End User Agreement for

AI Jumpstart Subscription Services

END USER AGREEMENT

AI JUMPSTART SUBSCRIPTION SERVICE

THIS END USER AGREEMENT (this "Agreement") is entered into between Discovery Business Support Services, LLC, a Colorado limited liability company with its principal place of business at 1000 Speer Blvd, Unit 701, Denver, CO 80204 ("Provider"), and the individual or entity ("Subscriber") who agrees to the terms herein through the completion of the online registration process at discovery-business.com.

RECITALS:

WHEREAS, Provider offers professional artificial intelligence advocacy, consulting, and support services through its EmpowerAI program's AI Jumpstart subscription service;

WHEREAS, Subscriber desires to access and utilize Provider's services under the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

a. "Service" means Provider's AI Jumpstart subscription service, including all features, content, and deliverables as described in the Service Description.

b. "Service Description" means the description of features, benefits, and deliverables available at discovery-business.com/services, which is incorporated herein by reference.

c. "Subscription Fee" means the recurring fee paid by Subscriber for access to the Service, currently set at $750 monthly or $8,100 annually.

d. "Confidential Information" means all proprietary technical, business, and other information which is not generally known to the public, including but not limited to technical data, methodologies, techniques, processes, financial data, business strategies, customer information, and trade secrets.

e. "Platform" means the various technology solutions used to deliver the Service, including but not limited to Zoom, Slack, discovery-business.com, and any backup or alternative platforms.

f. "Materials" means all content, recordings, documents, templates, and other resources provided through the Service.

2. SERVICE DELIVERY AND PARTICIPATION

a. Private Consultations

  • Monthly one-hour private consultations scheduled directly with Provider

  • Scheduling through Provider's designated booking system

  • 24-hour cancellation notice required

  • Rescheduling available through designated channels

  • Provider will reschedule any Provider-cancelled sessions

  • No rollover of unused consultations

b. Group Sessions

  • Target group size of 10-12 participants

  • Industry-based grouping when possible

  • Provider may expand, split, or create new groups as needed

  • Changes communicated via email and/or Slack

  • Recordings available via discovery-business.com

  • No sharing or distribution of recordings permitted

c. Office Hours

  • Two-hour sessions held weekly

  • Advance questions encouraged but not required

  • Sessions may be segmented based on industry or expertise

  • Additional sessions may be added based on volume

  • Provider discretion to adjust format and schedule

d. Platform Usage

  • Primary delivery via Zoom

  • Slack for ongoing communication

  • Materials accessed via discovery-business.com

  • Google Meet or Slack Huddles as backup platforms

  • Platform changes communicated via email/Slack

3. SUBSCRIPTION AND ACCESS

a. Grant of Access. Subject to the terms and conditions of this Agreement and payment of applicable Subscription Fees, Provider grants Subscriber a non-exclusive, non-transferable right to access and use the Service during the Term.

b. Account Creation. Subscriber shall create an account by providing accurate, complete, and current information. Subscriber is responsible for maintaining the confidentiality of account credentials and for all activities occurring under Subscriber's account.

c. Service Modifications. Provider reserves the right to modify, suspend, or discontinue any aspect of the Service upon notice to Subscriber.

4. PARTICIPATION STANDARDS

a. Professional Conduct

  • Maintain professional behavior

  • Respect confidentiality

  • No solicitation

  • Constructive participation

  • Adherence to group guidelines

b. Recording and Materials

  • No unauthorized recording of sessions

  • No sharing of materials or recordings

  • Personal/business use only

  • Provider retains all rights

c. Community Standards

  • Respectful communication

  • No discriminatory behavior

  • No harassment

  • Professional language

  • Constructive contributions

5. PROVIDER RIGHTS AND FLEXIBILITY

a. Service Modifications

  • Adjust session structure

  • Modify group composition

  • Change delivery platforms

  • Update content and materials

  • Schedule changes with reasonable notice

b. Cancellation and Rescheduling

  • 24-hour notice for cancellations

  • Provider will reschedule cancelled sessions

  • Alternative arrangements as needed

  • Communication via email/Slack

6. INTELLECTUAL PROPERTY

a. Ownership. Provider retains all right, title, and interest in and to the Service, including all related Intellectual Property rights. No rights are granted to Subscriber other than as expressly set forth herein.

b. Work Product. All deliverables, materials, methodologies, processes, and improvements developed by Provider in the course of providing the Service shall be the sole and exclusive property of Provider.

c. Materials and Recordings. All session recordings, documents, templates, and other materials provided through the Service:

