Terms and Conditions

Terms of Use

Last updated: July 16, 2026 Effective Date: July 16, 2026

THIS AGREEMENT CONTAINS A RELEASE OF LIABILITY AND WAIVER OF CERTAIN RIGHTS. YOU ARE ADVISED TO READ THIS CAREFULLY BEFORE AGREEING TO ITS TERMS.

These Terms and Conditions ("Terms") and the policies and other documents referenced in these Terms, together form an agreement ("Agreement") between you ("you" and "your") and StructurAI, LLC, a Delaware limited liability company, and its affiliates ("StructurAI," "us," or "we").

If you are entering into this Agreement on behalf of an entity or organization, you represent and warrant to StructurAI that you are authorized to bind that entity or organization to this Agreement, and all references in this Agreement to "you" will include that entity or organization.

StructurAI provides its users ("Users") with the opportunity to access and use a variety of trainings, workshops, audits, implementation support, resources, and other services and offerings ("Offerings"), including information, data, and content ("Content"). StructurAI provides the Content and other Offerings both through the StructurAI websites and subdomains (collectively the "Site") as well as through the other channels and platforms provided by StructurAI ("Platforms").

Unless you have entered into another separate agreement with StructurAI regarding your access to or use of the Site or any Platforms, or any of the Content or other Offerings, all access to and use of each Site and Platform, as well as all Content and other Offerings, is provided by StructurAI under this Agreement. StructurAI is willing to allow you to access and use the Site and Platforms, including the Content and other Offerings, only if you agree to be bound by this Agreement. By accessing or using any Site or Platform, or any Content or other Offerings, or by otherwise agreeing to the terms of this Agreement (including electronically), you accept and agree to be bound by this Agreement.

This Agreement forms a binding legal agreement between you and StructurAI as of the date you first accept this Agreement ("Effective Date"). You and StructurAI are each a party to this Agreement and together are the parties to this Agreement.

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT FORMS A LEGALLY BINDING AGREEMENT BETWEEN YOU AND STRUCTURAI. BY ACCESSING OR USING THE SITE OR PLATFORMS, INCLUDING ANY CONTENT OR OTHER OFFERINGS, YOU AGREE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO COMPLY WITH AND BE BOUND BY THIS AGREEMENT.

BY ENTERING INTO THIS AGREEMENT, YOU MAY BE WAIVING CERTAIN RIGHTS. IN PARTICULAR, THIS AGREEMENT CONTAINS PROVISIONS PROVIDING FOR MANDATORY BINDING ARBITRATION AND WAIVER OF JURY TRIALS (IN THE SECTION BELOW TITLED "DISPUTE RESOLUTION"), WHICH LIMITS YOUR RIGHTS TO BRING AN ACTION IN COURT AND HAVE DISPUTES DECIDED BY A JUDGE, AND OTHER PROVISIONS THAT LIMIT OUR LIABILITY TO YOU.

ALL CLAIMS AND DISPUTES ARISING UNDER THESE TERMS MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.

1. DEFINITIONS

Terms used in this Agreement have the definitions given in this Agreement or, if not defined in this Agreement, have their plain English meaning as commonly interpreted in the United States.

2. SCOPE

This Agreement governs your access to and use of the Site and Platforms, which includes all Content and other Offerings. Unless otherwise specified in this Agreement, this Agreement is the complete and exclusive understanding and agreement, and supersedes any oral or written proposal, agreement or other communication, between you and StructurAI regarding your access to and use of the Site and Platforms, including all Content and other Offerings.

3. ORDERS

Access to certain Content and other Offerings — including our training workshops, audits, and implementation services — may require that you enter into an order form, statement of work, services agreement, or other ordering mechanism acceptable to StructurAI ("Order") for the Content or other Offerings. Unless otherwise indicated on an Order, each Order is entered into under and made subject to the terms of this Agreement. The terms of each Order apply to the Content or other Offerings specified on that Order. In the event of a conflict between an Order and these Terms with respect to the Offerings covered by that Order, the Order will control.

4. SUPPLEMENTAL TERMS

Access to certain Content and other Offerings may require that you agree to supplemental terms and conditions ("Supplemental Terms"). As stated in those Supplemental Terms, the Supplemental Terms are incorporated into and made a part of this Agreement. Any Supplemental Terms shall control as to your use of the Content and other Offerings covered by those Supplemental Terms, and these Terms and Conditions will continue to control in all other respects with respect to all other Content and Offerings, as well as the Site and Platforms.

5. YOU

If you have entered into this Agreement solely on your own behalf (to use the Content or other Offerings yourself, for your own benefit), then you are entering this Agreement as an individual. If you have entered into this Agreement on behalf of an organization or entity (so that the entity or organization can use the Content or other Offerings), then you are entering this Agreement on behalf of that entity or organization. In either case, you represent and warrant to StructurAI that you have the authority to enter into this Agreement, whether on your own behalf or on behalf of that entity or organization.

6. MODIFICATIONS TO THIS AGREEMENT

StructurAI may, in its sole discretion, modify this Agreement from time to time. StructurAI will use commercially reasonable efforts to provide notice of any material modifications to this Agreement. Notice may be provided to you directly or to all Users through the Site or Platforms. Unless we make a change for legal or administrative reasons, any modification to this Agreement will be effective 5 days following posting of the modified version of this Agreement to the Site or Platforms. Your continued access to the Site or Platforms, or use of the Content or other Offerings, following that date constitutes your acceptance of, and agreement to be bound by, any modified Agreement. Except for the foregoing, this Agreement may be amended or modified only by a writing signed by both parties.

