RHETORIX CORP. TERMS OF SERVICE

Last Updated: August 13, 2026

These Terms of Service (“Terms”) apply to your access to and use of (i) the website located at https://rhetorixlab.io/ (or any successor links) and all associated web pages, websites, and social media pages (the “Site”) provided by Rhetorix Corp. (“Rhetorix”, “we”, “our” or “us”) and (ii) online services (including the Site, the “Services”).

You can use the Services as either a Student or an Instructor. When we refer to “Instructors,” we specifically refer to those who sign up for or purchase the Services and use the Services to administer exams to Students. When we refer to “Students,” we specifically refer to those who have been authorized to use and/or purchase the Services by Instructors to take exams as directed by Instructors. Unless otherwise specified, “you” (or similar words like “your”) and “users” refer to both Instructors and Students, as applicable.

BY AGREEING TO THESE TERMS, YOU AND RHETORIX AGREE TO RESOLVE MOST DISPUTES SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, ANY OTHER KIND OF REPRESENTATIVE PROCEEDING, OR BY JURY TRIAL. IF YOU DO NOT WISH TO ARBITRATE DISPUTES WITH Rhetorix, YOU MAY OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS PROVIDED IN SECTION 18(i). IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE OUR SERVICES.

We may indicate that different or additional terms, conditions, guidelines, policies, or rules apply in relation to some of our Services (“Supplemental Terms”). Any Supplemental Terms become part of your agreement with us if you use the applicable Services, and if there is a conflict between these Terms and the Supplemental Terms, the Supplemental Terms will control for that conflict.

We may make changes to these Terms. The “Last Updated” date above indicates when these Terms were last changed. If we make future changes, we may provide you with notice of such changes, such as by sending an email, providing a notice through our Services, or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must immediately stop using our Services.

1 Eligibility and Use Restrictions

(a) Authorization. If you are an Instructor and use our Services on behalf of another person, institution, or entity, (a) all references to “you” throughout these Terms (other than in this Section 1(a)) will include that person, institution, or entity, (b) you represent that you are authorized to accept these Terms on that person’s, institution’s, or entity’s behalf, and (c) in the event you or that person or entity violates these Terms, that person, institution, or entity also agrees to be responsible to us.

(b) Jurisdiction. You may only use our Services in jurisdictions authorized by Rhetorix. Use of our Services is currently authorized only in the United States unless otherwise permitted in writing by Rhetorix.

(c) Use and Sharing. If you are an Instructor, our Services are provided to you only for your internal business use and not for the benefit or use of any third party. Rhetorix will enable Instructors to authorize Students to use our Services and only such authorized Students may use our Services. Instructors will be solely responsible for their Students and their Students’ activity in connection with the Services. If you are a Student, our Services are provided to you only for educational purposes, expressly excluding any commercial use, and you may not share our Services.

(d) Age. Users under 18 years of age (or the age of legal majority where you live) and over 15 years of age may use our Services, but only under the supervision of a parent or legal guardian who agrees to be bound by these Terms. The parent or legal guardian of a user under the age of 18 (or the age of legal majority) is fully responsible for the acts or omissions of such use in relation to our Services. Users under 16 years of age may not use our Services. If you are a parent or guardian and you believe that your child under the age of 18 is using our Services without your consent, please contact us at legal@rhetorixlab.io.

2 Your Information

You may provide certain information to Rhetorix in connection with your access or use of our Services, or we may otherwise collect certain information about you when you access or use our Services. You agree to receive emails and other types of communication from Rhetorix via the Services using the email address or other contact information you provide in connection with the Services. You represent and warrant that any information that you provide to Rhetorix in connection with the Services is accurate.

For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy https://www.rhetorixlab.io/privacy.

3 Accounts

Students must create accounts in order to use some or all of our Services. You will ensure that your Students (a) meet the eligibility requirements in Section 1(d), (b) do not share their account credentials, (c) provide accurate account information and promptly update this information if it changes and (d) use a strong password for their account that is unique to our Services and not used by that Student in any other website or online service. You will maintain the security of any accounts created by your Students. If you discover or suspect that someone has accessed the account of one of your Students without permission, you will promptly notify Rhetorix. We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal title, including trademark rights, in those usernames.

