1.1 Introduction. LeaderFactor LLC ("LeaderFactor," "we," "us," "our") provides its services (described below) to you through its website located at LeaderFactor.app (the "Site"), through its mobile and desktop applications, and through related services including our AI thinking partner "Uinta" (collectively, such services, together with any new features, applications, and the Site, the "Service" or "Services"), subject to these Terms. By accessing or using any part of the Service, you agree to these Terms. If you do not agree, do not use the Service.
1.2 Modifications to Terms. We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we make material changes, we will post them on this page and update the "Date of Last Revision," and we will provide notice through the Service's user interface, by email, or through other reasonable means as required by applicable law. Material changes will become effective no earlier than fourteen (14) days after we post them, except that (a) changes addressing new functionality or made for legal or security reasons may be effective immediately, and (b) material changes to Section 5 (Uinta / AI), Section 11 (Limitation of Liability), or Section 12 (Arbitration) will require your affirmative acceptance (e.g., click-through) before taking effect as to you. Your continued use of the Service after changes become effective constitutes your acceptance of the revised Terms.
1.3 Privacy. We respect the privacy of our users. Our collection, use, and disclosure of personal information is described in our Privacy Policy. By using the Service, you consent to our collection and use of personal data as outlined therein.
1.4 Contracting Entity; Eligibility. The Service is offered by LeaderFactor LLC, a Utah limited liability company. By using the Service, you represent that you are at least 18 years of age, or at least 13 and using the Service with the consent and supervision of a parent or legal guardian. The Service is not directed to children under 13, and we do not knowingly collect personal information from children under 13. If we learn we have collected such information, we will promptly delete it. Certain features, including Uinta, may be restricted to users 18 and older or may require additional parental consent as described in Section 5.
1.5 Additional Terms for Teams and Organizations. If you access the Service under an agreement between LeaderFactor and an organization (for example, an employer, school, or client) (an "Order Form" or "MSA"), that agreement and these Terms both apply, and in the event of a conflict the Order Form/MSA controls for the subject matter it addresses. Administrators of organization accounts may have access to your usage data and Uinta interactions as described in Section 5.8.
2.1 License and Permitted Use. Subject to your compliance with these Terms and your payment of applicable fees, LeaderFactor grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (a) access and view LeaderFactor content made available to your account; (b) interact with Uinta as described in Section 5; and (c) download, save, and use AI Outputs and other artifacts expressly made available for offline use for your personal, internal, non-commercial purposes (or, if you access the Service under an Order Form/MSA, for your internal business purposes permitted by that agreement). Except for this limited license, no right, title, or interest is transferred to you. LeaderFactor may revoke your license at any time in its sole discretion, and upon revocation you must promptly destroy all downloaded or cached content, other than artifacts properly generated for you through Uinta and retained under Section 5.12.
2.2 Registration Obligations. You may be required to register with LeaderFactor in order to access certain features. If you register, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the Service's registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 13, you may not use the Service with or without registration. If you are 13–17, you may use the Service only with the approval of your parent or legal guardian and only for features we make available to minors.
2.3 Member Account, Password, and Security. You may not use another person's account, and you may not share your credentials. You are fully responsible for all activity under your account. You agree to (a) use strong, unique credentials and enable multi-factor authentication where available; (b) immediately notify LeaderFactor of any unauthorized use of your account or any other breach of security; and (c) exit your account at the end of each session on shared devices. LeaderFactor is not liable for any loss or damage arising from your failure to comply with this Section.
2.4 Modifications to Service. LeaderFactor may modify, suspend, or discontinue the Service (or any part of it) with or without notice. You agree that LeaderFactor will not be liable to you or any third party for any modification, suspension, or discontinuance. We have no obligation to retain your content or account data beyond what applicable law requires.
2.5 Data Storage, Retention, and Export. LeaderFactor may establish reasonable practices and limits concerning use and storage, including retention periods and account inactivity timeouts. We will provide you a reasonable means to (a) request export of your account data in a commonly used portable format and (b) request deletion of your account and associated personal data, in each case as and to the extent required by applicable law. Deletion requests may be subject to legal, security, fraud-prevention, or legitimate-business retention periods. See our Privacy Policy for specifics.