7. RIGHT TO MODIFY OR DISCONTINUE THE SITE OR PLATFORMS

We reserve the right to modify or temporarily or permanently discontinue the Site or any Platforms, including any Content or other Offerings, at any time with or without notice, by making those modifications available to you as part of the Site or Platforms, or the Content or other Offerings. We will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or Platforms or any Content or other Offerings.

8. ELIGIBILITY

The Site and Platforms, including all Content and other Offerings, is for use by individuals 18 years of age and older. Additional eligibility requirements for various Content or other Offerings may be stated on the Site or Platforms. By entering into this Agreement and using the Site, you confirm that you are legally capable of entering into a binding agreement with StructurAI and you meet all such eligibility requirements. If you do not meet any such eligibility requirements, the Site and Platforms are not for you, and you are not permitted to become a User of the Site or Platforms and you may not access the Site or Platforms or use any Content or other Offerings.

9. TERM

This Agreement is effective as of the Effective Date and will continue until terminated as set forth herein.

10. ADDITIONAL AGREEMENTS WITH STRUCTURAI

In addition to this Agreement, if you enter into any other agreement with StructurAI or any of its affiliates (an "Additional StructurAI Agreement"), this Agreement does not affect the relationship you establish with StructurAI or such affiliate under the Additional StructurAI Agreement, and the Additional StructurAI Agreement will remain applicable between you and StructurAI or such affiliate, as applicable, provided that, unless explicitly stated otherwise in the Additional StructurAI Agreement, the terms of this Agreement will control in all respects with regard to the Site and Platforms, including all Content and other Offerings, and your access to and use thereof.

11. THIRD PARTY OFFERINGS

The Site and Platforms may also provide you with access to Content and other Offerings provided by third parties ("Third Party Offerings"), which may include products and services of Microsoft Corporation or other technology providers. StructurAI does not operate, control, or endorse any Third Party Offerings, and StructurAI is not affiliated with, endorsed by, or sponsored by Microsoft Corporation unless expressly stated. Third Party Offerings are offered for your convenience, and you assume sole responsibility for your use of any Third Party Offering. You may be required to agree to additional terms and conditions applicable to a Third Party Offering ("Third Party Terms"), including the applicable Microsoft license and service terms. Any Third-Party Terms shall control only as to your use of the Third Party Offering covered by those Third Party Terms and the terms of this Agreement will continue to control in all other respects with respect to the Site and Platforms and all Content and other Offerings.

12. YOUR ACCOUNT

In order to access certain Content and other Offerings through the Site and Platforms, you may be required to establish an account on the Site or Platforms (your "Account"). All Accounts are issued at the sole discretion of StructurAI.

Your Account and the user name and password for your Account ("Account ID") are personal in nature. Your Account is for your own personal or business use and your Account ID may be used only by you alone. You may not transfer your Account to someone else. You also may not provide your Account ID to anyone else or give a third party access to your Account. You will ensure the security and confidentiality of your Account ID. If any Account ID is lost, stolen or otherwise compromised, you will notify StructurAI immediately as specified in the Contact Us section of this Agreement.

You are solely responsible for your Account and all use of the Site and Platforms, including any Content or other Offerings, through your Account. You are fully responsible for all actions taken through your Account (or using your Account ID) and for any liabilities and damages incurred through the use of your Account (or your Account ID), whether lawful or unlawful.

13. YOUR OBLIGATION TO PROVIDE TRUTHFUL INFORMATION

In connection with your use of the Site and Platforms, and accessing certain Content and other Offerings, you may be asked to submit information to StructurAI. If you submit information to StructurAI, you agree that: (1) the information you submit will be true, accurate, current and complete, and (2) you will promptly update your information to keep it accurate and current. You grant StructurAI all necessary rights, authorizations, consents, and permissions necessary to use such information in accordance with this Agreement.

14. ACCESS TO THE SITE AND PLATFORMS

Subject to your compliance with this Agreement, during the term of this Agreement, StructurAI will permit you to access the Site and Platforms, including all applicable Content and other Offerings, solely for your own personal or business use in accordance with the terms of this Agreement. Your right to access the Site and Platforms, including all Content and other Offerings, is personal to you or the entity or organization that you represent, and you may not distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any of your rights to access or use the Site or Platforms, or any Content or other Offerings, or otherwise make the Site, Platforms, Content, or Offerings available to any third party.

15. USER CONTENT

The Site and Platforms may permit you to upload, provide, or make available your own Content. You are solely responsible for all Content that you may upload, provide, or make available through the Site or Platforms ("User Content"). You will obtain all rights, authorizations, consents, and permissions necessary to provide all User Content and to permit the processing and use thereof through the Site and Platforms. You will ensure that your User Content will not violate this Agreement, the StructurAI Privacy Statement, or any other applicable StructurAI policy, or any applicable Laws. StructurAI may rely upon the accuracy and completeness of any of your User Content and is not responsible if any of your User Content is inaccurate or incomplete. You will notify StructurAI promptly of any unauthorized submission of or access to your User Content. StructurAI is under no obligation to review any User Content for accuracy, completeness, or potential liability and is not responsible or liable for any deletion, correction, destruction, damage, or loss of any User Content. You agree that you will not provide any personal health information, material non-public information, or other sensitive or regulated data through the Site or any general (non-engagement) Offering.

Subject to the foregoing, use and disclosure of personal information included in your User Content is described in the StructurAI Privacy Statement. You grant StructurAI a limited, non-exclusive, royalty-free license to host, store, reproduce, and process your User Content solely to the extent necessary to (a) provide and operate the Site, Platforms, and Offerings you have requested, (b) maintain and secure the Site and Offerings, and (c) comply with legal obligations and enforce our rights under this Agreement. This license terminates when your User Content is deleted from our systems, except to the extent retention is required by law or for routine backups.

