PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE RIGHTASK PLATFORM, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE PLATFORM.

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and RightAsk AI, Inc., a Delaware corporation ("RightAsk," "we," "our," or "us"), governing your access to and use of the RightAsk platform, website, mobile applications, and related services (collectively, the "Platform").

By creating an account, accessing the Platform, or clicking "I Agree," you represent that: (a) you have read, understood, and agree to be bound by these Terms; (b) you are at least 18 years of age; and (c) you have the legal authority to enter into this agreement on behalf of yourself or, if applicable, the entity you represent.

These Terms incorporate by reference our Privacy Policy and any additional terms applicable to specific features or services offered through the Platform. In the event of any conflict, these Terms control.

2. Description of the Platform

RightAsk is an AI-powered rights management platform built for creators, influencers, NIL athletes, and intellectual property rights holders. The Platform enables Users to protect, manage, and monetize their intellectual property without manual workflows by deploying an AI assistant that handles licensing inquiries, explains permissions, guides visitors through rights processes, captures qualified leads, and provides conversation analytics.

The Platform integrates with third-party services including Stripe (billing), Google Drive and Dropbox (cloud storage), Square and DocuSign (contracts), OpenAI (AI capabilities), and Reditus (affiliate management). Your use of these integrations is subject to their respective terms of service in addition to these Terms.

RightAsk reserves the right to modify, enhance, suspend, or discontinue any feature or aspect of the Platform at any time, with or without notice, subject to the notice provisions applicable to material changes set forth herein.

3. Eligibility & Account Registration

3.1 Eligibility

To access the Platform, you must:

• Be at least 18 years of age or the age of majority in your jurisdiction, whichever is greater

• Have the legal capacity to enter into binding contracts

• Not be prohibited from using the Platform under applicable laws

• Not be a person or entity subject to U.S. or international sanctions

3.2 Account Registration

You must create an account to access most Platform features. You agree to provide accurate, current, and complete registration information and to update such information as necessary. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You must notify us immediately at support@rightask.ai if you suspect unauthorized access to or use of your account. RightAsk is not liable for any loss arising from your failure to safeguard your credentials.

3.3 No Seat Sharing

Account credentials are issued to individual named users and may not be shared among multiple individuals. Each person accessing the Platform must have their own account. Using a single account to provide access to multiple individuals is a material breach of these Terms and may result in immediate account suspension.

3.4 Organization Accounts

If you register on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms. In such cases, "you" refers to both you individually and the organization, and the organization is jointly responsible for compliance with these Terms.

4. Subscriptions & Payment

4.1 Subscription Plans

Access to the Platform requires an active paid subscription. Subscription plans, features, and pricing are described on our website and may be updated from time to time. By subscribing, you authorize RightAsk (through Stripe) to charge your designated payment method on a recurring basis at the applicable subscription rate.

4.2 Billing & Renewal

Subscriptions renew automatically at the end of each billing cycle (monthly or annual) unless cancelled prior to the renewal date. You are responsible for all charges incurred under your account, including any applicable taxes. RightAsk reserves the right to adjust pricing with 30 days' written notice, provided that such changes will not apply mid-term to annual subscriptions already paid.

4.3 Free Trials & Promotional Plans

RightAsk may offer free trials or promotional pricing at its discretion. At the conclusion of a free trial, your subscription will automatically convert to a paid plan unless cancelled. Trial period usage is subject to these Terms in full.

4.4 Refund Policy

All subscription fees are non-refundable except as required by applicable law or as expressly stated in a separate written agreement. Cancellation of a subscription stops future billing but does not entitle you to a refund of amounts already paid.

4.5 Fair Use & Rate Limiting

Even where a subscription plan is described as "unlimited," RightAsk reserves the right to throttle, limit, or suspend accounts that generate an unreasonably high volume of requests in a manner that degrades Platform performance for other users, or that exceeds normal usage patterns for the applicable subscription tier. RightAsk will make reasonable efforts to notify Users prior to taking such action.

5. Acceptable Use Policy

Your use of the Platform must comply with all applicable laws and these Terms. The following restrictions apply without limitation:

5.1 Prohibited Conduct — General

• No Unauthorized Access: You may not attempt to gain unauthorized access to any portion of the Platform, other user accounts, or RightAsk's systems or networks.

• No Reverse Engineering: You may not reverse engineer, decompile, disassemble, or attempt to derive the source code, underlying algorithms, or logic of the Platform or any of its AI components.

• No Unauthorized White-Labeling: You may not embed, resell, or present the Platform as your own native technology without a separate written white-label agreement with RightAsk.

