any policies expressly incorporated herein by reference, constitutes the entire agreement between you and the Company regarding the Service and supersedes all prior or contemporaneous understandings, communications, and agreements, whether written or oral, on that subject.

29.2 There are no third-party beneficiaries to this Agreement. Without limiting Section 4, no institution, employer, department, or other entity is an intended beneficiary of, or acquires any right under, this Agreement.

29.3 Separate institutional agreements. If the Company enters into a separate written agreement signed by an authorized signatory of the Company and your institution, that separate agreement controls only to the extent it expressly conflicts with this Agreement. No purchase order, institutional policy, email, course document, user-submitted term, order form, or similar document modifies this Agreement or grants any institutional, departmental, enterprise, multi-user, or shared right unless such right is contained in a separate written agreement that expressly grants it and is signed by an authorized signatory of the Company (see Section 4.4).

29.4 Interpretation; relationship. Headings are for convenience of reference only and do not affect the interpretation of this Agreement. “Including” means “including without limitation.” This Agreement does not create any partnership, joint venture, employment, agency, fiduciary, school-official, or institutional-custodian relationship between you and the Company unless separately agreed in a written agreement signed by an authorized signatory of the Company.

30. Notices

30.1 The Company may provide notices to you by posting to the Service or by emailing the address on your account. You may send notices to the Company at [email protected].

30.2 Electronic communications. You consent to receive notices, disclosures, updates, and other communications electronically, including by email, in-product notice, posting within the Service, or posting to this Terms page. Electronic notices have the same legal effect as written notices to the maximum extent permitted by Applicable Law.

31. Survival

Any provision of this Agreement that by its nature should survive termination or expiration will survive, including the provisions identified in Section 20.4.

32. Contact

Questions, a data-deletion request, or a concern about privacy? Contact the owner directly:

Jason Duprat
[email protected]