Confidential engagement materials. Any confidential business information, project data, documents, templates, or other materials that you provide to StructurAI in connection with a paid audit, workshop, or implementation engagement ("Engagement Materials") are not licensed under this Section and are governed instead by the confidentiality and data-handling terms of the applicable Order or services agreement. StructurAI will not use your Engagement Materials to train external or general-purpose artificial intelligence models, and will not disclose them except as permitted by that Order or as required by law.

16. SITE CONTENT

Any Content made available through the Site or Platforms by StructurAI and its third-party suppliers ("Site Content") is for informational and educational purposes only. StructurAI does not take any responsibility for any interruptions or delays in any Site Content or the unavailability of any Site Content. StructurAI is not responsible for any errors or omissions in any Site Content. You are solely responsible for verifying the accuracy and completeness of all Site Content, as well as the applicability and suitability of any Site Content to your intended use. Subject to your compliance with this Agreement, you may view the Site Content solely through the Site and Platforms and only for your own personal or business use in connection with your permitted use of the Site and Platforms.

17. RESTRICTIONS

You may only use the Site and Platforms, including all Content and other Offerings, for lawful purposes as expressly provided in this Agreement. As a condition of your use of the Site and Platforms, you covenant and agree that you will not, and will not permit any third party to, use the Site or Platforms, including all Content and other Offerings, for any purpose that is unlawful or prohibited by this Agreement.

In addition to and without limiting the foregoing, and in addition to any additional restrictions or limitations indicated in any Order, you will not and will not permit any third party to: (1) access or attempt to access the Site or Platforms except as expressly provided in this Agreement; (2) copy, duplicate, capture, replicate, store, or maintain any Content outside of the Site or Platforms except as expressly permitted for materials we provide to you as part of an Offering; (3) transfer, sell, lease, license, sublicense, distribute, or make available to any third party your right to access or use the Site or Platforms; (4) alter, copy, modify, or create derivative works of any Content or other Offerings; (5) reverse engineer, disassemble, decompile, or decode the Site or Platforms; (6) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of any Content or other Offerings; (7) use the Site or Platforms in any unlawful manner; (8) use the Site or Platforms to further or promote any criminal or illegal activity or to provide instructional information about illegal activities; (9) contest, challenge or otherwise make any claim or take any action adverse to StructurAI's ownership of, or interest in, the Site or Platforms, including any Content or other Offerings; (10) use any Content or other Offerings in a manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party, or that violates applicable law; (11) use automated scripts to collect information from or otherwise interact with the Site or Platforms; (12) alter, obscure, or remove any copyright, trademark or any other notices that are provided on or in connection with the Site or Platforms, or any Content or other Offerings; (13) access or use the Site or any Platform in a manner that interferes with, disables, disrupts, impairs or creates an undue burden on the Site or Platform; or (14) take any action we determine, in our sole discretion, restricts or inhibits any other user from using or enjoying the Site or Platforms.

18. OWNERSHIP

StructurAI and its licensors retain all right, title, and interest, including all intellectual property rights, in and to the Site and Platforms, including all Content (other than your User Content and Engagement Materials) and other Offerings — including our workshop curricula, prompt libraries, playbooks, templates, dashboards, and frameworks — as well as all software, databases, hardware, and other technology used by or on behalf of StructurAI to operate and provide the Site and Platforms, as well as all Content and other Offerings ("Technology"), and any additions, improvements, updates, and modifications thereto (collectively, "StructurAI Property"). You receive no ownership interest in or to the StructurAI Property, and you are not granted any right or license to use the StructurAI Property itself, apart from your ability to access the Site and Platforms, including the Content and other Offerings under this Agreement. The StructurAI name, logo, and all product and service names associated with the Site or any Platform, or any Content or other Offerings, are trademarks of StructurAI, and you are granted no right or license to use them. All other trademarks, including "Microsoft" and "Microsoft Copilot," are the property of their respective owners.

19. FEEDBACK

Any comments, feedback, suggestions, testimonials, reviews, and other communications (including photos and videos) regarding the Site, Platforms, Content, or Offerings ("Feedback") is entirely voluntary. We will be free to use any Feedback as we see fit for any purpose and without any notice, payment, or other obligation to you. All use of any Feedback will be at our sole discretion and without limitation.

20. FEES

General access to the Site is available without a fee. However, certain Platforms and Offerings may require the payment of a fee. Third Party Offerings may also require the payment of a fee or charge. In addition, StructurAI may charge fees for the use of certain of the Content or other Offerings provided through the Site and Platforms. You are responsible for paying StructurAI the applicable fees and charges (if any) that you may incur through your use of or access to the Site and Platforms ("Fees"). Any Fees will be due and payable as indicated on the Site and Platforms or in any Order under this Agreement. You will pay all Fees when due. Unless otherwise indicated on the Site or an applicable Platform, or in an applicable Order, all Fees will be payable in U.S. Dollars. Except as expressly provided in an applicable Order (including any written guarantee stated in that Order), all Fees are non-refundable once paid to StructurAI. If any amounts should remain unpaid when due, such amounts will be subject to a charge of the lesser of 1.5% per month or the applicable legal maximum. Late charges are intended as reasonable estimates of the amounts necessary to compensate StructurAI for costs and losses associated with delays in payment, and not as a penalty. Unless otherwise specified in an applicable Order, StructurAI may update any Fees at any time, by making those modifications available to you on the applicable Site or Platform, with such update(s) applicable to any subsequent purchases through the Agreement. You are solely responsible for all expenses you may incur under this Agreement or through your access to and use of the Site and Platforms, including any Content or other Offerings. All Fees are exclusive of, and you will be responsible for payment of, all taxes, assessments, fees, or other charges of any kind, including, any value-added tax, stamp (or other similar) tax, social security (or local equivalent), or income tax, required by applicable law that may be imposed on either party by way of this Agreement or any amounts you pay under this Agreement, excluding any tax based solely on the net income of StructurAI.