4 User Content

(a) Our Services may allow (i) Instructors to create, post, store, and share content, including quizzes, exams, and other assessment materials, video and audio recordings, text, and other content and (ii) Students to create, post, store, and share responses to assessment materials, including video and audio recordings (collectively, “Inputs”). For clarity, our Services do not store raw audio or video content uploaded by Students in response to assessment materials for any purpose beyond assessing Students’ responses. The Services may generate flags relating to performance, misconduct and authenticity, and other content in response to Inputs (“Outputs” and together with Inputs, “User Content”). Depending on your account settings, when you post or otherwise share User Content on or through our Services, you understand that your User Content and any associated information (such as your username or profile photo) may be visible to others.

(b) Except for the license you grant below, as between you and Rhetorix, you retain all rights in and to your User Content, excluding any portion of our Services included in your User Content. You grant Rhetorix a nonexclusive, royalty-free, worldwide, fully paid, and sublicensable (through multiple tiers) license to use, reproduce, modify, adapt, translate, and create derivative works from your User Content without compensation to you or any third party. . You hereby irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding User Content that you may have under any applicable law or under any legal theory.

(c) Rhetorix may use your User Content and organization name for the purpose of promoting and publicizing the Services in any media formats and channels now known or later developed, without any obligation of compensation to you or any third party

(d) You may not create, post, store, or share any User Content for which you do not have all the rights necessary to grant us the license described above, and you represent and warrant that your User Content, and our use of such User Content as permitted by these Terms, will not violate any rights of any person or entity, including any third-party rights, or cause injury to any person or entity. You may not create, post, store, or share any User Content that:

▪ Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;

▪ Would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability, or violate any local, state, national, or international law;

▪ May infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party;

▪ Contains or depicts any statements, remarks, or claims that do not reflect your honest views and experiences;

▪ Impersonates, or misrepresents your affiliation with, any person or entity;

▪ Contains any unsolicited promotions, political campaigning, advertising, or solicitations;

▪ Contains any private or personal information of a third party without such third party’s consent;

▪ Contains any viruses, corrupted data or other harmful, disruptive, or destructive files or content; or

▪ In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Services, or may expose Rhetorix or others to any harm or liability of any type.

(e) Enforcement of this Section 4 is solely at Rhetorix’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. This Section 4 does not create any right or private right of action on the part of any third party or any reasonable expectation that our Services will not contain any content that is prohibited by these Terms or that objectionable material will be promptly removed after it has been posted.

(f) We do not undertake to review all User Content, and we expressly disclaim any duty or obligation to undertake any monitoring or review of any User Content. Although we have no obligation to screen, edit, or monitor User Content, we may:

▪ Delete or remove User Content or refuse to post any User Content at any time and for any reason with or without notice, including without limitation for any violations of applicable law or these Terms;

▪ Terminate or suspend your access to all or part of the Services, temporarily or permanently, if your User Content is reasonably likely, in our sole determination, to violate applicable law or these Terms;

▪ Take any action with respect to your User Content that is necessary or appropriate, in Rhetorix’s sole discretion, to ensure compliance with applicable law and these Terms, or to protect Rhetorix’s rights, or to protect any third-party rights, including third-party intellectual property and privacy rights (e.g., providing information to copyright owners in furtherance of Digital Millennium Copyright Act takedown requests); and

▪ As permitted by law, cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any User Content on or through our Services.

5 Prohibited Conduct

(a) You will not use our Services if you are not eligible to use our Services in accordance with Section 1 and will not use our Services other than for their intended purpose. Further, you will not, in connection with our Services:

▪ Violate any applicable law, contract, intellectual property right, or other third-party right or commit a tort;

▪ Engage in any harassing, threatening, intimidating, predatory, or stalking conduct;

▪ Use or attempt to use another user’s account or information without authorization from that user and Rhetorix;

▪ Impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity;

▪ Sell or resell our Services;

▪ Copy, reproduce, distribute, publicly perform, or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;

▪ Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;

▪ Use our Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying our Services or that could damage, disable, overburden, or impair the functioning of our Services in any manner;

▪ Reverse engineer any aspect of our Services or do anything that might discover or reveal source code, or bypass or circumvent measures employed to prevent or limit access to any part of our Services;

▪ Use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Services except in accordance with instructions contained in our robots.txt file and only to compile for search results, provided that Rhetorix grants to the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. Rhetorix reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;

▪ Develop or use any applications or software that interact with our Services without our prior written consent;

▪ Send, distribute, or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;

▪ Link to any online portion of the Services in a manner that damages or exploits, in our sole discretion, our reputation or suggests any form or association, approval, or endorsement by Rhetorix; or

▪ Use our Services for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates these Terms.