2.6 Mobile Services. The Service may include features available via a mobile device, including uploading content, browsing, and accessing features through a downloaded application (collectively, the "Mobile Services"). Carrier data rates, charges, and device/carrier compatibility may apply. If you provide a mobile number, you consent to receive calls and/or SMS/MMS messages at that number from us or our service providers (for account, billing, support, security, and transactional messages, and, with your consent, marketing), including via autodialer or prerecorded means. Message and data rates may apply. You can opt out of marketing texts by replying STOP. You agree to promptly update your account if your mobile number changes.
2.7 Money-Back Guarantee. Unless otherwise noted at purchase, required by applicable law in your jurisdiction, or set forth in the refund policy of a third-party marketplace (see Section 3.3), if you become dissatisfied with a directly purchased individual Service within thirty (30) calendar days after purchase, LeaderFactor will refund the amount paid and terminate your access. Refunds are issued to the original payment method. Refunds are not available (a) more than 30 calendar days after a purchase; (b) for accounts that have violated these Terms (as determined in LeaderFactor's reasonable discretion); (c) for purchases made with promotional credits or under a Promotional Offer; or (d) for organization/team purchases governed by an Order Form/MSA. If we determine you are abusing the refund policy, we may suspend or terminate your account and decline refunds. To request a refund or ask about this guarantee, email [email protected].
2.8 Promotional Offers. From time to time LeaderFactor may offer limited-time coupons, giveaways, free trials, or other promotions ("Promotional Offers").
(a) Eligibility & Limits. Unless LeaderFactor specifies otherwise in writing: one (1) redemption per natural person; no more than ten (10) redemptions per legal entity; promotional access is personal, non-transferable, and may not be resold or bundled.
(b) Duration. Course access under a Promotional Offer lasts thirty (30) days from redemption, unless extended in writing by LeaderFactor.
(c) Fraud & Abuse. LeaderFactor may refuse, suspend, or revoke Promotional Offer access if we believe the offer was redeemed in violation of these Terms, applicable law, or the spirit of the promotion.
(d) No Cash Value. Promotional Offers have no cash value and may be modified or terminated at any time.
(e) Conflicts. If a specific promo landing page conflicts with this Section 2.8, the landing-page terms control for that offer only.
2.9 Beta and Preview Services. LeaderFactor may designate features as "Beta," "Preview," "Alpha," "Experimental," or similar (collectively, "Beta Services"). Beta Services are offered AS IS and AS AVAILABLE, without warranty, SLA, or uptime commitment, and may be modified, withdrawn, or made generally available at any time. LeaderFactor may log and analyze usage of Beta Services more extensively than other features for quality-assurance and safety purposes. Uinta features may be designated Beta Services from time to time; your use of Beta versions of Uinta is at your own risk.
2.10 Accessibility. LeaderFactor is committed to making the Service accessible to people with disabilities and strives to conform to relevant portions of WCAG 2.1 AA. To report an accessibility issue or request assistance, contact [email protected].
3.1 Acceptable Use. You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages, prompts, AI Inputs, and other materials (collectively, "content") that you upload, post, publish, display, transmit, or submit to Uinta ("upload") via the Service. LeaderFactor may investigate and take appropriate action — including removing content, suspending or terminating accounts, and referring violators to law enforcement — against anyone who, in LeaderFactor's reasonable discretion, violates this Section. You agree not to use the Service to:
3.2 Fees. To the extent the Service is made available for a fee, you must select a payment plan and provide accurate payment information. You represent that you are authorized to use the payment instrument. You will promptly update your account with any changes (e.g., billing address, card expiration). You authorize LeaderFactor to charge your payment instrument in accordance with the applicable payment plan (plus applicable taxes) until you terminate your account. If you dispute a charge, you must notify us within sixty (60) days of the charge. We may change prices, and your continued use of the Service after a price change becomes effective constitutes your agreement to pay the new amount. You are responsible for all taxes other than U.S. taxes based on LeaderFactor's net income.
3.3 Recurring Subscriptions. If you select a Service with auto-renewal (a "Recurring Subscription"), you authorize LeaderFactor to maintain your payment information and automatically charge it on each renewal with no further action required by you. If we cannot charge your account as authorized, we may (i) bill you and suspend your access until payment is received, and/or (ii) attempt to update your account information through third-party sources (e.g., your bank or payment processor) to continue charging as authorized. We may change Recurring Subscription prices from time to time and will communicate price changes in advance and explain how to accept them; price changes take effect at the start of the next subscription period following the change. To the extent permitted by local law, you accept the new price by continuing to use your Recurring Subscription after the change takes effect. You may cancel a Recurring Subscription at any time through account Settings or by emailing [email protected]; cancellations take effect at the end of the then-current subscription period, and no partial-period refunds are provided. Any credits, refunds, or discounts at other times are in our sole discretion. If you purchased through a third-party marketplace (e.g., Apple App Store, Google Play), that marketplace's refund policy controls unless LeaderFactor expressly states otherwise.
