Terms of Service

Last Updated: January 4, 2026

Welcome to Shadow AI Labs. These Terms of Service ("Terms") govern your access to and use of the Shadow AI Labs website at shadowailabs.com (the "Site"), our AI risk assessment tools, digital products, and consulting services (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Services.

1. Acceptance of Terms

1.1 Agreement

By accessing our Site, completing an assessment, purchasing products, or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

1.2 Eligibility

You must be at least 18 years old to use our Services. By using our Services, you represent and warrant that:

• You are at least 18 years of age
• You have the legal authority to enter into these Terms
• If acting on behalf of an organization, you have the authority to bind that organization to these Terms

1.3 Changes to Terms

We may modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our Site with a new "Last Updated" date. Your continued use of our Services after changes become effective constitutes acceptance of the revised Terms.

2. Description of Services

2.1 Assessment Tools

We provide AI risk assessment tools that evaluate your organization's AI governance, security posture, and compliance readiness. Assessments generate risk scores and recommendations based on your responses.

2.2 Digital Products

We sell digital products including guides, playbooks, policy templates, worksheets, and other materials related to AI governance and security ("Digital Products").

2.3 Consulting Services

We offer consulting services including AI security assessments, gap analyses, implementation support, and related professional services ("Consulting Services"). Consulting Services are governed by these Terms and any separate engagement letter or statement of work.

3. Account Registration

3.1 Account Creation

Some Services may require you to create an account. You agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Notify us immediately of any unauthorized access to your account

3.2 Account Responsibility

You are responsible for all activities that occur under your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

3.3 One Account Per Person

Each individual may maintain only one account. We reserve the right to terminate duplicate accounts.

4. Purchases and Payments

4.1 Pricing

All prices are displayed in US dollars unless otherwise indicated. Prices are subject to change without notice, but changes will not affect orders already placed.

4.2 Payment Processing

Payments are processed by Stripe. By making a purchase, you agree to Stripe's terms of service. We do not store your full credit card information.

4.3 Taxes

You are responsible for any applicable sales tax, VAT, or other taxes associated with your purchase, unless we explicitly state that the price includes tax.

4.4 Refund Policy

Digital Products: We offer a 30-day money-back guarantee on all digital products. If you are not satisfied with your purchase, contact us at support@shadowailabs.com within 30 days for a full refund. No questions asked.

Consulting Services: Refunds for consulting services are governed by your engagement letter or statement of work. Generally:

• Deposits are refundable if you cancel before work begins
• Fees for completed work are non-refundable
• Partial refunds may be issued for services not yet rendered

4.5 Chargebacks

If you initiate a chargeback or payment dispute, we reserve the right to:

• Suspend your account and access to purchased products
• Pursue collection of amounts owed
• Report the dispute to relevant authorities if we believe it is fraudulent

5. Digital Product License

5.1 License Grant

Upon purchase, we grant you a limited, non-exclusive, non-transferable license to use the Digital Products for your personal or internal organizational purposes.

5.2 Permitted Uses

You may:

• Use the Digital Products within your organization
• Customize templates for your organization's use
• Share Digital Products with employees within your organization
• Print copies for internal use

5.3 Prohibited Uses

You may not:

• Redistribute, resell, or sublicense Digital Products
• Share Digital Products with individuals outside your organization
• Create derivative works for sale or distribution
• Remove copyright notices or attribution
• Use Digital Products to create competing products or services
• Claim authorship of our materials

5.4 Organizational License

If you purchase Digital Products on behalf of an organization, the license extends to that organization and its employees. "Organization" means a single legal entity and does not include affiliates, subsidiaries, or related companies unless explicitly licensed.

6. Consulting Services

6.1 Engagement Terms

Consulting Services are provided pursuant to these Terms and any separate engagement letter, statement of work, or proposal that you accept. In the event of a conflict, the engagement letter controls.

6.2 Scope of Services

The scope of Consulting Services is defined in your engagement letter. Work outside the defined scope may require additional fees and a separate agreement.

6.3 Client Responsibilities

When engaging our Consulting Services, you agree to:

• Provide accurate and complete information
• Make personnel available as reasonably necessary
• Provide timely feedback and approvals
• Pay invoices according to agreed terms

6.4 Deliverables

Unless otherwise specified in your engagement letter:

• You receive a license to use deliverables for internal purposes
• We retain ownership of methodologies, frameworks, and pre-existing materials
• Custom materials created for you become your property upon full payment

6.5 Not Legal Advice

Our Services do not constitute legal advice. We provide information, assessments, and recommendations related to AI governance and security. We are not a law firm, and our Services are not a substitute for advice from a licensed attorney. For legal questions, consult a qualified attorney in your jurisdiction.