21. TERMINATION

This Agreement may be terminated by either party at any time, in that party's sole discretion, upon notice to the other party as permitted under this Agreement. Upon termination of this Agreement for any reason: (1) all rights and subscriptions granted to you under this Agreement will terminate; (2) all amounts due or payable by you under this Agreement will become due and payable; (3) you will immediately cease all use of and access to the Site and Platforms, including all Site Content and other Offerings; (4) you will return to StructurAI or (if so notified by StructurAI) destroy, all confidential information of StructurAI in your possession or control; and (5) StructurAI may, in its sole discretion, delete your Account and any User Content held by StructurAI. The relevant portions of the following Sections will survive termination of this Agreement for any reason: Definitions, Additional Agreements with StructurAI, Your Account, Ownership, Feedback, Fees, Termination, Links to Other Sites, Representations and Warranties, Disclaimer of Results, No Professional Advice, No Additional Warranties, Indemnity, Limitations of Liability, Dispute Resolution, Waivers of Collective Action and Jury Trial, Batch Arbitration, Choice of Law, Jurisdiction and Venue, Statute of Limitations, Claims of Infringement, General, and Notices.

22. SUSPENSION

Without limiting StructurAI's right to terminate this Agreement, StructurAI may also suspend your access to your Account and the Site or any Platform, including all Content and other Offerings, with or without notice to you, upon any actual, threatened, or suspected breach of this Agreement or applicable Law or upon any other conduct deemed by StructurAI to be inappropriate or detrimental to the Site or Platforms, StructurAI or any StructurAI provider, any other User, or any third party.

23. LINKS TO OTHER SITES

The Site and Platforms, as well as the Content or other Offerings, may provide links to other sites or services that are not under the control of StructurAI. Your use of such sites and services is subject to the terms and policies of such sites and services and not this Agreement. StructurAI is not responsible for any Content on any linked site or service. YOUR USE OF ANY THIRD-PARTY SITES OR SERVICES IS AT YOUR OWN RISK.

24. COMMUNICATIONS

You agree that we may communicate with you through each Site and Platform, as well as any Offerings, through any email address or telephone number you provide to us. By providing your email address or telephone number to us, you consent to receive communications from us and our affiliates and partners through that email address or telephone number, including for marketing, solicitation, informational or other purposes, even if your email address or telephone number is registered on the National Do Not Call List, a state Do Not Call List, or an internal Do Not Call List of StructurAI or its affiliates or partners. Communications may include text messages (SMS and MMS), telephone calls, and voice messages. The Content of these communications may include informational, advertising, or marketing communications, including, from or on behalf of StructurAI or its affiliates or partners. You authorize us to send these communications using automated means, including automatic telephone dialing systems, and/or using any system using artificial or prerecorded voice messages. You understand that your consent is not a condition for any Offering. You understand that the frequency of communications may vary and that message and data rates may apply. You further understand that you may revoke your consent at any time by following the instructions provided in any communication (for example, by replying STOP to a text message). Your email or telephone provider may limit or restrict certain communications or features. We are not liable for any delays in the receipt of, or any failures to receive, any emails, calls, or messages, including due to any such limitations or restrictions.

Electronic communications and signatures. You consent to receive communications, agreements, notices, disclosures, and other records from us in electronic form, and you agree that your electronic acceptance of this Agreement and any Order (including by clicking to accept or by continuing to use the Site) has the same legal effect as a handwritten signature and satisfies any legal requirement that such records be in writing. You may withdraw this consent by contacting us, though doing so may prevent you from using certain Offerings. You may request a paper copy of any electronic record, and update your contact information, by emailing contact@structuraitraining.com.

25. REPRESENTATIONS AND WARRANTIES

You represent and warrant to StructurAI that: (1) you have the legal right and authority to enter into this Agreement; (2) this Agreement forms a binding legal obligation on your behalf; (3) you have the legal right and authority to perform your obligations under this Agreement and to grant the rights and licenses described in this Agreement; (4) your use of and access to the Site or Platforms, including all Content and other Offerings, will comply with all applicable laws, rules, and regulations and will not cause StructurAI to violate any applicable laws, rules, or regulations; and (5) you are not located in, under the control of, or a national or resident of any country or territory subject to U.S. embargo or comprehensive sanctions, you are not identified on any U.S. government restricted-party or denied-persons list, and you will not access or use the Site or Offerings in violation of any applicable U.S. export-control or economic-sanctions laws.

26. DISCLAIMER OF RESULTS

StructurAI does not promise, guarantee, represent, or warrant any specific level of productivity gain, time savings, cost reduction, adoption rate, return on investment, or other specific result from use of the Site or Platforms, including any Content or other Offerings, except to the limited extent, if any, expressly stated in a written guarantee contained in a signed Order or services agreement with you. You understand and acknowledge that the Site and Platforms, including all Content and other Offerings, may or may not be applicable to your specific business. Individual results will vary from User to User and depend on many factors, including your team's engagement, your existing systems and licenses, your workflows, and your implementation of what we teach. You understand that there can be no assurance that any prior results can be used as an indication of your future results. You agree that your results, however defined by you, are your own responsibility, and StructurAI assumes no responsibility, fiduciary or otherwise, for your results, except as expressly stated in a signed Order. YOUR BUSINESS'S RESULTS WILL VARY DEPENDING ON A VARIETY OF FACTORS UNIQUE TO YOUR BUSINESS, INCLUDING BUT NOT LIMITED TO YOUR TEAM, WORKFLOWS, SOFTWARE ENVIRONMENT, AND LEVEL OF ADOPTION.