3.4 Export Controls; International Use. Software and data made available in connection with the Service are subject to U.S. export-control laws. You may not download or re-export any Software in violation of U.S. or applicable non-U.S. export laws, and you represent that you are not located in, under the control of, or a national or resident of any country or on any list that would prohibit your use of the Service under those laws. You agree to comply with all applicable local rules and laws regarding your use of the Service.
3.5 Commercial Use. Except as expressly authorized in these Terms or by LeaderFactor in writing, you may not display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer, or upload any portion of the Service, use of the Service, or access to the Service, for any commercial purposes. The preceding sentence does not restrict your internal business use of AI Outputs generated for you, subject to Section 5.12.
3.6 Organization Accounts. If you access the Service as part of an organization account, (a) the organization is responsible for user provisioning and acceptable use; (b) your administrator may access your usage metadata and, to the extent enabled by the organization, the content of your Uinta interactions for administration, security, compliance, and training-effectiveness purposes; (c) you should not use Uinta to submit information you consider confidential from your employer or organization; and (d) termination of the organization's agreement may terminate your access.
4.1 Service Content, Software, and Trademarks. The Service may contain content and features ("Service Content") protected by copyright, patent, trademark, trade secret, and other intellectual-property laws. Except as expressly authorized by LeaderFactor, you may not modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works from the Service or Service Content, in whole or in part, other than your own User Content and AI Outputs as permitted in Sections 4.3 and 5. You may not use any automated means to gather data from the Service, and you may not circumvent blocking of your access. The technology and software underlying the Service (the "Software") are the property of LeaderFactor and its licensors. You may not copy, modify, create derivative works of, reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying training data of the Software or any model powering Uinta, or sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted are reserved. "LeaderFactor," "Uinta," and associated logos are trademarks or service marks of LeaderFactor LLC. Other names and logos may belong to their respective owners. Nothing in these Terms grants you any license or right to use any LeaderFactor marks without our prior written permission.
4.2 Third-Party Material. Under no circumstances will LeaderFactor be liable for any third-party content or materials (including other users' content), including for any errors, omissions, or loss or damage arising from reliance on such content. LeaderFactor may, but is not required to, refuse or remove any content available through the Service.
4.3 User Content. "User Content" means content you upload to the Service or share with other users (for clarity, AI Inputs and AI Outputs are addressed separately in Section 5). You represent and warrant that you own or have the necessary rights to your User Content and that its upload and use by LeaderFactor will not violate any third-party rights or applicable law.
You grant LeaderFactor and its affiliates and service providers a non-exclusive, worldwide, royalty-free, sublicensable (to service providers and partners as reasonably necessary) license to host, store, reproduce, display, transmit, modify (for formatting and display), and distribute your User Content solely to operate, provide, secure, improve, and promote the Service and to comply with law. Except as expressly set forth in these Terms (including Section 5.4), LeaderFactor will not sell your User Content or AI Inputs, and LeaderFactor will not use your AI Inputs or AI Outputs to train foundation large language models without your opt-in consent. Suggestions, feedback, or ideas you submit about the Service ("Feedback") are non-confidential, and LeaderFactor may use Feedback without restriction or compensation to you.
LeaderFactor may preserve or disclose your content if required by law or if LeaderFactor reasonably believes such action is necessary to (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that content violates third-party rights; or (d) protect the rights, property, or safety of LeaderFactor, its users, or the public. You acknowledge that technical processing and transmission may involve transmissions over various networks and changes to conform to connecting networks or devices.
4.4 No Professional Advice. LeaderFactor does not provide medical, mental-health, legal, tax, financial, employment, or human-resources advice. Any general information provided through the Service — including through Uinta — about health, wellness, leadership, teams, psychological safety, workplace dynamics, finance, law, or similar topics is for educational and informational purposes only and is not a substitute for advice from a qualified licensed professional. You should consult a qualified professional before making decisions that could have material consequences. If you are in crisis or considering self-harm, contact 988 (U.S. Suicide & Crisis Lifeline), text HOME to 741741, or your local emergency services. LeaderFactor disclaims all liability arising from reliance on the Service for professional advice.
