Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between You ("You" or "Your") and Axiomic, LLC ("We," "Us," or "Our") concerning Your access to and use of the Skyriven website and any Studio Services We may provide.

As used in these Terms: "Website" refers to the informational and marketing website located at skyriven.ai, including all pages, content, and features accessible through it. "Studio Services" refers to the design, development, and delivery of software applications (including for iOS, iPadOS, macOS, and the web), prototypes, and related product, technical, and AI-integration services that We provide to clients under separate written agreements (such as proposals or statements of work). The Website and Studio Services are distinct. These Terms govern Your use of the Website; Studio Services are governed by separate service agreements executed between You and Skyriven.

By accessing or using Our Website, You agree to be bound by these Terms and all applicable laws and regulations. If You do not agree with any of these Terms, You are prohibited from using Our Website.

You must be at least 18 years of age to use Our website or services. By using Our website or services, You represent and warrant that You are at least 18 years old and have the legal capacity to enter into these Terms.

If You are using Our services on behalf of a company or other legal entity, You represent that You have the authority to bind that entity to these Terms, in which case "You" refers to that entity.

The Website is provided for informational and marketing purposes only. It describes Our Studio Services, displays pricing information, and provides a means for prospective clients to contact Us. The Website does not itself deliver Studio Services, and access to the Website does not entitle You to any Studio Services.

Studio Services include the design, development, and delivery of software applications for iOS, iPadOS, macOS, and the web; prototypes; and related product, technical, and AI-integration services. Communications regarding Studio Services may take place through channels including live chat, Slack, email, and video calls. Studio Services may be offered as fixed-scope projects, ongoing monthly engagements, or other arrangements as agreed in writing. Studio Services are provided only under separate written agreements (such as proposals or statements of work) and are not governed by these Terms alone.

Browsing the Website, reading its content, or submitting a contact form does not create a development, consulting, advisory, client, or any other professional relationship between You and Skyriven. No professional relationship exists until both parties execute a separate written service agreement (such as a proposal or statement of work).

Information on the Website, including descriptions of services, pricing, capabilities, and any blog posts, articles, or other content, is provided for general informational purposes only and does not constitute professional advice of any kind. You should not act or refrain from acting based on any information on the Website without first seeking appropriate professional counsel.

We are a software application development studio. While Our founder's background includes legal expertise, We do not provide legal advice, legal representation, financial advice, or any other form of licensed professional advice.

Any information We provide on AI risks, compliance considerations, regulatory topics, or business strategy, including in the course of Studio Services, is general and informational only. This includes any output generated with the assistance of artificial intelligence tools. You should not rely on Our services as a substitute for professional legal, financial, tax, or other licensed advice. For such matters, consult a qualified professional.

Skyriven offers fixed-scope project engagements (such as the Prototype Sprint and Launch Build) and ongoing monthly engagements (such as Studio Partner and Care). Prices shown on the Website are starting points. The fee, scope, timeline, and payment schedule for any engagement are set in its proposal or statement of work, which controls over the Website.

Payment schedules. Unless the applicable agreement says otherwise: a Prototype Sprint is billed 50% at signing and 50% on delivery; a Launch Build is billed 40% at signing, 30% when the first beta build is delivered (via TestFlight or a preview URL), and 30% at App Store or Mac App Store submission or production web launch; and monthly engagements are billed monthly in advance. Work begins once the initial payment is received. Because We take on one build at a time, the initial payment reserves Your place in Our schedule and is non-refundable once work has begun.

Payment may be made by ACH/wire transfer or other methods specified on Your invoice or in the applicable agreement. If We use a third-party payment processor (such as Stripe), payment information is handled directly by that processor and is subject to its terms and privacy practices; We do not store Your complete credit card information on Our servers.