(b) Enforcement of this Section 5 is solely at Rhetorix’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances.

6 Payment

(a) Rhetorix operates on a dual-payor model, whereby Instructors can (i) sign up and pay for the Services before making the Services available to Students or (ii) sign up for the Services and direct Students to pay for access to the Services individually. When you purchase the Services as a Student or Instructor, you may be asked to supply certain relevant information, such as your payment card number and its expiration date, and your billing address to our payment processors. You represent and warrant that you have the right to use any payment card that you submit in connection with a transaction. We may receive updated information from your issuing bank or our payment service provider about any payment method you have stored with us. You authorize us to charge your payment method, including any updated payment method information we receive, for any charges you are responsible for under these Terms. Verification of information may be required prior to the acknowledgment or completion of any transaction. You will pay all charges incurred by you or on your behalf through the Services, at the prices in effect when such charges are incurred, including all taxes and shipping and handling charges applicable to your transactions. In the event legal action is necessary to collect on balances due, you will reimburse us and our vendors or agents for all expenses incurred to recover sums due, including attorneys’ fees and other legal expenses.

(b) As an Instructor, your purchase of certain Services may require enrollment in a payment plan involving automatic renewal (a “Recurring Subscription”). If you purchase such a Service, you authorize Rhetorix to maintain your account information and charge that account automatically upon the renewal with no further action required by you. As applicable, the length of your Recurring Subscription will be provided when you make your purchase. Your Recurring Subscription will automatically renew unless you cancel it. In the event that Rhetorix is unable to charge your account as authorized by you when you enrolled in a Recurring Subscription, Rhetorix may in its sole discretion (i) bill you for your Services and suspend your access to the Services until payment is received or (ii) seek to update your account information through third-party sources (i.e., your bank or a payment processor) to continue charging your account as authorized by you. You may cancel a Recurring Subscription at any time through your account settings or by contacting billing@rhetorixlab.io. Refunds, if any, and your access to the Services following cancellation are governed by provisions 6(c), 6(d), 6(e), 6(f), and 6(g) below. Rhetorix may change the prices charged for Recurring Subscriptions at any time by posting updated pricing through the Services; provided, however, that the prices for your Recurring Subscription will remain in force for the duration of the subscription period for which you have paid. After that period ends, your use of the applicable Services will be charged at the then-current subscription price. If you do not agree to these price changes, you must cancel your Recurring Subscription at least ten days before the changes take effect. If you do not cancel, your Recurring Subscription will automatically renew at the then-current price at the time of renewal and for the same duration as the initial subscription term, and Rhetorix will charge your on-file payment card or method on the first day of the renewal of the subscription term.

(c) Certain Services are sold on a prepaid basis for a fixed access period (each, a “Prepaid Term”), such as an academic semester or term. You authorize us to charge the full Prepaid Term fee at the time of purchase. Except as expressly set forth in this Section, all fees are earned upon payment and are non-refundable, and we do not provide credits, refunds, or prorated amounts for (a) any portion of a Prepaid Term you do not use, (b) cancellation or non-use of the Services after the Add/Drop Refund Window described below has closed, (c) a reduction in the number of Students, seats, or assessments after purchase, (d) withdrawal from or a change to a course, or (e) suspension or termination of your access for violation of these Terms.

(d) If you cancel a Prepaid Term or Recurring Subscription within fourteen (14) days of your initial purchase for that term (the “Add/Drop Refund Window”), and provided the Services have not been substantially used (including, without limitation, submission of assignments, completion of assessments, or an Instructor's administration of exams to Students), you will receive a full refund of the fees paid for that Prepaid Term or subscription period. Refund requests must be submitted to billing@rhetorixlab.io before the Add/Drop Refund Window closes. After the Add/Drop Refund Window closes, all fees for that Prepaid Term or subscription period become non-refundable, subject to the Limited Exceptions below.