4.5 Copyright Complaints (DMCA). LeaderFactor respects the intellectual property of others. If you believe in good faith that material on the Service infringes your copyright, please send a notice containing the following to our Designated Agent at [email protected]:
4.6 Counter-Notice. If you believe User Content of yours that was removed (or to which access was disabled) is not infringing, you may send a written counter-notice to [email protected] containing: your physical or electronic signature; identification of the content and its prior location; a statement under penalty of perjury that you have a good-faith belief that removal was the result of mistake or misidentification; your name, address, telephone number, and email; a statement that you consent to the jurisdiction of the federal court in the District of Utah; and a statement that you will accept service of process from the person who provided notification. If we receive a valid counter-notice, we will forward it to the original complaining party, who may replace the removed content or cease disabling it in 10 business days unless the copyright owner files an action seeking a court order.
4.7 Repeat Infringer Policy. In accordance with the DMCA and other applicable law, LeaderFactor will, in appropriate circumstances and in our reasonable discretion, terminate users deemed to be repeat infringers.
5.1 What Uinta Is. "Uinta" is an AI-powered feature of the Service that engages in conversation with you, asks you reflection questions, generates summaries, worksheets, plans, transcripts, and other artifacts ("AI Outputs"), and helps you navigate LeaderFactor content. Uinta is powered by one or more third-party large language models ("LLM Providers"), which may change from time to time without notice. Uinta is a software tool, not a licensed coach, therapist, lawyer, financial advisor, physician, or HR professional, and your use of Uinta does not create any professional, fiduciary, or privileged relationship.
5.2 Nature and Limitations of AI. You acknowledge and agree that:
(a) AI Outputs are probabilistic and may be inaccurate, incomplete, biased, outdated, or fabricated ("hallucinated"), even when stated confidently;
(b) identical or similar prompts may produce different outputs at different times;
(c) Uinta does not "understand," "know," or have lived experience, memory, or intent, and its responses should not be treated as authoritative;
(d) you are solely responsible for reviewing AI Outputs before relying on them and for any decisions you make based on them; and
(e) you will not rely on Uinta for any material personal, medical, legal, financial, tax, safety-critical, or employment decision without independent professional verification.
5.3 AI Inputs and AI Outputs. "AI Inputs" means prompts, questions, context, documents, audio, images, or other content you provide to Uinta. "AI Outputs" has the meaning given in Section 5.1.
(a) You represent and warrant that you have the rights necessary to submit your AI Inputs and that your AI Inputs do not violate Section 3.1 or any third-party right or law.
(b) As between you and LeaderFactor, and subject to applicable LLM Provider terms and applicable law, you own your AI Inputs and the AI Outputs generated specifically in response to them, subject to the license granted in Section 5.4.
(c) You acknowledge that (i) AI Outputs may not be copyrightable or otherwise protectable under applicable law; (ii) similar or identical outputs may be generated for other users; and (iii) LeaderFactor, its affiliates, and LLM Providers retain all right, title, and interest in the models, weights, system prompts, instructions, fine-tunes, safety classifiers, and underlying Service infrastructure.
5.4 License to LeaderFactor (AI Data). You grant LeaderFactor a worldwide, royalty-free, non-exclusive, sublicensable license to process, store, transmit, display, and analyze your AI Inputs and AI Outputs solely to: (i) operate, deliver, and support the Service (including routing content to LLM Providers); (ii) maintain safety, security, abuse monitoring, and content moderation; (iii) comply with law or legal process; (iv) produce de-identified and aggregated analytics that do not identify you or any individual; and (v) improve the Service, including developing and evaluating prompts, workflows, and safety tooling. LeaderFactor will not use your AI Inputs or AI Outputs to train foundation large language models without your opt-in consent. You may be given the option to contribute data to improve Uinta; participation is voluntary.