7. Intellectual Property

7.1 Our Ownership

Shadow AI Labs owns all rights, title, and interest in:

• Our Site, Services, and technology
• Our Digital Products, methodologies, and frameworks
• Our trademarks, logos, and brand elements
• All content we create, including assessments, reports, and recommendations

7.2 Your Content

You retain ownership of information you provide to us, including assessment responses and business information. By providing this information, you grant us a license to use it to:

• Deliver our Services to you
• Improve our Services (using anonymized, aggregated data)
• Generate reports and recommendations

7.3 Feedback

If you provide feedback, suggestions, or ideas about our Services, you grant us a perpetual, irrevocable, royalty-free license to use that feedback for any purpose without compensation or attribution.

8. User Conduct

8.1 Prohibited Activities

When using our Services, you agree not to:

• Violate any applicable law or regulation
• Infringe on intellectual property rights
• Transmit malware, viruses, or harmful code
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt our Services
• Use automated systems to access our Services without permission
• Impersonate another person or entity
• Provide false or misleading information
• Use our Services for any illegal purpose

8.2 Enforcement

We reserve the right to investigate and take appropriate action against anyone who violates these Terms, including:

• Removing content
• Suspending or terminating accounts
• Reporting to law enforcement
• Pursuing legal remedies

9. Disclaimers

9.1 "As Is" Basis

OUR SERVICES 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, AND NON-INFRINGEMENT.

9.2 No Guarantee of Results

We do not guarantee that:

• Our Services will meet your specific requirements
• Our Services will be uninterrupted, timely, secure, or error-free
• Assessment results or recommendations will prevent security incidents
• Implementation of our recommendations will ensure regulatory compliance
• Any particular outcome will result from using our Services

9.3 Information Accuracy

While we strive to provide accurate information, we make no warranties about the accuracy, reliability, or completeness of:

• Assessment results and risk scores
• Recommendations and guidance
• Regulatory or legal information
• Third-party information referenced in our materials

9.4 Not Professional Advice

Our Services provide general information and recommendations about AI governance and security. They do not constitute legal, financial, tax, or other professional advice. Consult appropriate professionals for advice specific to your situation.

10. Limitation of Liability

10.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHADOW AI LABS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business
• Loss of data or data breaches
• Business interruption
• Regulatory fines or penalties
• Reputational harm

10.2 Cap on Liability

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF OUR SERVICES SHALL NOT EXCEED THE GREATER OF:

• The amounts you paid to us in the 12 months preceding the claim, or
• One hundred US dollars ($100)

10.3 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

10.4 Basis of the Bargain

You acknowledge that the limitations in this section reflect a reasonable allocation of risk and are a fundamental part of the basis of the bargain between you and Shadow AI Labs.

11. Indemnification

You agree to indemnify, defend, and hold harmless Shadow AI Labs, its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of our Services
• Your violation of these Terms
• Your violation of any third-party rights
• Your negligence or willful misconduct
• Any content you provide to us

12. Termination

12.1 Termination by You

You may stop using our Services at any time. To close your account, contact us at support@shadowailabs.com.

12.2 Termination by Us

We may suspend or terminate your access to our Services at any time, with or without cause, with or without notice, including if we believe:

• You have violated these Terms
• Your use poses a security risk
• Your account has been inactive for an extended period
• We are required to do so by law

12.3 Effect of Termination

Upon termination:

• Your license to use Digital Products continues (if fully paid)
• Your access to online Services and your account will end
• We may delete your account data (subject to legal retention requirements)
• Provisions that should survive termination will survive (including Sections 7, 9, 10, 11, and 13)

13. Dispute Resolution

13.1 Governing Law

These Terms are governed by the laws of the State of California, United States, without regard to conflict of law principles.

13.2 Informal Resolution

Before filing any formal legal action, you agree to attempt to resolve disputes informally by contacting us at legal@shadowailabs.com. We will attempt to resolve the dispute within 30 days.

13.3 Arbitration Agreement

If we cannot resolve a dispute informally, you agree that any dispute arising from or relating to these Terms or our Services will be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules. The arbitration will be conducted in California, in English.

13.4 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If this class action waiver is found unenforceable, the entire arbitration agreement will be void.

13.5 Exceptions

Notwithstanding the above, either party may:

• Seek injunctive relief in any court of competent jurisdiction
• Bring claims in small claims court if eligible

13.6 Opt-Out

You may opt out of the arbitration agreement by sending written notice to legal@shadowailabs.com within 30 days of first accepting these Terms. Your notice must include your name, address, and a clear statement that you wish to opt out.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any engagement letters, constitute the entire agreement between you and Shadow AI Labs regarding our Services.

14.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

14.3 No Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

14.4 Assignment

You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

14.5 Force Majeure

We are not liable for any failure to perform due to causes beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, or Internet disruptions.

14.6 Notices

We may provide notices to you via email, posting on our Site, or other reasonable means. Notices to us must be sent to legal@shadowailabs.com.

14.7 Headings

Section headings are for convenience only and do not affect the interpretation of these Terms.

15. Contact Us

If you have questions about these Terms, please contact us:

Shadow AI Labs LLC

Email: legal@shadowailabs.com

For general support: support@shadowailabs.com

Shadow AI Labs LLC
Bringing Shadow AI Into the Light