FIGURED EIGHT CONSULTING LLC

These Terms of Use (“Terms”) govern the use of our website (www.figured8consulting.com) (the “Website”), including strategic, technical, and scientific consulting services (collectively, the “Services”) offered by Figured Eight Consulting LLC, a Massachusetts limited liability company ("Figured Eight," “we,” “us”, or “our”).

These Terms are inclusive of our Privacy Policy (“Privacy Policy”), and any and all other applicable operating rules, policies, procedures, and other supplemental terms and conditions or documents that may be published from time to time, which are expressly incorporated herein by reference (collectively, our “Policies”).

Users of our Services (“you”) must accept these Terms in their entirety to, as applicable, (a) to receive communications from us, (b) use various contact forms and/or contact information made available on our Website as a means to contact directly, or request to be contacted by us, and (c) otherwise use the Services; however, these Terms apply to all users of our Website, regardless of whether they create an account or purchase Services from us, including individuals who are simply browsing our offerings.

PLEASE REVIEW THESE TERMS CAREFULLY. IF YOU NOT AGREE WITH THESE TERMS IN THEIR ENTIRETY, YOU ARE NOT AUTHORIZED TO USE THE SITE OFFERINGS IN ANY MANNER OR FORM. BY USING OUR WEBSITE OR SERVICES YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS AND THE MATERIALS HYPERLINKED AND REFERENCED HEREIN; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER; AND (C) ACCEPT AND AGREE TO ABIDE BY THESE TERMS, AS WELL AS OUR POLICIES. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE OUR WEBSITE OR USE OUR SERVICES.

A. USE OF THE WEBSITE

1. Acceptable Use of the Services

You may only use the Website in accordance with the Policies, any terms, license, and documentation provided by us, whether or not such materials are incorporated herein by reference. Any violation or attempted violation of this provision may result in the immediate termination of your ability to access the Website or to receive Services from us, at our sole discretion.

2. Availability of the Services

The Website may be accessible worldwide, but this does not mean all of our Website features or Services are available or legal in your country. We may block access to certain aspects of our Website or Services in certain countries. It is your responsibility to make sure that your use of the Website is legal where you use them. The Website is not available in all languages.

3. Account Creation and Maintenance

You may be required to create an account to access certain aspects of our Website or Services. If you create an account and use the Website and Services, we will ask you for select information that is needed to provide you with access to the Services, including your name and contact information. We will store this information as stated in our Privacy Policy. You agree to provide accurate and complete information in connection with your account or which you otherwise provide to Figured Eight— and you agree to keep all such information current.

Users who create accounts in connection with our Website or Services must use a unique email or username and password that satisfies Figured Eight’s login credential and password requirements. You are responsible for safeguarding and maintaining the confidentiality of your username and password, and agree not to share their username or password with anyone. You are responsible for any use of the Website or Services with your username and password. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your account or any unauthorized access to their password. You further agree not to use the account or log in with the username and password of another user of the Services.

4. Eligibility

The Services and Website are not for use by anyone under the age of 18. To use the Services and Website, you agree that: (1) you are at least of the Minimum Age (defined below) or older; (2) you will only have one Figured Eight account, which shall be in your real, legal name; and (3) you are not already restricted by Figured Eight from using the Website or Services. “Minimum Age” means 18 years old; however, if the law requires that you must be older in order for Figured Eight to lawfully provide the Services to you without parental consent (including using of your Personal Information (as defined in our Privacy Policy), then the Minimum Age is such older age. Creating an account with false information is a violation of our terms, including accounts registered on behalf of others or persons under the age of 18.

5. Communication

You agree that we may provide notices and messages to you in the following ways: (1) on the Website, or (2) sent to the contact information that you have provided us in connection with your account.

6. Your Obligations

You agree to comply with all applicable laws, rules and regulations and Figured Eight’s Policies and such other documentation which may be provided or made available by Figured Eight as may be amended by Figured Eight, in its sole discretion, from time to time. You are solely responsible for monitoring the Website for updates and changes to such materials.

B. INTELLECTUAL PROPERTY

1. Figured Eight’s Intellectual Property

“Figured Eight Content” includes any text, graphics, images, music, Services, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services or the Website to you. Except for your Personal Information (as defined in our Privacy Policy), the Services and the Website and any underlying code and technology are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries. Figured Eight reserves all of its intellectual property rights in the Services, Website, and Figured Eight Content and Services. You agree not to remove, change or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. All such rights are expressly reserved by Figured Eight.