5.5 Third-Party LLM Providers and Subprocessors. Uinta relies on third-party LLM Providers and other subprocessors. Your AI Inputs are transmitted to and processed by those Providers under contracts that restrict their use of your data consistent with industry practice (for example, API-delivered content is generally not used to train Providers' public models). By using Uinta, you consent to this processing. LeaderFactor is not responsible for outages, latency, errors, or policy changes of LLM Providers and may add, remove, or replace Providers at any time. A current list of material subprocessors is available in our Privacy Policy or upon request at [email protected].
5.6 Prohibited AI Uses. In addition to Section 3.1, you will not use Uinta (or any AI Output) to:
(a) attempt to extract, reverse-engineer, reconstruct, or probe LeaderFactor's or any LLM Provider's system prompts, instructions, weights, training data, or safety classifiers;
(b) bypass or attempt to bypass safety features, content filters, or rate limits, including through prompt injection, jailbreaking, adversarial inputs, or multi-turn coercion;
(c) generate content that is illegal, defamatory, harassing, sexually explicit, that sexualizes minors, promotes self-harm, constitutes targeted harassment, incites violence, or infringes third-party intellectual-property or privacy rights;
(d) create deepfakes, non-consensual intimate imagery, or impersonations of real persons without their consent, or generate fraudulent content (forged identification, phishing, scam templates);
(e) train, fine-tune, evaluate, distill, or benchmark any other AI model or service using AI Inputs, AI Outputs, or the Service's behavior;
(f) automate queries at scale, scrape Uinta, or integrate Uinta into another product or service, other than via an authorized LeaderFactor API under a written agreement;
(g) input the protected personal data of others (including employees, colleagues, clients, patients, students, or minors) in a manner that violates applicable privacy, employment, or confidentiality law, or in breach of your employer's or organization's policies, NDAs, or duties;
(h) use Uinta to make or materially inform decisions that produce legal or similarly significant effects on another person (including hiring, firing, compensation, promotion, discipline, performance scoring, medical, legal, insurance, credit, housing, or educational decisions);
(i) use Uinta in any high-risk context (including safety-critical systems, emergency response, critical infrastructure, transportation operations, medical diagnosis or treatment, or any activity where errors could result in death, serious bodily injury, or significant environmental harm); or
(j) use Uinta in a manner that would subject LeaderFactor to regulation as a provider of high-risk AI, a regulated professional, or a healthcare, financial, or legal services provider.
5.7 No Professional Advice via Uinta. Uinta may discuss leadership, communication, psychological safety, team dynamics, culture, and related topics. Nothing Uinta generates constitutes medical, mental-health, legal, tax, HR, employment, or financial advice, and Uinta is not a counselor, therapist, or crisis-response service. If you are in crisis or considering self-harm, contact 988, text HOME to 741741, or your local emergency services. LeaderFactor disclaims all liability arising from your reliance on Uinta for professional-advice purposes.
5.8 Privacy; Sensitive Inputs; Confidentiality. Conversations with Uinta are not privileged or legally confidential (they are not protected by attorney-client, therapist-patient, clergy, or similar privileges). Do not submit to Uinta: government-issued identifiers (SSNs, passport numbers), passwords or authentication secrets, financial-account or payment-card numbers, biometric identifiers, protected health information (HIPAA PHI), information subject to attorney-client privilege, trade secrets you are not authorized to disclose, classified or export-controlled information, or any information whose disclosure would breach a duty of confidentiality. LeaderFactor logs Uinta interactions for the purposes described in Section 5.4 and retains them per our Privacy Policy. If you access Uinta through an organization account, your administrator may have additional access as described in Section 3.6.
5.9 Human Oversight; Reporting Harmful Outputs. Uinta operates with limited human oversight. LeaderFactor may review flagged interactions for safety, abuse, quality, and legal-compliance purposes. To report a harmful, dangerous, harassing, or materially inaccurate Uinta output, email [email protected] with the session identifier and a description.
5.10 Availability, Quotas, and Changes. Uinta may be rate-limited, quota-metered, temporarily unavailable, or modified, replaced, or removed at any time. We do not warrant any specific level of response latency, quality, or availability for Uinta. Certain Uinta features may be designated Beta Services (see Section 2.9).
5.11 Automated Decision-Making. Uinta is a conversational and creative tool; LeaderFactor does not use Uinta to make decisions producing legal or similarly significant effects on you. If that changes, LeaderFactor will provide notice and the rights required under applicable law, including the right to obtain human review under GDPR Article 22 and comparable statutes.