27. NO PROFESSIONAL ADVICE

NEITHER STRUCTURAI NOR THE SITE OR PLATFORMS PROVIDE LEGAL, ACCOUNTING, TAX, DATA-SECURITY, COMPLIANCE, OR OTHER PROFESSIONAL ADVICE, AND ARE NOT INTENDED TO BE A SUBSTITUTE FOR SUCH PROFESSIONAL ADVICE OR RECOMMENDATIONS. ALL CONTENT IS FOR EDUCATIONAL AND INFORMATIONAL PURPOSES OR GENERAL GUIDANCE ONLY. StructurAI's training and guidance, including regarding the use of artificial intelligence tools such as Microsoft Copilot, may have unknown risks involved and is not suitable for everyone. You are responsible for evaluating whether any tool, workflow, or practice is appropriate for your business, your data, and your regulatory environment. YOUR USE OF THE SITE AND PLATFORMS, INCLUDING ALL CONTENT AND OTHER OFFERINGS, DOES NOT CREATE A LEGAL OR OTHER PROFESSIONAL RELATIONSHIP. YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR COMPLYING WITH ANY AND ALL APPLICABLE LAWS AND REGULATIONS IN RUNNING YOUR BUSINESS, INCLUDING THOSE GOVERNING DATA PRIVACY, CONFIDENTIALITY, AND THE HANDLING OF PROJECT AND CONTRACT INFORMATION. YOU SHOULD ALWAYS SEEK THE ADVICE OF A LICENSED PROFESSIONAL WITH ANY QUESTIONS REGARDING YOUR INDIVIDUAL NEEDS OR SITUATION. YOUR RELIANCE ON ANY CONTENT APPEARING ON THE SITE OR PLATFORMS IS SOLELY AT YOUR OWN RISK.

28. NO ADDITIONAL WARRANTIES

STRUCTURAI MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO THE SITE OR PLATFORMS, INCLUDING ANY CONTENT OR OTHER OFFERINGS. THE SITE AND PLATFORMS, AND ALL CONTENT AND OTHER OFFERINGS, ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. STRUCTURAI AND ITS PROVIDERS DO NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, ADEQUACY, OR CURRENCY OF ANY CONTENT OR OTHER OFFERINGS. WE CANNOT AND DO NOT REPRESENT THAT THE SITE OR PLATFORMS WILL OPERATE ERROR-FREE, UNINTERRUPTED, OR FREE FROM UNAUTHORIZED ACCESS, THAT THE SITE OR PLATFORMS, OR ANY CONTENT OR OTHER OFFERINGS, ARE FREE OF COMPUTER VIRUSES, MALWARE, OR OTHER HARMFUL MECHANISMS, OR THAT THEY OTHERWISE MEET YOUR REQUIREMENTS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR PLATFORMS OR ANY CONTENT OR OTHER OFFERINGS OR THE ACCURACY OR COMPLETENESS THEREOF. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, ARISING BY STATUTE, CUSTOM OR COURSE OF DEALING, COURSE OF PERFORMANCE, OR IN ANY OTHER WAY, INCLUDING ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.

NOTHING IN THIS AGREEMENT WILL AFFECT ANY STATUTORY RIGHTS TO WHICH YOU MAY BE ENTITLED AS A CONSUMER TO THE EXTENT YOUR ABILITY TO ALTER OR WAIVE SUCH RIGHTS BY CONTRACT IS LIMITED BY APPLICABLE LAW. SPECIFICALLY, YOU ACKNOWLEDGE THAT YOU MAY HAVE OR MAY IN THE FUTURE HAVE CLAIMS AGAINST US WHICH YOU DO NOT KNOW OR SUSPECT TO EXIST IN YOUR FAVOR WHEN YOU AGREED TO THIS AGREEMENT AND WHICH, IF KNOWN, MIGHT MATERIALLY AFFECT YOUR CONSENT TO THIS AGREEMENT. YOU EXPRESSLY WAIVE ALL RIGHTS YOU MAY HAVE UNDER SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH STATES:

"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 AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASING PARTY."

IF THIS CLAUSE IS HELD TO BE UNENFORCEABLE IN WHOLE OR IN PART IN ANY JURISDICTION DUE TO RELEVANT LAWS, THEN IN NO EVENT WILL STRUCTURAI'S OR THE STRUCTURAI PARTIES' TOTAL LIABILITY TO YOU EXCEED THE TOTAL AMOUNT YOU HAVE PAID US OR THE STRUCTURAI PARTIES DURING THE SIX (6) MONTHS PRIOR TO THE INCIDENT. NOTHING IN THIS CLAUSE WILL LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM NEGLIGENCE.

29. INDEMNITY

You agree to indemnify, defend, and hold harmless StructurAI and its officers, directors, affiliates, employees, agents, contractors, assigns, users, customers, providers, licensees, and successors in interest ("Indemnified Parties") from any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys' fees, court costs, damage awards, and settlement amounts) that result or arise in any manner from: (1) your access to or use of the Site or any Platform, including any Content or other Offerings; (2) your User Content or any other Content you provide through the Site or any Platform; or (3) your breach of any representation, warranty, or other provision of this Agreement. StructurAI will provide you with notice of any such claim or allegation, and StructurAI will have the right to participate in the defense of any such claim.

30. LIMITATIONS OF LIABILITY

UNDER NO CIRCUMSTANCES WILL STRUCTURAI, ITS PARENTS, OWNERS, MANAGERS, SUBSIDIARIES, AND AFFILIATE COMPANIES, AS WELL AS THE RESPECTIVE OWNERS, MANAGERS, DIRECTORS, MEMBERS, PARTNERS, OFFICERS, EMPLOYEES, INDEPENDENT CONTRACTORS, AGENTS, REPRESENTATIVES, SUCCESSORS AND ASSIGNS OF ALL OF THE FOREGOING (COLLECTIVELY, THE "STRUCTURAI PARTIES") BE LIABLE TO YOU, OR ANY THIRD PARTY CLAIMING THROUGH YOU, FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, LOSS OF INCOME OR LOSS OF PROFITS, WHETHER THE CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF AN AUTHORIZED REPRESENTATIVE OF STRUCTURAI OR ANOTHER STRUCTURAI PARTY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.

