Terms of Service

1. AGREEMENT TO TERMS

These Terms of Service constitute a legally binding agreement between you ("you" or "User") and Testpanel, Inc. ("Company," "we," "us," or "our"), a Delaware C-Corp with principal business address at 300 Creek View Rd, Suite 209, Newark, DE 19711, regarding your access to and use of the Testpanel platform and all related services (collectively, the "Service"). By accessing or using the Service, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use the Service.

Testpanel is intended for use by adults aged 18 or older. By using the Service, you represent that you are at least 18 years of age. If you are under 18, you may not use the Service.

We reserve the right to modify these Terms at any time. When we make changes, we will update the "Last updated" date above. Continued use of the Service after such changes constitutes your acceptance of the revised Terms.

2. INTELLECTUAL PROPERTY

All content on the Service, including but not limited to the platform, software, code, features, study guides, flashcards, AI-generated materials, and trademarks, is owned or controlled by Testpanel or its licensors and is protected by copyright, trademark, and other laws.

Users may access and use platform features and AI-generated materials solely for their own personal, non-commercial educational use. Any AI-generated materials remain the property of Testpanel.

Users retain ownership of content they upload, such as notes or pasted text. By uploading or inputting content to the platform, you grant us a license to process and use it only as necessary to deliver the Service. Uploaded content is private by default and not shared with other users unless you choose to do so through any future sharing features.

You may not reproduce, distribute, publicly display, sell, or otherwise exploit any portion of the Service or its content for commercial purposes without our written consent.

3. USER ELIGIBILITY AND REGISTRATION

You represent and warrant that all registration information you submit is true, accurate, current, and complete. You agree to promptly update any information as necessary. You must keep your login credentials secure and are responsible for all activities that occur under your account.

We reserve the right to suspend or terminate your account at our discretion if we determine any information is untrue, inaccurate, incomplete, or if you violate these Terms.

4. ACCOUNT SECURITY

You are responsible for safeguarding your account credentials. We are not liable for any loss or damage arising from your failure to protect your account information. If you suspect unauthorized access to your account, notify us immediately at [email protected].

5. FEES, PAYMENTS, AND REFUNDS

Testpanel offers both free and paid service tiers. Usage limits and pricing for AI tasks, such as study guide or flashcard generation, are outlined on our website. If you exceed your monthly allocation of AI tasks under a paid plan, overage charges may apply at the rates published on our site. All payments are securely processed via Stripe.

Student and educational discounts may be offered at our discretion, verified through promo code distribution or .edu email eligibility.

Subscription payments are non-refundable except as required by law or approved by us on a case-by-case basis. If you believe you are eligible for a refund, contact us at [email protected].

We reserve the right to change prices or usage limits at any time. Ongoing subscriptions will be notified in advance of any material changes.

6. SERVICE DELIVERY AND AVAILABILITY

All services are delivered digitally through the Testpanel platform. Paid plan features are activated upon payment confirmation. The Service is provided on an "as is" and "as available" basis. We do not guarantee uninterrupted or error-free service.

We aim to respond to support requests within 24 to 48 hours via email.

7. USER CONTENT AND UPLOADED MATERIALS

You may upload, paste, or input content, such as notes or text, for your personal study use. You retain ownership of your uploaded content but grant Testpanel a limited license to process, store, and use it solely as necessary to provide the Service.

Uploaded content is private by default and is never made available to other users unless you opt in to sharing features, which may be introduced in the future and will be governed by additional terms.

We do not claim ownership over your user-uploaded content. We reserve the right to remove content that violates these Terms or applicable law.

8. PROHIBITED ACTIVITIES

You agree not to:

• Use the Service for any unlawful or unauthorized purpose.
• Circumvent or attempt to circumvent any usage limits, security features, or account restrictions.
• Reproduce, redistribute, or exploit Service content or AI-generated materials for commercial use.
• Upload, transmit, or distribute viruses, malware, or any other harmful code.
• Harass, abuse, or harm other users or Testpanel employees.
• Use automated scripts or bots to access or use the Service.
• Engage in any activity that disrupts or interferes with the Service or servers.
• Attempt to reverse engineer, decompile, or otherwise access source code or algorithms.
• Share or sell access to your account.

Violation of these rules may result in immediate suspension or termination of your account.

9. DISCLAIMERS AND LIMITATIONS OF LIABILITY

The Service is provided "as is" and "as available," without warranties of any kind. We do not warrant the accuracy, completeness, or reliability of any AI-generated content or Service features. Use of the Service is at your own risk.

In no event will Testpanel or its directors, officers, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits or lost data, arising from your use of the Service, even if we have been advised of the possibility of such damages. Our total liability will not exceed the greater of (a) the amount you have paid to us in the past twelve months, or (b) one hundred dollars ($100).

10. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Testpanel, its affiliates, and its officers, agents, and employees from any claims, damages, losses, liabilities, and expenses, including legal fees, arising out of (a) your use of the Service, (b) your uploaded content, (c) your violation of these Terms, or (d) your violation of any rights of a third party.

11. USER DATA AND PRIVACY

We collect, store, and process user data in accordance with our Privacy Policy, which is incorporated by reference. By using the Service, you consent to the collection and processing of your data in the United States through Google Cloud.

We do not sell or market your content or personal information to third parties. Content submitted to third-party APIs, such as OpenAI, is only used for providing the requested Service features, such as study material generation, and is not used for unrelated purposes.

If you need help with the Privacy Policy, please contact [email protected].

12. TERMINATION AND SUSPENSION

We may terminate or suspend your account, or access to the Service, at our sole discretion, for any reason or no reason, including if you breach these Terms. Upon termination, your right to use the Service will immediately cease. You may not create a new account if your current account is suspended or terminated.

13. DISPUTE RESOLUTION (ARBITRATION)

All disputes arising from or related to these Terms or your use of the Service will be resolved through binding arbitration in Delaware or Maryland under the rules of the American Arbitration Association. Each party will bear their own costs. Notwithstanding the above, either party may seek injunctive or equitable relief in a court of competent jurisdiction.

14. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to modify, suspend, or discontinue the Service or any features at any time without notice. We are not liable for any modification, suspension, or discontinuance of the Service.

15. MISCELLANEOUS

These Terms constitute the entire agreement between you and Testpanel regarding your use of the Service. If any provision of these Terms is found invalid, the remainder will remain in effect. We may assign our rights and obligations under these Terms at any time. You may not assign your rights or obligations without our consent.

16. CONTACT INFORMATION

For questions or support, contact:

Testpanel, Inc.

300 Creek View Rd, Suite 209

Newark, DE 19711

Email: [email protected]