(e) If you cancel a Recurring Subscription or decline to renew a Prepaid Term, you will retain access to the applicable Services through the end of the then-current Prepaid Term or subscription period for which you have paid, except where your access is suspended or terminated for a violation of these Terms.

(f) Notwithstanding the foregoing, we will issue a refund where required by applicable law, and in the following circumstances: (a) duplicate charges or demonstrable billing errors; (b) fees charged for a Prepaid Term or Services that we are unable to make available to you; and (c) if we terminate your access for our own convenience prior to the end of a Prepaid Term or subscription period, a pro rata refund of prepaid, unused fees for the remainder of that term. Any refund issued outside of the Add/Drop Refund Window or these Limited Exceptions is offered at our sole discretion and does not waive our rights under this Section or create an obligation to provide similar refunds in the future.

(g) Before initiating a chargeback, dispute, or reversal of any charge governed by this Section with your card issuer or payment provider, you agree to first contact us at billing@rhetorixlab.io so that we may attempt to resolve the issue directly. This Section does not limit any rights you may have under applicable law.

7 Promotions

Any sweepstakes, contests, raffles, surveys, games, or similar promotions (collectively, “Promotions”) made available through our Services may be governed by rules that are separate from these Terms. If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy at https://www.rhetorixlab.io/privacy. If the rules for a Promotion conflict with these Terms, the Promotion rules will govern.

8 Ownership; Limited License

The Services, including the text, graphics, images, photographs, videos, illustrations, and other content contained therein, and all intellectual property rights therein and thereto, are owned by Rhetorix or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to our Services, including all intellectual property rights therein and thereto, are reserved by us or our licensors. Subject to your compliance with these Terms (including Sections 4 and 5), you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for internal use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein and violate our intellectual property rights.

9 Trademarks

RhetorixLab and our logos, product or service names, slogans, and the look and feel of our Services are trademarks of Rhetorix and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on or in connection with the Services are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.

10 Feedback

You may voluntarily post, submit, or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information about Rhetorix or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgement or compensation to you, including to develop, copy, publish, or improve the Feedback or Services, or to improve or develop new products, services, or the Services in Rhetorix’s sole discretion. Rhetorix will exclusively own all improvements to, or new, Rhetorix products, services, or Services based on any Feedback. You understand that Rhetorix may treat Feedback as nonconfidential.

11 Repeat Infringer Policy; Copyright Complaints

(a) Our Policy. In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others (our “DMCA Policy”).

(b) Reporting Claims of Copyright Infringement. If you believe that any content on our Services infringe any copyright that you own or control, you may notify Rhetorix’s designated agent (your notification, a “DMCA Notice”) as follows:

Designated Agent:Ben Hoban, CEO Address:2903 S. Grebe Place
Boise, ID 83716 Telephone Number:312-632-0952 Email Address:legal@rhetorixlab.io

Please see Section 512(c)(3) of the DMCA for the requirements of a proper notification. If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your notice may not be effective. If you knowingly materially misrepresent that any activity or material on our Services is infringing, you may be liable to Rhetorix for certain costs and damages.

12 Third-Party Content

(a) Our Services rely on or interoperate with third-party products and services, including, without limitation, data storage services, communications technologies, IoT platforms, third-party app stores, and internet and mobile operators (collectively, “Third-Party Materials”). These Third-Party Materials are beyond our control, but their operation may impact, or be impacted by, the use and reliability of our Services. You acknowledge that (a) the use and availability of the Services is dependent on third-party product vendors and service providers and (b) these Third-Party Materials may not operate reliably 100% of the time, which may impact the way that our Services operate.

(b) We may further provide information about or links to third-party products, services, activities, or events, or we may allow third parties to make their content and information available on or through our Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party.

(c) We have no obligation to monitor Third-Party Materials or Third-Party Content, and we may block or disable access to any Third-Party Materials or Third-Party Content (in whole or part) through our Services at any time. Your access to and use of such Third-Party Content or Third-Party Materials may be subject to additional terms, conditions, and policies applicable to such Third-Party Content (including terms of service or privacy policies of the providers of such Third-Party Materials). You are responsible for obtaining and maintaining any computer hardware, equipment, network services and connectivity, telecommunications services, and other products and services necessary to access and use the Services.