THE TOTAL AGGREGATE LIABILITY OF THE STRUCTURAI PARTIES TO YOU OR ANY PERSON OR ENTITY CLAIMING THROUGH YOU WITH RESPECT TO THIS AGREEMENT AND THE SITE AND PLATFORMS, INCLUDING ALL CONTENT AND OTHER OFFERINGS, WILL NOT EXCEED DIRECT DAMAGES IN THE GREATER OF (1) ONE HUNDRED UNITED STATES DOLLARS ($100.00), OR (2) THE AMOUNTS (IF ANY) YOU PAID TO STRUCTURAI FOR ACCESS TO THE PARTICULAR SITE, PLATFORMS, CONTENT, OR OFFERINGS GIVING RISE TO SUCH LIABILITY IN THE ONE MONTH PRECEDING SUCH CLAIM. YOU AGREE THAT WE WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON OUR LIABILITY.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THESE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

NOTHING IN THIS AGREEMENT WILL LIMIT OR EXCLUDE LIABILITY FOR LOSSES OR DAMAGES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.

31. DISPUTE RESOLUTION

Except as otherwise provided below, the parties will attempt to resolve all disputes, controversies, or claims arising under, out of, or relating to this Agreement, including the formation, validity, binding effect, interpretation, performance, breach or termination, of this Agreement and the arbitrability of the issues submitted to arbitration hereunder and non-contractual claims relating to this Agreement (each, a "Dispute"), in accordance with the procedures set forth in this Section.

If any Dispute cannot be resolved through negotiations between the parties within 15 days of notice from one party to the other of the Dispute, then at the request of either party such Dispute will be finally settled through binding arbitration under the arbitration rules of the Judicial Arbitration and Mediation Services ("JAMS") then in effect (the "Rules"). Either party may commence the arbitration by delivering a request for arbitration as specified in the Rules. The arbitration will be conducted before a sole neutral arbitrator selected by agreement of the parties. If the parties cannot agree on the appointment of a single arbitrator within 30 days (the "Initial Period") after either party to this Agreement delivers a request for arbitration, a neutral arbitrator will be selected as provided in the Rules. The arbitration will be conducted exclusively in the English language at a location specified by StructurAI in Chicago, Illinois. The award of the arbitrator will be the exclusive remedy of the parties for all claims, counterclaims, issues or accountings presented or plead to the arbitrator. The award of the arbitrators will require payment of the costs, fees and expenses incurred by the prevailing party in any such arbitration by the non-prevailing party. Judgment upon the award may be entered in any court or governmental body having jurisdiction thereof. Any additional costs, fees or expenses incurred in enforcing the award may be charged against the party that resists its enforcement.

32. CHOICE OF LAW, JURISDICTION AND VENUE

This Agreement and the interpretation of the rights and obligations of the parties under this Agreement, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed exclusively by and construed in accordance with the federal laws of the United States of America and the laws of the State of Illinois, excluding conflict of laws provisions that would indicate the application of the laws of any other jurisdiction.

SUBJECT TO THE REQUIREMENTS OF THE "DISPUTE RESOLUTION" SECTION, EACH PARTY WILL BRING ANY LEGAL ACTION OR PROCEEDING RELATING TO ANY DISPUTE OR OTHERWISE ARISING FROM THIS AGREEMENT OR YOUR ACCESS TO OR USE OF THE SITE OR ANY PLATFORM (INCLUDING ANY ACTION TO ENFORCE ANY ARBITRATION AWARD), ONLY IN A STATE OR FEDERAL COURT LOCATED IN COOK COUNTY, CHICAGO, ILLINOIS, U.S.A. YOU AND WE IRREVOCABLY AGREE TO CONSENT AND SUBMIT TO THE JURISDICTION AND VENUE OF SUCH COURTS.

You expressly waive any claim of improper venue and any claim that such courts are an inconvenient forum.

33. WAIVERS OF COLLECTIVE ACTION AND JURY TRIAL

YOU AGREE THAT YOU WILL PURSUE ANY CLAIM OR LAWSUIT RELATED TO ANY DISPUTE OR OTHERWISE ARISING FROM OR IN ANY WAY RELATING TO THIS AGREEMENT, THE SITE OR PLATFORMS (INCLUDING THE CONTENT OR ANY OTHER OFFERINGS), OR YOUR USE THEREOF AS AN INDIVIDUAL, AND WILL NOT LEAD, JOIN, OR SERVE AS A REPRESENTATIVE OR USER OF A CLASS OR GROUP OF PERSONS BRINGING SUCH A CLAIM OR LAWSUIT.

THE PARTIES DESIRE TO AVOID THE TIME AND EXPENSE RELATING TO A JURY TRIAL OF ANY DISPUTE. ACCORDINGLY, THE PARTIES, FOR THEMSELVES AND THEIR SUCCESSORS AND ASSIGNS, HEREBY WAIVE TRIAL BY JURY OF ANY DISPUTE. THE PARTIES ACKNOWLEDGE THAT THIS WAIVER IS KNOWINGLY, FREELY, AND VOLUNTARILY GIVEN, IS DESIRED BY BOTH PARTIES AND IS IN THE BEST INTERESTS OF BOTH PARTIES.