  • Remain Provider's exclusive property

  • Are licensed, not sold, to Subscriber

  • May not be shared, distributed, or reproduced

  • Are for Subscriber's personal/business use only

  • May be removed or modified at Provider's discretion

7. USE OF ARTIFICIAL INTELLIGENCE

a. AI Tools. Provider regularly leverages generative artificial intelligence (GenAI) tools in service delivery. Subscriber acknowledges and accepts such use subject to the following conditions:

b. Data Protection. Any Subscriber materials or information shared with GenAI:

  • Shall not be used for training GenAI databases or Large Language Models

  • May be retained for up to 30 days solely for error handling or issue evaluation

  • Shall be deleted thereafter

c. Sensitive Information. Provider shall:

  • Consult with Subscriber before using GenAI tools with Subscriber materials

  • Ensure materials are either non-confidential or processed using approved tools

  • Never share sensitive Personally Identifiable Information with GenAI tools

8. CONFIDENTIALITY

a. Confidential Information. Each party shall:

  • Maintain the confidentiality of Confidential Information

  • Use Confidential Information solely for purposes of this Agreement

  • Protect Confidential Information using reasonable care

  • Return or destroy Confidential Information upon request or termination

b. Group Session Confidentiality. Subscriber shall:

  • Maintain confidentiality of other participants' information

  • Not disclose business challenges or solutions discussed

  • Protect competitive information

  • Maintain trust in group settings

c. Exceptions. Confidential Information excludes information that:

  • Is or becomes publicly available without breach of this Agreement

  • Was known prior to disclosure

  • Was received from a third party without confidentiality obligations

  • Was independently developed

  • Must be disclosed by law or court order

9. WARRANTIES AND DISCLAIMERS

a. Provider Warranties. Provider warrants that:

  • It has the right to provide the Service

  • The Service will be performed in a professional manner

  • It will comply with applicable laws

b. Subscriber Warranties. Subscriber warrants that:

  • It has the right to enter into this Agreement

  • It will comply with all applicable laws

  • It will provide accurate information

c. Service Delivery. Provider will endeavor to deliver all scheduled services but:

  • May adjust schedules at Provider's discretion

  • Makes no guarantees regarding specific delivery times

  • Reserves the right to modify service delivery methods

  • Will provide reasonable notice of changes when possible

d. Disclaimers. EXCEPT AS EXPRESSLY PROVIDED HEREIN:

  • THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE"

  • PROVIDER MAKES NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE

  • PROVIDER DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION

  • PROVIDER MAKES NO GUARANTEES REGARDING SPECIFIC OUTCOMES OR RESULTS

10. LIMITATION OF LIABILITY

a. Limitation. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES.

b. Cap. PROVIDER'S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT PAID BY SUBSCRIBER IN THE TWELVE MONTHS PRECEDING THE CLAIM.

c. Exceptions. The above limitations do not apply to:

  • Breaches of confidentiality

  • Intellectual property infringement

  • Gross negligence or willful misconduct

  • Death or personal injury

11. TERM AND TERMINATION

a. Term. This Agreement commences upon Subscriber's acceptance and continues until all subscriptions have expired or been terminated.

b. Termination by Subscriber. Subscriber may terminate this Agreement:

  • With 10 business days' notice before next billing date

  • Immediately upon Provider's material breach that remains uncured for 30 days following notice

c. Termination by Provider. Provider may terminate this Agreement:

  • Upon 10 days' written notice for any reason

  • Immediately upon Subscriber's material breach

  • Immediately for violations of participation standards

  • Immediately if Subscriber becomes insolvent

d. Effect of Termination. Upon termination:

  • All access rights immediately cease

  • Subscriber shall pay all outstanding fees

  • Each party shall return or destroy all Confidential Information

  • Sections 6, 7, 8, 9, and 11 survive termination

12. MISCELLANEOUS

a. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements regarding the subject matter herein.

b. Amendments. Provider may amend this Agreement upon thirty (30) days' notice. Subscriber's continued use of the Service constitutes acceptance of amendments.

c. Assignment. Subscriber may not assign this Agreement without Provider's prior written consent. Provider may assign this Agreement to any successor or affiliate.

d. Severability. If any provision is found invalid or unenforceable, the remaining provisions remain in effect.

e. Force Majeure. Neither party is liable for delays caused by circumstances beyond reasonable control.

f. Notices. All notices shall be in writing and sent via email or certified mail to the addresses provided.

g. Governing Law. This Agreement is governed by Colorado law without regard to conflicts of law principles.

h. Dispute Resolution. Any disputes shall be resolved in the state or federal courts of Colorado.

i. Independent Contractors. The parties are independent contractors. No agency, partnership, or joint venture is created hereby.

13. ACCEPTANCE

By creating an account, subscribing to the Service, or using the Service, Subscriber acknowledges having read, understood, and agreed to be bound by this Agreement.

Last Updated: November 11, 2024

Discovery Business Support Services, LLC 1000 Speer Blvd, Unit 701 Denver, CO 80204