Equity option. Where We agree in writing, part of a fixed-scope project fee (up to the portion stated in the applicable agreement, generally no more than half) may be paid with a SAFE (simple agreement for future equity) or other equity instrument issued by You. Any equity component is documented in a separate instrument, is subject to Your corporate approvals and to applicable securities laws, and does not change the scope, timeline, or delivery terms of the engagement. We may decline an equity component at Our discretion, and monthly engagements are payable in cash only. Each party is responsible for obtaining its own legal and tax advice regarding any equity component. Nothing on the Website is an offer to buy or sell securities.

Third-party costs. Third-party costs are Yours, including Apple Developer Program membership, app store and payment-platform fees, hosting, domains, and usage-based API fees (including AI model usage). These accounts are opened in Your name, or transferred to You, so that You keep control of them.

Timelines. Timelines are good-faith estimates measured from kickoff. They depend on timely feedback, content, approvals, and access from You, and they do not include app store review time.

You may pause or cancel a monthly engagement in accordance with its terms. Monthly engagement fees are earned upon receipt and are non-refundable for the current billing period. Upon cancellation, You retain access to services through the end of Your current billing cycle.

Fixed-scope project engagements may be terminated pursuant to the terms of the applicable agreement; You remain responsible for payment for work performed through the date of termination, as set forth in that agreement.

Skyriven does not hold client funds in trust.

We reserve the right to modify pricing with at least 30 days' notice. Price changes will not affect Your current billing cycle or any signed proposal.

Publishing on the App Store, Mac App Store, or any other third-party platform is subject to that platform's review process, guidelines, and decisions, which are outside Our control. We prepare and submit builds in line with the platform's guidelines current at the time of submission, but We do not guarantee that any app will be approved, approved by a particular date, or remain available on any platform. A platform's rejection, removal, or change in policy is not a defect in the Studio Services. We will work with You to address review feedback as set out in the applicable agreement.

All content on this website, including but not limited to text, graphics, logos, images, and software, is Our property or the property of Our content suppliers and is protected by United States and international copyright, trademark, and other intellectual property laws.

The Skyriven name, logo, and all related names, logos, product and service names, designs, and slogans are Our trademarks. You may not use such marks without Our prior written permission.

Client deliverables. Deliverables created for You under a Studio Services agreement, including code and designs, become Yours upon full payment of all applicable fees, as set out in the applicable agreement.

Residuals. Notwithstanding anything to the contrary, Skyriven may use any general knowledge, skills, techniques, methodologies, ideas, concepts, know-how, and approaches retained in the unaided memory of its personnel as a result of providing services to clients ("Residuals"). This does not grant Skyriven any right to disclose any client's Confidential Information or to reproduce or use client-specific deliverables for other clients without authorization.

Skyriven Materials. Skyriven retains all rights in its pre-existing tools, code libraries, frameworks, templates, prompts, methodologies, and general know-how, including general improvements developed through Skyriven's practice that are not specific to any individual client engagement.

Permission is granted to temporarily access the materials on Our website for personal, non-commercial viewing only. This is the grant of a license, not a transfer of title, and under this license You may not:

• Modify or copy the materials
• Use the materials for any commercial purpose
• Attempt to reverse engineer any software contained on Our website
• Remove any copyright or proprietary notations from the materials
• Transfer the materials to another person or "mirror" the materials on any other server

These restrictions do not prevent search engines and AI systems from crawling, indexing, summarizing, and quoting publicly available pages of the Website as permitted by Our robots.txt file, and do not prevent You from linking to or briefly quoting the Website with attribution.

This license shall automatically terminate if You violate any of these restrictions and may be terminated by Us at any time.

You agree not to engage in any of the following:

• Using Our website or services for any unlawful purpose or in violation of any applicable laws
• Reselling or sublicensing Studio Services to third parties as Your own service offering (for example, white-labeling Our work as an agency) without Our written consent. This does not limit Your right to use, publish, distribute, or sell deliverables that You own.
• Attempting to gain unauthorized access to any portion of Our website, systems, or networks
• Using any automated system, including bots, scrapers, or spiders, to access or collect data from Our website in a manner that violates Our robots.txt file or places an unreasonable load on Our systems
• Transmitting any viruses, malware, or other harmful code
• Engaging in any activity that disrupts, damages, or interferes with Our website's functionality
• Impersonating any person or entity, or falsely stating or misrepresenting Your affiliation with a person or entity
• Using Skyriven Materials, or confidential information obtained from Us, to develop offerings that compete with Skyriven's own apps or services
• Harassing, threatening, or intimidating any other users or Our team
• Attempting to circumvent any security features of Our website or services

Violation of these prohibitions may result in termination of Your access to Our website and services and may subject You to civil and/or criminal liability.