13 Representations and Warranties

If you are an Instructor, you represent and warrant that you have obtained all necessary consents, permissions, and authorizations from each Student in order to allow Rhetorix to provide the Services you have requested in compliance with applicable law, including but not limited to consent for the capture, recording, transmission, storage, and processing of video and audio recordings of such Students through the Services, in compliance with all applicable laws, regulations, and institutional policies. You acknowledge that it is your sole responsibility to inform Students of the nature and scope of data collected through the Services, including audio and video data, and to ensure that such collection is lawful and properly authorized. Rhetorix will not be liable for any claims, losses, or damages arising from your failure to obtain any such consents or provide such notices.

If you are a Student, you understand that the Services may capture recordings of you as you complete assessments via the Services, and you consent to such recordings. These recordings, including your name, image, likeness, and voice as may be captured therein, may be used by Rhetorix to provide the Services as directed by your Instructor.

14 Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless Rhetorix and our officers, directors, agents, partners, and employees (individually and collectively, the “Rhetorix Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Services; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation, or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with our Services. You will promptly notify Rhetorix Parties of any third-party Claims, cooperate with Rhetorix Parties in defending such Claims, and pay all fees, costs, and expenses associated with defending such Claims (including attorneys’ fees). The Rhetorix Parties will have control of the defense or settlement, at Rhetorix’s sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Rhetorix or the other Rhetorix Parties.

15 Disclaimers

(a) Your use of our Services and any content or materials provided therein or therewith (including the Third-Party Content and Third-Party Materials) is at your sole risk. Except as otherwise provided in a writing by us and to the fullest extent permitted under applicable law, our Services, and any content or materials provided therein or therewith (including the Third-Party Content and Third-Party Materials) are provided “as is” and “as available” without warranties of any kind, either express or implied. Rhetorix disclaims all warranties with respect to the foregoing, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Rhetorix does not represent or warrant that our Services or any content provided therein or therewith (including the Third-Party Content and Third-Party Materials) are accurate, complete, reliable, current, or error-free or that access to our Services or any content provided therein or therewith (including the Third-Party Content and Third-Party Materials) will be uninterrupted. While Rhetorix attempts to make your use of our Services and any content provided therein or therewith (including the Third-Party Content and Third-Party Materials) safe, we cannot and do not represent or warrant that our Services or any content provided therein or therewith (including the Third-Party Content and Third-Party Materials) or our servers are free of viruses or other harmful components or content or materials. You assume the entire risk as to the quality and performance of the Services and any content provided therein or therewith (including the Third-Party Content and Third-Party Materials).

(b) Without limiting the generality of Section 15(a), if you are an Instructor, you acknowledge and agree that the Services may utilize artificial intelligence technologies that generate Outputs based on Inputs and other User Content provided by you and your Students. Rhetorix does not guarantee the accuracy, completeness, reliability, or correctness of any Outputs, including but not limited to grades, scores, misconduct or authenticity flags, or any other assessments or determinations generated by the Services. The quality, accuracy, and reliability of Outputs are inherently dependent upon the quality, accuracy, and appropriateness of the Inputs you submit to the Services. Without limitation, if any assessment materials, questions, or other Inputs provided by you are biased, flawed, misleading, ambiguous, or otherwise improper, the resulting Outputs may reflect such deficiencies. Rhetorix shall have no responsibility or liability for any Outputs that are inaccurate, incomplete, or otherwise deficient as a result of the Inputs or User Content provided by you or your Students. You assume all risk associated with your use of and reliance on any Outputs generated by the Services.

(c) Without limiting the generality of Section 15(a), if you are a Student, you acknowledge and agree that Rhetorix has no responsibility to you with regard to any exams or exam results, and all inquiries regarding exams and exam results should be directed to your Instructor. You agree that, with the exception of information about your account or your payments to us, Rhetorix will have no obligation to provide you with any information concerning the Services or any particular exam or exam answer. You further acknowledge that your participation in or completion of an exam via the Services does not confer any academic credit, and you agree that you will not receive credit from Rhetorix or any Instructor or institution partnering with Rhetorix unless otherwise indicated by your Instructor.