34. BATCH ARBITRATION

YOU AGREE TO ABIDE BY THIS SECTION IN THE EVENT THAT: (1) THERE ARE TWENTY-FIVE (25) OR MORE INDIVIDUAL ARBITRATION DEMANDS OF SUBSTANTIALLY SIMILAR NATURE FILED BY US AGAINST YOU AND OTHER CUSTOMERS OR BY YOU AND OTHERS AGAINST US; AND (2) SUCH ARBITRATION DEMANDS ARE FILED WITH THE ASSISTANCE OF THE SAME LAW FIRM, GROUP OF LAW FIRMS, OR ORGANIZATIONS. FOR PURPOSES OF THIS SECTION, ARBITRATION DEMANDS SHALL BE DEEMED "SUBSTANTIALLY SIMILAR IN NATURE" IF THEY ARISE FROM OR RELATE TO THE SAME OR SIMILAR FACTS, EVENTS, COURSE OF CONDUCT, PRODUCT, SERVICE, OR LEGAL THEORY, AS DETERMINED BY THE JAMS PROCEDURAL ARBITRATOR IN ITS REASONABLE DISCRETION. YOU UNDERSTAND AND AGREE THAT BY PARTICIPATING IN A MASS ARBITRATION, THE RESOLUTION OF YOUR DISPUTE MIGHT BE DELAYED. IF THIS SECTION IS TRIGGERED, THEN JAMS SHALL:

(A) ADMINISTER THE ARBITRATION DEMANDS IN BATCHES OF UP TO 100 DEMANDS IN ANY BATCH (THE PRECISE NUMBER TO BE DETERMINED BY THE JAMS PROCEDURAL ARBITRATOR; IN DECIDING WHICH ARBITRATION DEMANDS WILL GO IN WHICH BATCH, JAMS SHALL MAKE THE BATCHES AS EQUAL AS POSSIBLE IN TERMS OF CUMULATIVE AMOUNT DEMANDED AND NUMBER OF ARBITRATION DEMANDS); (B) APPOINT A SINGLE, DIFFERENT ARBITRATOR FOR EACH BATCH UNLESS THE PARTIES AGREE OTHERWISE; AND (C) PROVIDE FOR THE RESOLUTION OF EACH BATCH AS A SINGLE CONSOLIDATED ARBITRATION WITH ONE SET OF FILING AND ADMINISTRATIVE FEES DUE PER SIDE PER BATCH, ONE PROCEDURAL CALENDAR, AND ONE IN-PERSON OR VIDEO HEARING (IF ANY) IN A FORMAT TO BE DETERMINED BY THE ARBITRATOR THAT SHALL BE CONVENIENT FOR THE PARTIES UNLESS THE ARBITRATOR DETERMINES THAT SEPARATE HEARINGS ARE APPROPRIATE.

IN ADDITION:

(I) YOU AGREE THAT BEFORE ANY BATCH BEYOND THE FIRST BATCH PROCEEDS TO HEARING, THE PARTIES SHALL ENGAGE IN A GOOD FAITH GLOBAL MEDIATION OF ALL PENDING DEMANDS BEFORE A MEDIATOR JOINTLY SELECTED BY THE PARTIES (OR, IF THEY CANNOT AGREE, APPOINTED BY JAMS), WITH THE RESULTS OF THE FIRST BATCH MADE AVAILABLE AS NON-BINDING REFERENCE POINTS FOR THAT MEDIATION; (II) YOU AGREE THAT IF THE DISPUTE IS SUBJECT TO THIS SECTION, YOU AND A DESIGNATED STRUCTURAI REPRESENTATIVE WILL PERSONALLY APPEAR AT ANY HEARING (WITH COUNSEL, IF YOU ARE REPRESENTED); (III) YOU (AND YOUR COUNSEL, IF REPRESENTED) AGREE TO COOPERATE IN GOOD FAITH WITH JAMS TO IMPLEMENT THE TERMS OF THIS SECTION INCLUDING THE PAYMENT OF SINGLE FILING AND ADMINISTRATIVE FEES FOR EACH BATCH, AS WELL AS ANY STEPS TO MINIMIZE THE BURDENS AND COSTS OF ARBITRATION. YOU (AND YOUR COUNSEL, IF REPRESENTED) AGREE TO WORK TOGETHER IN GOOD FAITH THROUGHOUT THE ARBITRATION OF EACH BATCH TO STREAMLINE PROCEDURES, MODIFY THE NUMBER OF ARBITRATIONS TO PROCEED PER BATCH AS APPROPRIATE, INCREASE EFFICIENCIES, AND SEEK TO RESOLVE DISPUTES, INCLUDING BY REQUESTING A STAY OF SUBSEQUENT BATCHES PENDING RESOLUTION ON A COMMON LEGAL ISSUE IN AN EARLIER BATCH; (IV) YOU AGREE THAT ARBITRATIONS ADMINISTERED PURSUANT TO THIS SECTION MAY BE ADMINISTERED CONCURRENTLY TO THE EXTENT ADMINISTRATIVELY FEASIBLE AND THAT IF YOUR CLAIM IS DELAYED, ANY APPLICABLE LIMITATIONS PERIODS (INCLUDING ANY STATUTES OF LIMITATIONS) ARE TOLLED FROM THE DATE OF FILING WITH JAMS CONSISTENT WITH THE ABOVE UNTIL YOUR DISPUTE IS ADJUDICATED, RESOLVED, OR WITHDRAWN; (V) ARBITRATORS APPOINTED PURSUANT TO THIS SECTION SHALL ISSUE A SEPARATE AWARD FOR EACH CLAIMANT INVOLVED IN A BATCH PROCEEDING; AND (VI) THIS SECTION SHALL IN NO WAY BE INTERPRETED AS AUTHORIZING A CLASS, COLLECTIVE AND/OR MASS ARBITRATION OR ACTION OF ANY KIND, OR ARBITRATION INVOLVING JOINT OR CONSOLIDATED CLAIMS UNDER ANY CIRCUMSTANCES, EXCEPT AS EXPRESSLY SET FORTH IN THIS PROVISION.