9.1 AI in Service Delivery

Our Studio Services leverage artificial intelligence tools and workflows. AI is used to assist with code generation, analysis, research, recommendations, and other deliverables. All AI-assisted work is subject to human oversight and review before delivery.

9.2 AI Output Accuracy

AI-generated outputs may contain errors, omissions, or inaccuracies. You are solely responsible for reviewing and validating all AI-assisted deliverables before use in production or business-critical contexts. We do not warrant the accuracy, completeness, or reliability of AI-generated output.

AI does not make automated decisions affecting Your account or services. It serves only as an assistive tool, with results reviewed and confirmed by Our team.

9.3 Future AI Features

If We deploy additional AI-powered features on Our website or in Our services in the future, We will clearly disclose their use in these Terms and comply with all applicable AI transparency obligations.

THE WEBSITE AND ALL CONTENT, MATERIALS, INFORMATION, AND SERVICES MADE AVAILABLE THROUGH IT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR COMPLETENESS.

10.1 Website Content

All content on the Website, including service descriptions, pricing, capabilities, case studies, and any other materials, is provided for general informational and marketing purposes only. Such content:

• Does not constitute a binding offer, proposal, or commitment to provide any services at any particular price or on any particular terms
• Is subject to change, revision, or removal at any time without notice
• May not reflect current pricing, availability, service scope, or capabilities at the time You view it
• Should not be relied upon as the basis for any business, financial, legal, or strategic decision

10.2 No Guarantees

We do not warrant or make any representations concerning the accuracy, likely results, or reliability of Our Website content, any Studio Services described on the Website, or any third-party sites linked from the Website. We do not guarantee specific business outcomes, revenue, or results. Any warranty for Studio Services, such as a post-launch fix period, is set out only in the applicable agreement. AI tools and strategies described may evolve or change over time, and the Website may not reflect the most current state of Our offerings.

10.3 Website Availability

We do not warrant that the Website will be available at all times, will be uninterrupted, error-free, or free of viruses or other harmful components, or that defects will be corrected. You are responsible for implementing sufficient procedures and safeguards to satisfy Your requirements for data accuracy, security, and integrity when accessing the Website.

Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to You. In such jurisdictions, Our liability is limited to the greatest extent permitted by law.

11.1 Website Liability Disclaimer

THE WEBSITE IS PROVIDED FREE OF CHARGE FOR INFORMATIONAL AND MARKETING PURPOSES ONLY. YOU ACKNOWLEDGE THAT YOU PAY NO CONSIDERATION FOR ACCESS TO THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SKYRIVEN SHALL HAVE NO LIABILITY WHATSOEVER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO, USE OF, OR RELIANCE ON THE WEBSITE OR ANY CONTENT, INFORMATION, OR MATERIALS MADE AVAILABLE THROUGH IT.

WITHOUT LIMITING THE FOREGOING, SKYRIVEN SHALL NOT BE LIABLE FOR ANY DAMAGES RESULTING FROM YOUR RELIANCE ON ANY WEBSITE CONTENT, INCLUDING BUT NOT LIMITED TO SERVICE DESCRIPTIONS, PRICING INFORMATION, CAPABILITIES, OR ANY OTHER MARKETING MATERIALS, FOR ANY PURPOSE WHATSOEVER.