• No Automated Scraping or Botting: You may not use unauthorized web scrapers, bots, spiders, crawlers, or automated scripts to interact with the Platform or extract data outside of any officially designated API.

• No Malware or Destructive Code: You may not upload, transmit, or introduce viruses, Trojan horses, worms, ransomware, or any code designed to disrupt, damage, corrupt, or gain unauthorized access to the Platform or any connected system.

• No Spam or Phishing: You may not use the Platform to generate, distribute, or facilitate mass unsolicited communications, deceptive marketing, phishing campaigns, or fraudulent schemes.

• No Interference: You may not take any action that imposes an unreasonable or disproportionately large load on the Platform's infrastructure or that otherwise interferes with the proper functioning of the Platform.

5.2 Prohibited Conduct — AI-Specific

• No Training Competing Models: You may not scrape, copy, systematically extract, or use the Platform's AI inputs, outputs, model responses, or underlying mechanics to train, fine-tune, distill, or develop a competing AI model or machine learning algorithm. This prohibition applies regardless of whether the resulting model is commercial or non-commercial.

• No High-Risk Automated Decisions: You may not use the Platform's AI output as the sole or determinative basis for high-stakes decisions without human oversight, including but not limited to: medical diagnoses or clinical recommendations; legally binding advice or legal determinations; creditworthiness or financial eligibility assessments; employment, hiring, or termination decisions; or any automated decision with legal or similarly significant effects on individuals.

• No Circumvention of AI Safeguards: You may not attempt to circumvent, manipulate, or exploit the Platform's AI safety mechanisms, content filters, or usage policies through prompt injection, jailbreaking, adversarial inputs, or similar techniques.

5.3 Prohibited Content

You may not use the Platform to generate, process, store, transmit, or distribute:

• Content that sexually exploits, endangers, or depicts minors in any manner

• Content that incites, glorifies, or facilitates terrorism, violent extremism, or mass violence

• Non-consensual explicit content, including synthetic media ("deepfakes") depicting real individuals without their consent

• Content designed to harass, threaten, or intimidate specific individuals or groups

• Content that infringes on the intellectual property rights of third parties, including copyrights, trademarks, or patents

• Disinformation, propaganda, or content intended to manipulate public opinion through deceptive means

5.4 Intellectual Property Inputs

You represent and warrant that you have all necessary rights, licenses, or permissions to input any content, data, or files into the Platform. You must not use the Platform to intentionally infringe on third-party copyrights, trademarks, or patents.

6. AI Output Disclaimer

The Platform's AI assistant is designed to assist with rights management, licensing inquiries, and related information. However, AI-generated outputs are inherently probabilistic and may contain errors, inaccuracies, or omissions (commonly referred to as "hallucinations").

YOU ACKNOWLEDGE AND AGREE THAT AI OUTPUTS DO NOT CONSTITUTE LEGAL, FINANCIAL, MEDICAL, OR PROFESSIONAL ADVICE. YOU ARE SOLELY RESPONSIBLE FOR FACT-CHECKING, VERIFYING, AND INDEPENDENTLY EVALUATING ANY AI OUTPUT BEFORE RELYING ON IT, PUBLISHING IT, OR USING IT FOR ANY PURPOSE.

RightAsk expressly disclaims all liability for any loss, damage, or harm arising from your reliance on AI-generated outputs without independent verification. Nothing in the Platform's AI responses creates an attorney-client relationship or any other professional advisory relationship between you and RightAsk.

7. User Content

7.1 Ownership

You retain ownership of all content, data, and intellectual property you submit, upload, or create through the Platform ("User Content"). By submitting User Content, you grant RightAsk a limited, non-exclusive, royalty-free, worldwide license to use, process, store, and display your User Content solely to the extent necessary to provide the Platform's services to you.

7.2 Your Responsibility

You are solely responsible for all User Content you submit. RightAsk does not and cannot monitor all content or files uploaded to the Platform. By submitting User Content, you represent and warrant that: (a) you own or have the necessary rights to the User Content; (b) the User Content does not violate these Terms, applicable law, or any third-party rights; and (c) the User Content does not contain malware or harmful code.

7.3 No Obligation to Retain

RightAsk has no obligation to retain or store User Content beyond the periods specified in the Privacy Policy or as required by applicable law. Following account termination, RightAsk may delete User Content in accordance with its data retention practices.

8. Intellectual Property Rights

8.1 RightAsk IP

All rights, title, and interest in and to the Platform, including its software, design, AI models, features, content, trademarks, trade dress, and documentation (collectively, "RightAsk IP"), are and remain the exclusive property of RightAsk AI, Inc. and its licensors. Nothing in these Terms grants you any ownership interest in RightAsk IP.