THIS SECTION AND EACH OF ITS REQUIREMENTS ARE ESSENTIAL PARTS OF THE AGREEMENT. IF, AFTER EXHAUSTION OF ALL APPEALS, A COURT OF COMPETENT JURISDICTION DECIDES THAT THIS SECTION DOES NOT APPLY TO YOUR DISPUTE AND IS NOT ENFORCEABLE, THEN YOUR DISPUTE SHALL NOT PROCEED IN ARBITRATION AND SHALL ONLY PROCEED IN A COURT OF COMPETENT JURISDICTION CONSISTENT WITH THE REMAINDER OF THE AGREEMENT.

35. STATUTE OF LIMITATIONS

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or any Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred to the extent permitted by applicable law.

36. FORCE MAJEURE

StructurAI will not be responsible for failure or delay in the performance of any obligation under this Agreement to the extent such failure or delay is due to acts of God or governmental authority, war, terrorism, strikes, boycotts, quarantine, pandemic, labor disputes, fire or other loss of facilities, accident, failures of third-party services or platforms, or any other event beyond its control. StructurAI will use commercially reasonable efforts to notify you of any such event.

37. PRIVACY STATEMENT

While the StructurAI Privacy Statement (available at https://structuraitraining.com/privacy) is not part of this Agreement, you consent to the use and disclosure of your personal information as described in the StructurAI Privacy Statement.

38. CLAIMS OF INFRINGEMENT

StructurAI respects your copyrights and other intellectual property rights and those of other third parties. If you believe in good faith that your copyrighted work has been reproduced on the Site or Platforms without your authorization in a way that constitutes copyright infringement, you may notify our designated copyright agent by mail to:

StructurAI, LLC Attn: Legal / Copyright Agent 122 South Michigan Avenue, Suite 1390 Chicago, IL 60603 Email: contact@structuraitraining.com

Please provide the following information in such notice: (1) the identity of the infringed work, and of the allegedly infringing work, as well as the applicable Site or Platform; (2) your name, address, daytime phone number, and email address, if available; (3) a statement that you have a good-faith belief that the use of the copyrighted work is not authorized by the owner, his or her agent, or the law; (4) a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner; and (5) your electronic or physical signature.

Counter-notification. If you believe that Content you provided was removed or disabled by mistake or misidentification, you may send a written counter-notification to our copyright agent at the address above that includes: (1) your physical or electronic signature; (2) identification of the material that was removed or disabled and its location before it was removed; (3) a statement under penalty of perjury that you have a good-faith belief the material was removed or disabled as a result of mistake or misidentification; and (4) your name, address, and telephone number, a statement that you consent to the jurisdiction of the federal court in the judicial district in which your address is located (or, if your address is outside the United States, any judicial district in which StructurAI may be found), and that you will accept service of process from the party that filed the original notice or its agent.

Repeat infringers. It is StructurAI's policy to terminate, in appropriate circumstances and at our discretion, the accounts of Users who are determined to be repeat infringers of intellectual property rights.

39. GENERAL

Words and phrases used in this Agreement have the definition given in this Agreement or, if not defined herein, have their plain English meaning as commonly interpreted in the United States. As used in this Agreement, the term "including" means "including, but not limited to." Section headings are for reference purposes only. StructurAI's failure at any time to require performance of any provision of this Agreement or to exercise any right provided for herein will not be deemed a waiver of such provision or such right. All waivers must be in writing and signed in ink by the party to be bound. Unless the written waiver contains an express statement to the contrary, no waiver of any breach of any provision of this Agreement or of any right provided for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under this Agreement. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability will not affect the validity or enforceability of the remaining provisions, and the court will substitute for such provision a valid and enforceable provision that most closely approximates the intent and economic effect of such provision. The remaining provisions of this Agreement will remain in full force and effect. The parties hereto are independent parties, not agents, employees or employers of the other, or joint ventures, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other. You may not assign this Agreement or any of your rights or obligations under this Agreement, whether through operation of law or otherwise, without the prior written approval of StructurAI. Any assignment in violation of the foregoing will be null and void. StructurAI may freely assign this Agreement. No term of this Agreement will be construed to confer any third-party beneficiary rights on any non-party. Each and every right and remedy hereunder is cumulative with each and every other right and remedy herein or in any other agreement between the parties or under applicable Law. This Agreement may be amended only as set forth herein.

Accessibility. We strive to make the Site accessible to as many people as possible, including individuals with disabilities. If you encounter difficulty accessing any part of the Site, or have suggestions to improve accessibility, please contact us at contact@structuraitraining.com and we will make reasonable efforts to assist you.

40. NOTICES

Unless otherwise specified in this Agreement, any notices required or allowed under this Agreement will be provided to StructurAI by postal mail to the address for StructurAI listed on the Site or Platform. StructurAI may provide you with any notices required or allowed under this Agreement by sending you an email to any email address you provide to StructurAI in connection with your Account, provided that in the case of any notice applicable both to you and other Users of the Site and Platforms, StructurAI may instead provide such notice by posting the notice on the Site or Platform. Notices provided to StructurAI will be deemed given when actually received by StructurAI. Notice provided to you will be deemed given 24 hours after posting to the Site or any applicable Platform.

41. CONTACT US

If you have any questions or concerns regarding this Agreement, or if you need to provide notice of any claims of non-compliance with this Agreement or complaints of any other kind, please contact us using the information provided below:

StructurAI 122 South Michigan Avenue, Suite 1390 Chicago, IL 60603 Email: contact@structuraitraining.com