(d) All disclaimers of any kind (including in this section and elsewhere in these Terms) are made for the benefit of Rhetorix, Rhetorix Parties, and Rhetorix’s respective shareholders, agents, representatives, licensors, suppliers, and service providers, as well as their respective successors and assigns.

16 Limitation of Liability

(a) To the fullest extent permitted by applicable law, Rhetorix and the other Rhetorix Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, warranty, or otherwise—for any indirect, consequential, incidental, or special damages or lost profits, even if Rhetorix or the other Rhetorix Parties have been advised of the possibility of such damages.

(b) The total liability of Rhetorix and the other Rhetorix Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the greater of $100 or the amount paid by you to use our Services.

(c) The limitations set forth in this Section 16 will not limit or exclude liability for the gross negligence, fraud, or intentional misconduct of Rhetorix or the other Rhetorix Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

17 Release

To the fullest extent permitted by applicable law, you release Rhetorix and the other Rhetorix Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties.

18 Dispute Resolution; Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND RHETORIX TO ARBITRATE CERTAIN DISPUTES AND LIMITS THE MANNER IN WHICH YOU AND RHETORIX CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND RHETORIX FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND RHETORIX AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. Rhetorix AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY.

YOU AND RHETORIX EACH ACKNOWLEDGE THAT THE TERMS OF THIS SECTION ARE INTENDED TO REDUCE THE FINANCIAL BURDENS ASSOCIATED WITH RESOLVING DISPUTES AND ARE NOT INTENDED TO DELAY ADJUDICATION OF EITHER PARTY’S CLAIMS.

FOLLOW THE INSTRUCTIONS BELOW, IN SECTION 18(i), IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS.

(a) Claims This Section Applies To. This Section 18 applies to all Claims between you and Rhetorix. A “Claim” is any dispute, claim, or controversy (excluding those exceptions listed in Section 18(c), below) between you and Rhetorix, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, for which either party wishes to seek legal recourse and that arises from or relates to these Terms, our Services, including any claims related to the use or operation of our Services, the purchase of any products or services made available through our Services, all privacy or data security claims, and all claims related to the validity, enforceability, or scope of this Section or any portion of it.

(b) Informal Dispute Resolution Before Arbitration. If you believe you have a Claim against Rhetorix or if Rhetorix believes it has a Claim against you, you and Rhetorix will first attempt to resolve the Claim informally to try to resolve the Claim more quickly and reduce costs for both parties. You and Rhetorix will make a good-faith effort to negotiate the resolution of any Claim for 45 days (“Informal Resolution Period”), from the day either party receives a written notice of a dispute from the other party that satisfies the requirements of this Section 18(b) (a “Claimant Notice”). The Informal Resolution Period is designed to allow the party who has received a Claimant Notice to make a fair, fact-based offer of settlement if it chooses to do so. The Informal Resolution Period may be extended by the parties’ mutual written agreement.

You must send any Claimant Notice to Rhetorix by certified mail, addressed to Rhetorix Corp., Attn: Legal Department, 2903 S. Grebe Place, Boise, ID 83716 or by email to legal@rhetorixlab.io. Rhetorix will send any Claimant Notice to you by certified mail or email using the contact information you have provided to Rhetorix. The party sending a Claimant Notice (the “Claimant”) will ensure it includes: (i) the Claimant’s name, address, email address, and telephone number; (ii) a description of the nature of and basis for the Claim, including the date(s) on which the Claim arose and the facts on which the Claim is based; (iii) the specific relief sought; and (iv) a personally signed statement from the Claimant themselves (and not their counsel) verifying the accuracy of the contents of the Claimant Notice.

During the Informal Resolution Period for each Claimant Notice, the parties will engage in at least one individualized video settlement conference, which both parties will personally attend (with counsel for both parties, if represented, invited to attend as well). If a party is unable to participate in the settlement conference by video, that party may attend telephonically upon showing of good cause warranting telephonic participation (e.g., inability to afford equipment or insufficient Wi-Fi due to indigent circumstances). You and we agree that the parties (and counsel, if represented) will work cooperatively to schedule the conference at the earliest mutually convenient time.