8.2 License to Use

Subject to your compliance with these Terms and payment of applicable fees, RightAsk grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your internal business purposes and in accordance with these Terms.

8.3 Feedback

If you provide suggestions, ideas, or feedback about the Platform ("Feedback"), you grant RightAsk an unrestricted, perpetual, irrevocable, royalty-free license to use, incorporate, and commercialize such Feedback in any manner and without obligation to you.

9. Third-Party Integrations & Services

The Platform integrates with third-party services including Stripe, Google Drive, Dropbox, DocuSign, Square, OpenAI, Reditus, and others. These integrations are provided for your convenience, and your use of them is governed by the respective third parties' terms of service and privacy policies.

RightAsk is not responsible for the availability, accuracy, security, or performance of third-party services. Any disputes arising from your use of third-party services must be directed to the applicable third party. RightAsk does not endorse and is not liable for any third-party content, products, or services accessible through or in connection with the Platform.

10. Disclaimers of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, RIGHTASK DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION.

RightAsk does not warrant that: (a) the Platform will meet your specific requirements; (b) the Platform will be available at all times without interruption; (c) AI-generated outputs will be accurate, complete, or suitable for any particular use; or (d) the Platform is free of viruses or other harmful components.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RIGHTASK AI, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In no event shall RightAsk's total aggregate liability to you for all claims arising under or related to these Terms exceed the greater of: (a) the total subscription fees paid by you to RightAsk in the three (3) months immediately preceding the claim; or (b) one hundred U.S. dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liability. In such jurisdictions, the above limitations apply to the fullest extent permitted by law.

12. Indemnification

You agree to indemnify, defend, and hold harmless RightAsk AI, Inc. and its officers, directors, employees, agents, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Platform; (b) your User Content; (c) your violation of these Terms; (d) your violation of any applicable law or third-party rights; or (e) your use of AI outputs without adequate verification.

RightAsk reserves the right to assume exclusive control of the defense of any matter subject to indemnification, in which case you agree to cooperate with RightAsk's defense of such claims.

13. Termination

13.1 Termination by You

You may cancel your subscription and close your account at any time through your account settings or by contacting support@rightask.ai. Cancellation takes effect at the end of the current billing cycle. Fees paid for the current cycle are non-refundable.

13.2 Termination by RightAsk

RightAsk may suspend or terminate your access to the Platform immediately and without prior notice if: (a) you breach any material provision of these Terms; (b) your continued use poses a legal, regulatory, or reputational risk to RightAsk; (c) RightAsk is required to do so by law or a regulatory authority; or (d) you fail to pay applicable subscription fees.

13.3 Effect of Termination

Upon termination, your license to use the Platform immediately ceases. Sections 6, 7.3, 8.1, 10, 11, 12, 14, and 15 of these Terms survive termination.

14. Dispute Resolution

14.1 Informal Resolution

Before initiating formal legal proceedings, you agree to first contact RightAsk at support@rightask.ai and attempt to resolve any dispute informally. RightAsk will make reasonable efforts to resolve your concern within 30 days.

14.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be settled by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall take place in New York, New York, and shall be conducted in English. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

14.3 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTION LITIGATION OR CLASS-WIDE ARBITRATION AGAINST RIGHTASK. ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY.

14.4 Exceptions

Notwithstanding Section 14.2, either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration.

15. Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-law provisions. To the extent that any claim or dispute is not subject to arbitration under Section 14, you consent to the exclusive jurisdiction of the state and federal courts located in the State of Delaware.

16. Changes to These Terms

RightAsk may update these Terms at any time. For material changes, we will provide at least 30 days' written notice via email or in-platform notification. For non-material changes, we will update the effective date and post the revised Terms. Your continued use of the Platform after the effective date of any change constitutes your acceptance of the updated Terms.

If you do not agree to updated Terms, you must discontinue your use of the Platform and cancel your subscription before the effective date of the change.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any other incorporated policies, constitute the entire agreement between you and RightAsk with respect to the Platform and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

17.3 Waiver

Failure by RightAsk to enforce any provision of these Terms shall not constitute a waiver of RightAsk's right to enforce such provision in the future.

17.4 Assignment

You may not assign or transfer any rights or obligations under these Terms without RightAsk's prior written consent. RightAsk may assign these Terms, in whole or in part, in connection with a merger, acquisition, or sale of assets, with notice to you.

17.5 Force Majeure

RightAsk shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, cyberattacks, governmental actions, or third-party service outages.

17.6 Notices

RightAsk may provide notices to you via email to the address associated with your account or via in-platform notification. You may provide notices to RightAsk at support@rightask.ai or by mail to: 244 Madison Avenue #3870, New York, NY 10016.

18. Contact Information