5.12 Artifact Use. Subject to these Terms, you may use worksheets, plans, summaries, transcripts, and other artifacts Uinta creates for you for your personal purposes and, where applicable, your internal-organizational business purposes. You may not (a) resell, redistribute, or publicly publish AI Outputs in a manner that suggests LeaderFactor endorsement or authorship; (b) use AI Outputs to create a product or service that competes with the Service; or (c) use AI Outputs to train, fine-tune, evaluate, or benchmark any AI model.
5.13 AI-Specific Disclaimer. To the maximum extent permitted by applicable law, Uinta, AI Inputs, and AI Outputs are provided AS IS and AS AVAILABLE. The disclaimers in Section 10 and the limitations of liability in Section 11 apply with full force to Uinta, AI Inputs, AI Outputs, and any decision you make relying on them.
5.14 AI-Specific Indemnity. In addition to Section 9, you agree to defend, indemnify, and hold harmless LeaderFactor and the Indemnified Parties from and against any third-party claim arising out of or relating to (a) your AI Inputs; (b) your use, distribution, or publication of AI Outputs; (c) your violation of Section 5.6; or (d) your reliance on Uinta for any prohibited or high-risk purpose.
5.15 AI-Generated Content Labeling. LeaderFactor may visually or textually indicate that content is AI-generated. You will not remove, alter, or obscure any AI-content disclosure or watermark in an AI Output, and you will comply with any AI-content disclosure obligations that apply to your use of AI Outputs under applicable law (including in California, Colorado, the European Union, and other jurisdictions that regulate synthetic media).
6.1 Privacy Policy. Our collection, use, and disclosure of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.
6.2 U.S. State Privacy Rights. Residents of California, Virginia, Colorado, Connecticut, Utah, and other states with applicable privacy laws may have rights including the rights to access, delete, correct, port, and opt out of certain processing of their personal information (including opt-out of "sale" or "sharing" and of certain profiling). Instructions for exercising these rights are in our Privacy Policy or may be submitted to [email protected].
6.3 European and UK Rights. If you are in the European Economic Area, United Kingdom, or Switzerland, you may have rights under GDPR/UK-GDPR including rights to access, rectify, erase, restrict, object, and port your personal data, and rights concerning automated decision-making. To exercise these rights, contact [email protected].
6.4 Cookies and Tracking. The Service uses cookies and similar technologies as described in our Cookie Policy. Where required by law, we will obtain your consent before setting non-essential cookies.
The Service may provide, or third parties may provide, links or access to other sites and resources, including integrations with third-party services you elect to connect. LeaderFactor has no control over such sites or services and is not responsible for and does not endorse them. LeaderFactor will not be liable for any damage or loss caused or alleged to be caused by your use of or reliance on any third-party content, product, or service. Any dealings you have with third parties are between you and that third party.
You may enable or log in to the Service via various online third-party services, such as social media and social-networking services (each, a "Social Networking Service"). By logging in via or integrating a Social Networking Service, you authorize us to access certain information that you have provided to that service and to use, store, and disclose that information in accordance with our Privacy Policy. The manner in which each Social Networking Service uses, stores, and discloses your information is governed solely by that service's policies, and LeaderFactor has no liability for their practices. LeaderFactor is not responsible for the accuracy, availability, or reliability of any information, content, goods, or opinions made available through Social Networking Services.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless LeaderFactor, its affiliates, and their respective officers, employees, directors, contractors, and agents (collectively, the "Indemnified Parties") from and against any and all third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your User Content, AI Inputs, or use of AI Outputs; (b) your breach of these Terms; (c) your violation of applicable law; or (d) your violation of the rights of another. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her would have materially affected his or her settlement with the debtor or released party." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE, INCLUDING UINTA AND ALL AI OUTPUTS, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, LEADERFACTOR EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT.
LEADERFACTOR MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS; (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE — INCLUDING ANY UINTA AI OUTPUT — WILL BE ACCURATE, COMPLETE, CURRENT, OR RELIABLE; (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; OR (V) ANY ERRORS IN THE SERVICE WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LEADERFACTOR OR THROUGH THE SERVICE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT LEADERFACTOR AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS (INCLUDING LLM PROVIDERS) WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF LEADERFACTOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR INABILITY TO USE THE SERVICE, INCLUDING UINTA OR ANY AI OUTPUT; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; (V) YOUR RELIANCE ON ANY AI OUTPUT; OR (VI) ANY OTHER MATTER RELATING TO THE SERVICE.