You may not use Figured Eight trademarks or in any manner including in any metatags or any other “hidden text” without Figured Eight’s express written permission. Reference by Figured Eight to any other trademarks, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or imply endorsement, sponsorship or recommendation thereof by Figured Eight.

Figured Eight reserves all rights not expressly granted to you in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to you or any third party any intellectual property rights or other right, title, or interest in or to the Services.

2. Unacceptable Use of the Website and Services

Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Website or Services: (a) use, display, mirror or frame the Website or Services or any individual element within the Website or Services, Figured Eight’s name, any Figured Eight trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Figured Eight’s express written consent; (b) access or tamper with non-public areas of the Website or Services, Figured Eight’s computer systems, or the technical delivery systems of Figured Eight’s providers; (c) test the vulnerability of any Figured Eight system or breach any security or authentication measures; (d) circumvent any technological measure implemented by Figured Eight or any of Figured Eight’s providers or any other third party (including another user) to protect the Services or the Website; (e) access the Services or the Website through the use of any mechanism other than through the use of your mobile device or equipment that you are authorized to use; (f) modify, decompile, disassemble, reverse engineer, tamper with or otherwise attempt to derive the source code of any Services that Figured Eight provides to you or any other part of the Website; or (g) use the Services or the Website in any way that causes, or may damage or impair the availability or accessibility of the Services and or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, or potentially fraudulent or harmful purpose or activity.

You shall not conduct any systematic or automated data collection activities, including without limitation framing, scraping, data mining, data extraction and data harvesting on or in relation to the Services or Website without Figured Eight’s prior express written consent. You must not use the Services and the Website for any purposes related to marketing any product that is not sold through or by Figured Eight without Figured Eight’s express written consent.

Your further agree that you shall (1) comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, and other regulatory requirements and Figured Eight’s Policies, (2) develop, support or use software, devices, scripts, robots or any other means or processes (including crawlers, browser plugins and add-ons or any other technology) to scrape the Services and Website or information from such locations, (3) override any security feature or bypass or circumvent any access controls or use limits, (4) reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services and Website, (6) use the Services and Website for any other purposes other than as expressly set forth herein, (7) monitor the Services’ or Website’s availability, performance or functionality for any competitive purpose, and (8) violate any additional terms concerning the Services and Website.

3. Feedback and Submissions Policy; Testimonials

If you send us any communications by mail, email, telephone, tagging us in or otherwise communicating with us via social media, or otherwise, suggesting or recommending changes to the Website or Services, including without limitation, any comments, questions, suggestions, or the like, testimonials about our Services, (“Feedback”), Figured Eight is free to use such Feedback irrespective of any other obligation or limitation between the parties governing such Feedback. You hereby assign to Figured Eight on your behalf, and on behalf of its employees, contractors and/or agents, all right, title, and interest in, and Figured Eight is free to use and republish, without any attribution or compensation or attribution to any party, any such Feedback, ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Figured Eight is not required to use any Feedback. Notwithstanding the foregoing, Figured Eight is not required to maintain respond to any communications. Additionally, you hereby acknowledge and agree that Feedback and communications are not required to be maintained in confidentiality. Feedback must not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right, nor shall it be libelous, unlawful, abusive, obscene, or untruthful.

C. ENFORCEMENT RIGHTS

Other than set forth herein, Figured Eight is not obligated to monitor access or use of the Services and the Website, or your information, but we have the right to do so to ensure compliance with these Terms and applicable law or other legal requirements. We may consult with and disclose unlawful conduct to law enforcement authorities; and pursuant to valid legal process, we may cooperate with law enforcement authorities to prosecute users who violate the law. We reserve the right (but are not required) to remove or disable access to the Services and the Website, or your account or information at any time and without notice, and at our sole discretion, if we determine that your use of the Website or Services is objectionable or in violation of these Terms or applicable law. We have the right to investigate violations of these Terms and any conduct that affects the performance or use of the Services and the Website or the community of Figured Eight users generally.

D. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

1. Disclaimer of Warranties

THE WEBSITE AND SERVICES ARE PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, FIGURED EIGHT, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, FIGURED EIGHT PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICES, THE WEBSITE, THE SERVICES WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, BE ACCURATE, COMPLETE, RELIABLE, OR WORK WITH ANY OTHER SERVICES, APPLICABLE, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, FIGURED EIGHT MAKES NO WARRANTY THAT THE SERVICES OFFERED BY AND THROUGH OUR WEBSITE: (A) WILL, AS APPLICABLE, MEET ANY USER’S REQUIREMENTS; (B) WILL BE FREE OF HARMFUL COMPONENTS; (C) WILL RESULT IN ANY SPECIFIC OUTCOME; OR (D) WILL BE ACCURATE OR RELIABLE. THE SITE OFFERINGS AND THE OTHER SERVICES OFFERED BY AND THROUGH SAME MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. FIGURED EIGHT WILL NOT BE LIABLE FOR THE AVAILABILITY OF THE UNDERLYING INTERNET CONNECTION ASSOCIATED WITH THE SITE OFFERINGS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY ANY USER FROM FIGURED EIGHT OR OTHERWISE THROUGH OR FROM THE WEBSITE OR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT NOT ALLOW US TO PROVIDE SOME SERVICES TO YOU.

2. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL FIGURED EIGHT BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (A) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (B) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, SERVICES, REVENUES, OR PROFITS; (C) LOSS OF GOODWILL OR REPUTATION; (D) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (E) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER FIGURED EIGHT WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES (AS DEFINED LATER HEREIN) OR DAMAGES OR SUCH LOSSES (AS DEFINED LATER HEREIN) OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL FIGURED EIGHT'S LIABILITY UNDER THIS SECTION EXCEED THE FEES PAID OR PAYABLE BY YOU TO FIGURED EIGHT FOR THE SERVICES GIVING RISE TO THE CLAIM.

YOU ACKNOWLEDGE AND AGREE THAT THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND FIGURED EIGHT AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G., WARRANTY, TORT, NEGLIGENCE, CONTRACT AND LAW) EVEN IF FIGURED EIGHT OR ITS AFFILIATES HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

3. Limitation on Claims

Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.

E. INDEMNIFICATION

You shall indemnify, hold harmless, and, at Figured Eight’s option, defend Figured Eight from and against any Losses (meaning any and all losses, damages, awards, penalties, fines, liabilities, settlements, judgments, royalties, costs or expenses, including reasonable attorneys’ and other professionals’ fees and expenses) resulting from any third-party claim based on you, or any authorized user of your Account or your use or receipt of the Website or Services: (i) your negligence or willful misconduct; or (ii) use of the Website or Services in a manner not authorized or contemplated by these Terms; and (iii) your breach of these Terms.

F. USE AT YOUR OWN RISK

Our goal is to provide helpful and accurate information on the Services and the Website, but we make no endorsement, representation or warranty of any kind about the Services or the Website.

G. VOID WHERE PROHIBITED

Although the Website and Services may be accessible worldwide, not all features discussed, referenced, provided or offered through or on the Website and Services may be available to all persons or in all geographic locations, or Services appropriate or available for use outside the United States. Figured Eight reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Website is void where prohibited. If you choose to access the Website and Services from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

H. BREACH OF THESE TERMS

Without prejudice to Figured Eight’s other rights under these Terms, if you breach these Terms or any of the Policies and documents referenced herein, in any way or applicable law, Figured Eight may take such action as it deems appropriate to investigate and resolve the breach, including but not limited to suspending or blocking your access to the Services and the Website, blocking computers or mobile devices using your IP address from accessing the Services and the Website, contacting your internet service provider to request that they block your access to the Services and/or bringing court proceedings against you, and terminating your account.

I. TERMINATION

You and Figured Eight may terminate these Terms at any time with notice to the other. Upon termination of these Terms, you lose the right to access or use the Services and Website. The following shall survive termination: (a) our rights to use and disclose your feedback, (b) Sections A, B, C, D, E, H and any other sections which, by the nature of their contents should reasonably be deemed to survive the termination of these Terms (c) any amounts owed by either party prior to termination remain owed after termination.

J. MISCELLANOUS PROVISIONS

1. Emails and Communications

As part of your use of the Website or Services, you may receive emails, text messages, in Services communications or other communications. By creating an account, you agree to the receipt of these communications. In the event that you no longer wish to receive these communications, please follow the process outlined in our Privacy Policy.

2. Third Party Links and Websites

The Website may contain links to third party websites, services and resources (collectively “Third Party Services”) that are not under Figured Eight’s control. We provide these links only as a convenience and are not responsible for the content, products or services that are available from Third Party Services. You acknowledge sole responsibility and assume all risk arising from your use of any Third Party Services.