11.2 General Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SKYRIVEN, ITS FOUNDER, OFFICERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE OR ANY STUDIO SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY REFERENCED ON THE WEBSITE OR IN STUDIO SERVICES; (C) ANY CONTENT OBTAINED FROM THE WEBSITE OR STUDIO SERVICES, INCLUDING AI-GENERATED OUTPUT; OR (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

11.3 Aggregate Liability Cap

WITH RESPECT TO THE WEBSITE, OUR TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED ZERO DOLLARS ($0), AS THE WEBSITE IS PROVIDED WITHOUT CHARGE OR CONSIDERATION. WITH RESPECT TO STUDIO SERVICES, IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY EXCEED THE AMOUNT YOU ACTUALLY PAID TO US FOR STUDIO SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

11.4 Assumption of Risk

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. YOU ASSUME FULL RESPONSIBILITY FOR ANY DECISIONS MADE OR ACTIONS TAKEN BASED ON INFORMATION OR CONTENT AVAILABLE ON THE WEBSITE.

Nothing in these Terms shall exclude or limit liability for (a) death or personal injury caused by negligence, (b) fraud or fraudulent misrepresentation, or (c) any liability that cannot be excluded or limited under applicable law. Some jurisdictions do not allow the limitation or exclusion of liability for certain damages. In such jurisdictions, Our liability is limited to the minimum extent permitted by law.

You agree to indemnify, defend, and hold harmless Skyriven, its founder, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with:

• Your use of Our website or services
• Your violation of these Terms
• Your violation of any rights of a third party
• Your use or misuse of any AI-generated output or deliverables

Our website and services may contain links to or reference third-party websites, tools, platforms, and services (e.g., Cursor, Vercel, Slack, various AI platforms). We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.

You acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of any such third-party content, goods, or services.

Your use of Our website and services is also governed by Our Privacy Policy, which is incorporated into these Terms by reference. Please review the Privacy Policy to understand Our practices regarding the collection and use of Your information.

We may suspend or terminate Your access to Our website and services immediately, without prior notice or liability, for any reason, including without limitation if You breach these Terms.

You may stop using Our services at any time, subject to the terms of any applicable agreement, by canceling any monthly engagement (if applicable) and ceasing to access Our website. Upon termination, Your right to use Our services will immediately cease.

All provisions of these Terms which by their nature should survive termination shall survive, including without limitation ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

Please read this section carefully. It affects Your legal rights.

16.1 Good-Faith Resolution

Before initiating formal proceedings, both parties agree to attempt good-faith resolution through direct communication. If a dispute cannot be resolved informally within 30 days, it shall proceed to binding arbitration as described below.

16.2 Binding Arbitration

You and Skyriven agree that any dispute, claim, or controversy arising out of or relating to these Terms or the use of Our website or services shall be resolved by binding arbitration, rather than in court, except that either party may seek equitable relief in court for infringement or misuse of intellectual property rights.

Arbitration shall be conducted by JAMS under its Streamlined Arbitration Rules and Procedures. The arbitration shall take place in Marin County, California, or at another mutually agreed location. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

16.3 Class Action Waiver

YOU AND SKYRIVEN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

16.4 Jury Trial Waiver

IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND SKYRIVEN EACH WAIVE ANY RIGHT TO A JURY TRIAL.

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Subject to the arbitration provisions above, You submit to the personal and exclusive jurisdiction of the courts located in Marin County, California.

We may revise these Terms at any time. Material changes will be communicated via email or prominent notice on Our website at least 30 days prior to the changes taking effect. The "Last updated" date at the top of this page will be revised accordingly.

Your continued use of Our website or services after any changes constitutes acceptance of the updated Terms.

19.1 Entire Agreement

These Terms, together with Our Privacy Policy, constitute the entire agreement between You and Skyriven regarding the use of Our website and services, superseding any prior agreements.

19.2 Severability

If any provision of these Terms is held to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

19.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Us.

19.4 Assignment

You may not assign or transfer these Terms or Your rights under them without Our prior written consent. We may assign Our rights and obligations under these Terms at any time without notice.

19.5 Force Majeure

We shall not be liable for any failure or delay in performance resulting from causes beyond Our reasonable control, including but not limited to natural disasters, war, terrorism, labor disputes, government actions, internet service provider failures, or other force majeure events.