IN NO EVENT WILL THE AGGREGATE LIABILITY OF LEADERFACTOR AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE GREATER OF (A) THE AMOUNT YOU HAVE PAID LEADERFACTOR IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY OR (B) ONE HUNDRED U.S. DOLLARS (US$100).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND NOTHING IN THESE TERMS IS INTENDED TO LIMIT LIABILITY THAT CANNOT BE LIMITED BY LAW. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND REQUIRES MOST DISPUTES TO BE RESOLVED THROUGH INDIVIDUAL ARBITRATION RATHER THAN IN COURT.
12.1 Scope. You and LeaderFactor agree that these Terms affect interstate commerce and that the U.S. Federal Arbitration Act governs the interpretation and enforcement of this Section 12. This Section 12 is intended to be interpreted broadly and governs any and all disputes between you and LeaderFactor, including claims arising out of or relating to any aspect of the relationship between us or the Terms or the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory. The only disputes excluded from this Section 12 are those described in Section 12.5.
12.2 Informal Resolution. Before initiating arbitration, you agree to first contact us at [email protected] with a written description of the dispute and your contact information (including your username). The parties will attempt in good faith to resolve the dispute informally for at least sixty (60) days. Participation in this informal process is a precondition to initiating arbitration.
12.3 Arbitration. Any dispute not resolved under Section 12.2 will be resolved by individual, binding arbitration administered by JAMS under its then-current rules (the JAMS Streamlined Rules for claims not exceeding US$250,000, and the JAMS Comprehensive Rules for larger claims), excluding any rules or procedures governing or permitting class actions. The arbitration will be conducted by a single arbitrator. If you are a U.S. resident, arbitration may take place in the county where you reside at the time of filing, unless you and we agree to another location or telephonic/video arbitration. If you reside outside the United States, arbitration will be held in Salt Lake City, Utah, and you and LeaderFactor submit to the personal jurisdiction of any federal or state court in Salt Lake City, Utah to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate, or enter judgment on the award. The arbitrator, and not any court or agency, has exclusive authority to resolve disputes relating to the interpretation, applicability, enforceability, or formation of these Terms, except that the interpretation of Section 12.4 (Class/Mass Action Waiver) is reserved to a court. The arbitrator's award will be written, binding, and enforceable in any court of competent jurisdiction.
LeaderFactor will pay any JAMS filing fees and arbitration fees that exceed those of a comparable court action for claims of up to US$75,000, unless the arbitrator determines the claim is frivolous. Each party is responsible for its own attorneys' fees and other costs, except as otherwise required by law or ordered by the arbitrator. If your claim is solely for monetary relief of US$10,000 or less and does not include a request for equitable relief, you may elect to have the arbitration conducted solely on documents, by telephone, or in person.
12.4 Class, Collective, and Mass Action Waiver. You and LeaderFactor agree that disputes will be resolved only in the party's respective individual capacity and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding, and the parties expressly waive any right to participate in such proceedings. If more than twenty-five (25) similar demands for arbitration are filed against LeaderFactor by or with the assistance of the same counsel or coordinated counsel (a "Mass Filing"), the parties agree to address Mass Filings in batches of up to 50 at a time and to toll limitations periods for unfiled claims until prior batches are resolved, in order to avoid abusive mass-filing tactics. YOU AND LEADERFACTOR AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. If a court determines the class/collective/mass waiver is unenforceable as to any particular claim, that claim (and only that claim) will be severed and may proceed in court; the remainder of this Section 12 remains in full force.
12.5 Carve-Outs. Notwithstanding the foregoing, either party may (a) bring claims in small-claims court within the scope of that court's jurisdiction, so long as those claims do not seek equitable relief; (b) seek injunctive or other equitable relief in a court of competent jurisdiction to protect intellectual-property rights (patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights) or to prevent unauthorized access to or use of the Service; and (c) file enforcement actions or validity determinations regarding intellectual property in state, federal, or Patent-and-Trademark-Office proceedings.
12.6 Opt-Out. You may opt out of this Section 12 by sending written notice of your decision to opt out to [email protected]. The notice must be received within thirty (30) days of (a) the "Effective Date" above or (b) your first use of the Service following any version of the Terms containing this Section 12, whichever is later. Opting out does not affect any other provision of these Terms. If LeaderFactor changes this Section 12 after you accept these Terms, you may reject that change by sending written notice within 30 days of the change becoming effective; in that case, Section 12 as in effect immediately before the change will continue to govern disputes between you and LeaderFactor.