3. Changes to the Services, Website and Our Policies

Figured Eight may change or discontinue, temporarily or permanently, any feature or component of the Services or Website at any time without notice. Accordingly, we encourage you to periodically read these Terms and other Policies to understand your obligations and the terms to which you are bound. Figured Eight is not liable to you or to any third party for any modification, suspension or discontinuance of any feature or component of the Website or Services. We reserve the right to determine the timing and content of Services updates, which may be automatically downloaded and installed by Figured Eight without prior notice to you.

We may communicate with you about your account, the Services and the Website and changes to these Terms and other policies via email (to the email address that you provide when you create your account), in general communications, or using other contact information that you provided in connection with your account. BY CONTINUING TO USE THE WEBSITE OR SERVICES, YOU AGREE THAT YOU WILL ACCEPT SUCH CHANGES IN THE METHOD SET FORTH HEREIN.

To the extent that anything in or associated with the Website or Services is in conflict or inconsistent with these Terms, these Terms shall take precedence.

4. Entire Agreement

These Terms, together with the any transactional and engagement documentation that has been mutually executed by the parties and any other documents incorporated herein by reference and all related exhibits and documentation attached to and referenced herein, constitutes the sole and entire agreement of the parties with respect to the subject matter of these Terms and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.

5. Headings and Interpretation

The headings in these Terms are for reference only and do not affect the interpretation of these Terms.

For purposes of these Terms: (a) the words “include, ” “includes," and “including” are deemed to be followed by the words “without limitation”; (b) the word “or” is not exclusive; (c) the words “herein, ” “hereof, ” “hereby, ” "hereto, ” and “hereunder” refer to these Terms as a whole; (d) words denoting the singular have a comparable meaning when used in the plural, and vice-versa; and (e) words denoting any gender include all genders. Unless the context otherwise requires, references in these Terms: (x) to sections, exhibits, schedules, attachments, and appendices mean the sections of, and exhibits, schedules, attachments, and appendices attached to, these Terms; (y) to an agreement, instrument, or other document means such agreement, instrument, or other document as amended, supplemented, and modified from time to time to the extent permitted by the provisions thereof; and (z) to a statute means such statute as amended from time to time and includes any successor legislation thereto and any regulations promulgated thereunder. The parties intend these Terms to be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. The exhibits, schedules, attachments, and appendices referred to herein are an integral part of these Terms to the same extent as if they were set forth verbatim herein.

6. Notices

All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) must be in writing and addressed to the parties at the addresses set forth herein (or to such other address that may be designated by the party giving Notice from time to time in accordance with this Section). All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile, or email (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in these Terms, a Notice is effective only: (i) upon receipt by the receiving party, and (ii) if the party giving the Notice has complied with the requirements of this Section.

7. Acts of God

In no event shall Figured Eight be liable to you, or be deemed to have breached these Terms, for any failure or delay in performing its obligations under these Terms, if and to the extent such failure or delay is caused by any circumstances beyond Figured Eight’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

8. Amendment and Modification; Waiver

Except as otherwise set forth in these Terms or the documentation referenced herein, and any documentation referenced in or made available to you in connection with the Services, no amendment to or modification of or rescission, termination, or discharge of these Terms is effective unless it is in a writing that is mutually executed by the parties. No waiver by any party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in these Terms, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from these Terms will operate or be construed as a waiver thereof and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

9. Severability

If any provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties hereto shall negotiate in good faith to modify these Terms so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

10. Governing Law; Submission to Jurisdiction

These Terms are governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the Commonwealth of Massachusetts. Any legal suit, action, or proceeding arising out of these Terms or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Massachusetts in each case located in the city of Boston and County of Suffolk, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

11. Assignment

You may not assign or transfer any of your rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Figured Eight. Any purported assignment, transfer, or delegation in violation of this Section is null and void. No assignment, transfer, or delegation will relieve the assigning or delegating party of any of its obligations hereunder. These Terms are binding upon and inures to the benefit of the parties hereto and their respective permitted successors and assigns.

12. No Class Actions

You may only resolve disputes with Figured Eight on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed under these Terms.

K. CONTACT US

If you have additional questions about these Terms, please write to us using the contact form on the Website or at:

Figured Eight Consulting LLC

PO Box 400019

Cambridge, MA 02140

Email Address: terms@figured8consulting.com

Effective: February 6, 2025