No arbitration demand (“Arbitration Demand”) may be filed or proceed before a Claimant Notice is sent and the Informal Resolution Period has concluded. If you or Rhetorix files an Arbitration Demand without complying with the requirements in this Section 18, including the requirement for the parties to conference and to wait for the Informal Resolution Period to conclude, the other party may seek relief from a court to enjoin such filing and for such other relief as the court deems proper. The prevailing party in any such action will be entitled to recover its costs and reasonable attorneys’ fees incurred in seeking such relief.

To facilitate the parties’ efforts to reach an efficient resolution of any Claim, the applicable statutes of limitation will be tolled, and all deadlines associated with arbitration fees deferred, from the commencement of the Informal Resolution Period through the date when suit or arbitration may be filed under these Terms.

(c) Claims Subject to Binding Arbitration; Exceptions. Except for individual disputes that qualify for small claims court (provided that the small claims court does not permit class or similar representative actions or relief) and any disputes exclusively related to the intellectual property rights of you or Rhetorix, including any disputes in which you or Rhetorix seek injunctive or other equitable relief for the alleged unlawful use of your or Rhetorix’s intellectual property (“IP Claims”), all Claims, including Claims that are not related to intellectual property or intellectual property rights but are jointly filed with IP Claims, that are not resolved in accordance with Section 18(b) must be resolved by a neutral arbitrator through final and binding arbitration rather than in court. Claims subject to binding arbitration include, without limitation, disputes arising out of or relating to the interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of this arbitration provision or any portion of it.

(d) Binding Individual Arbitration. Except as otherwise expressly permitted by this Section 18, any Claim may be resolved only through binding individual arbitration conducted by the American Arbitration Association (the “AAA”), https://adr.org/, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq., (“FAA”). If you are a “Consumer,” meaning that you only use Services for personal, family, or household purposes, the then-current version of the AAA’s Consumer Arbitration Rules, as modified by these Terms (the “Rules”), will apply to Claims between you and Rhetorix. If you are not a Consumer, the then-current version of the AAA’s Commercial Arbitration Rules and Mediation Procedures, as modified by these Terms, will apply to Claims between you and Rhetorix.

These Terms affect interstate commerce, and the enforceability of this Section 18 will be substantively and procedurally governed by the FAA to the maximum extent permitted by law. As limited by the FAA, these Terms, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. As allowed by applicable law, the arbitrator may only award legal or equitable remedies that are individual to you or Rhetorix to satisfy one of our individual Claims (that the arbitrator determines are supported by credible relevant evidence).

(e) Arbitration Procedure and Location. You or Rhetorix may initiate arbitration of any Claim not resolved during the Informal Resolution Period by filing an Arbitration Demand with AAA in accordance with the Rules.

Instructions for filing a demand with AAA are available on the AAA website or by calling AAA at 800-778-7879. You will send a copy of any demand for arbitration to Rhetorix by certified mail addressed to Rhetorix Corp., Attn: Legal Department, 2903 S. Grebe Place, Boise, ID 83716 or by email to legal@rhetorixlab.io. Rhetorix will send any demand for arbitration to you by certified mail or, if no physical address has been provided, by email using the contact information you have provided to Rhetorix.

The arbitration will be conducted by a single arbitrator in the English language. You and Rhetorix both agree that the arbitrator will be bound by these Terms.

For Claims in which the Claimant seeks less than USD $10,000, the arbitrator will decide the matter based solely on written submissions, unless the arbitrator decides that a formal hearing is necessary. For Claims in which the Claimant seeks USD $10,000 or more, or smaller matters in which the arbitrator determines a hearing to be necessary, hearings will be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is determined to be necessary, the site of any in-person hearing will be determined by the applicable Rules.

The arbitrator (not a judge or jury) will resolve all Claims in arbitration. Unless you and Rhetorix agree otherwise, any decision or award will include a written statement stating the decision of each Claim and the basis for the award, including the arbitrator’s essential factual and legal findings and conclusions.

Any arbitration decision or award may be enforced as a final judgment by any court of competent jurisdiction or, if applicable, application may be made to such court for judicial confirmation of any award and an order of enforcement.

(f) Arbitration Fees. Each party will be responsible for arbitration fees in accordance with the applicable Rules and these Terms.