12.7 30-Day Right to Reject Future Changes. If LeaderFactor changes this Section 12 after the date you first accepted these Terms (or accepted subsequent changes), you may reject any such change by sending written notice within 30 days of the effective date of the change; by rejecting the change, you agree to arbitrate in accordance with the Section 12 as in effect before the change.
YOU UNDERSTAND AND AGREE THAT THE ABOVE DISPUTE PROCEDURES ARE YOUR SOLE REMEDY FOR ANY DISPUTE WITH LEADERFACTOR AND THAT YOU ARE WAIVING YOUR RIGHT TO LEAD OR PARTICIPATE IN A LAWSUIT INVOLVING OTHER PERSONS, SUCH AS A CLASS ACTION.
LeaderFactor may, in its reasonable discretion, suspend or terminate your account (or any part of it) or your use of the Service and remove any content, for any reason, including for lack of use or if we reasonably believe you have violated these Terms. Suspected fraudulent, abusive, or illegal activity may be referred to law-enforcement authorities. LeaderFactor may also discontinue providing the Service or any part of it at any time. Termination of your access may be effected without prior notice, and LeaderFactor may immediately deactivate or delete your account, related information, and files, and bar further access. LeaderFactor will not be liable to you or any third party for any termination of your access, except that upon termination you remain entitled to request data export and deletion as described in Section 2.5. Sections 4.1, 4.3, 4.4, 5.2–5.14, 9, 10, 11, 12, 14, 15, 16, and 17 survive termination.
You are solely responsible for your interactions with other users in connection with the Service, including any interactions facilitated by Uinta. LeaderFactor has no responsibility or liability with respect to user-to-user interactions and reserves the right, but has no obligation, to become involved in any dispute between you and another user.
LeaderFactor will not be liable for any delay or failure in performance resulting directly or indirectly from any event beyond its reasonable control, including acts of God; natural disasters; pandemic or epidemic; war, terrorism, civil unrest, or government action; labor shortages or disputes; embargoes; telecommunications, internet, or utility failures; cyberattacks, denial-of-service attacks, or malicious actors; outages, errors, or changes in third-party services (including LLM Providers, cloud-infrastructure providers, payment processors, and identity providers); and changes in applicable law.
These Terms, together with any applicable Order Form/MSA and our Privacy Policy, constitute the entire agreement between you and LeaderFactor and govern your use of the Service, superseding any prior agreements between you and LeaderFactor regarding the Service. You also may be subject to additional terms and conditions that apply when you use affiliate or third-party services, third-party content, or third-party software. These Terms are governed by the laws of the State of Utah, without regard to its conflict-of-law provisions. With respect to any disputes or claims not subject to arbitration under Section 12, you and LeaderFactor submit to the exclusive jurisdiction of the state and federal courts located in Salt Lake County, Utah. The failure of LeaderFactor to exercise or enforce any right or provision of these Terms does not constitute a waiver. If any provision is found by a court of competent jurisdiction to be unenforceable, the parties nevertheless agree that the court should give effect to the parties' intentions as reflected in the provision, and the remaining provisions remain in full force and effect. Except where prohibited by applicable law, any claim or cause of action arising out of or related to use of the Service or these Terms must be filed within one (1) year after the claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings to the same extent as other business records originally generated and maintained in printed form. You may not assign these Terms without the prior written consent of LeaderFactor, and any attempted assignment in violation is void; LeaderFactor may assign or transfer these Terms, in whole or in part, without restriction (including in connection with a merger, acquisition, reorganization, or sale of assets). Section titles are for convenience only and have no legal effect. Notices to you may be made via the email on file for your account, via the Service's user interface, or by regular mail. The Service may also provide notice of changes to these Terms or other matters by displaying notices or links on the Service. Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and LeaderFactor.
For general questions, support, or to report violations of these Terms, contact [email protected].
All other matters — including privacy requests, DMCA notices, safety concerns with Uinta, accessibility requests, and legal notices (including arbitration opt-out) — should be sent to [email protected].
All notices to LeaderFactor under these Terms must be delivered by email to the applicable address above; LeaderFactor does not accept notices by mail.
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