(g) Frivolous or Improper Claims. To the extent permitted by applicable law, a Claimant must pay all costs incurred by the defending party, including any attorney’s fees and arbitration fees, related to a Claim if an arbitrator determines that (i) the Claim was not warranted by existing law or by a nonfrivolous argument, (ii) the factual contentions for the Claim lacked evidentiary support when filed or were unlikely to have evidentiary support after a reasonable opportunity for further investigation, or (iii) the Claim was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution.

(h) Confidentiality. If you or Rhetorix files a Claim in arbitration, you and Rhetorix agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and other materials that might be exchanged or the subject of any discovery in the arbitration. You and Rhetorix agree to seek such protection before any such information, documents, testimony, or materials are exchanged or otherwise become the subject of discovery in the arbitration.

(i) Opting Out of Arbitration. You have the right to opt out of binding arbitration within 30 days of the date you first accepted a version of these Terms by emailing legal@rhetorixlab.io. To be effective, the opt-out notice must be on your own behalf and include your full name, mailing address, and email address. The notice must also clearly indicate your intent to opt out of binding arbitration in order to be valid. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 19.

(j) Rejection of Modifications to this Section. You may reject any change we make to this Section 18 (except changes to addresses at which notice must be given under this Section 18) as to you, by emailing legal@rhetorixlab.io within 30 days of the date of the change. To be effective, you must send the notice or rejection on your own behalf, and you must include your full name, mailing address, and email address. The notice must clearly indicate your intent to reject changes to Section 18. You may reject changes to Section 18 only as a whole. You may not reject only certain changes to Section 18. If you reject changes to Section 18, the most recent version of Section 18 that you have not rejected will continue to apply.

(k) Two Years to Assert Claims. To the extent permitted by law, any Claim by you or Rhetorix against the other must be included in a Claimant Notice within two years after such Claim arises; otherwise, the Claim is permanently barred, which means that you or Rhetorix will no longer have the right to assert that Claim.

(l) Severability. If any portion of this Section 18 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable: (i) the unenforceable or unlawful provision will be severed from these Terms; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 18 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 18; and (iii) to the extent that any claims may proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction, in accordance with these Terms, and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 18 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 18 will be enforceable.

19 Governing Law

Unless otherwise required by applicable law, any dispute, Claim, or controversy arising from or relating to these Terms, our Services will be governed by and construed and enforced in accordance with the laws of the State of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute, Claim, or controversy arising from or relating to these Terms, our Services that is not subject to arbitration or cannot be heard in small claims court will be resolved exclusively in the state or federal courts of the State of Delaware and the United States, respectively, sitting in Dover, Delaware. You and Rhetorix waive any objection to venue in any such courts.

20 Modifying and Terminating Our Services

We reserve the right to modify our Services or to suspend or terminate providing all or part of our Services at any time; charge, modify, or waive any fees required to use the Services; or offer opportunities to some or all end users of the Services. We may provide you with notice in advance of the suspension or discontinuation of all or part of our Services, such as by sending an email or providing a notice through our Services. All modifications and additions to the Services will be governed by the Terms or Supplemental Terms, unless otherwise expressly stated by Rhetorix in writing. You also have the right to stop using our Services at any time, and you may terminate these Terms by ceasing use of our Services. We are not responsible for any loss or harm related to your inability to access or use our Services.

21 Severability

If any portion of these Terms other than Section 18 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable: (a) the unenforceable or unlawful provision will be severed from these Terms; (b) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of these Terms; and (c) the unenforceable or unlawful provision may be revised to the extent required to render the Terms enforceable or valid, and the rights and responsibilities of the parties will be interpreted and enforced accordingly, so as to preserve the Terms and the intent of the Terms to the fullest possible extent.

22 Export Control

You are responsible for compliance with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (b) on any of the U.S. government lists of restricted end users.

23 Miscellaneous

(a) Rhetorix’s failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements, and understandings of the parties. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. Communications and transactions between us may be conducted electronically.

(b) If you have a question or complaint regarding the Services, please send an email to legal@rhetorixlab.io. You may also contact us by writing to 2903 S. Grebe Place, Boise, ID 83716. Please note that email communications will not necessarily be secure; accordingly, you should not include payment card information or other sensitive information in your email correspondence with us.