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Terms of Service

1. Acceptance of Terms

By accessing and using the services of Shadow Mountain AI ("Company," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these terms, please do not use our services. These Terms constitute a legally binding agreement between you and Shadow Mountain AI.

Last Updated: January 2026

2. Description of Services

Shadow Mountain AI provides technology solutions, software development, and technical services to organizations seeking to leverage modern technologies in their business operations. Our services include:

  • Structured data infrastructure and schema markup implementation
  • Autonomous systems and agent deployment
  • Model integration (including Claude, GPT-4, Gemini, and other leading platforms)
  • Technical consulting and implementation services
  • Custom software development

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time with prior notice to the extent required by applicable law.

3. Third-Party Services and Technology Platforms

Integration with Third-Party Technology Services. Our services may integrate with or utilize third-party technology platforms and services, including but not limited to:

  • OpenAI (ChatGPT, GPT-4, API services)
  • Anthropic (Claude models)
  • Google (Gemini, Vertex AI)
  • Amazon Web Services (AWS technology services)
  • Microsoft Azure (Azure OpenAI, Cognitive Services)
  • Other technology service providers as needed to fulfill our services

Your Use of Third-Party Services. When you use our services that integrate with third-party technology platforms, your use of those platforms is subject to each platform's own terms of service and privacy policy. We encourage you to review these terms. Key points include:

  • Data you provide to these platforms may be processed according to their policies
  • Some platforms may use data to improve their models unless configured otherwise
  • We configure these services to minimize data retention and protect your privacy to the extent technically feasible
  • We are not responsible for the practices, policies, or actions of third-party service providers

Additional Third-Party Tools. We may use other third-party tools and services to operate our business, including:

  • Cloud hosting providers (AWS, Google Cloud, Azure)
  • Payment processors (Stripe, PayPal)
  • Analytics and monitoring services
  • Communication tools (email, messaging platforms)
  • Development and project management tools

These third-party providers have access to your information only as necessary to perform their functions and are obligated to protect it. Our use of these providers is governed by our Data Processing Agreement (available upon request) and applicable data protection laws.

4. Export Compliance and Sanctions

Sanctioned Countries and Persons. Our services may not be accessed, downloaded, or otherwise exported or re-exported:

  • Into (or to a national or resident of) any country subject to comprehensive U.S. sanctions, including currently Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine
  • To any person or entity listed on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Department of Commerce's Denied Persons List or Entity List
  • To any person or entity where such export or re-export would violate U.S. export control laws or regulations

By using our services, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. You also agree to comply with all applicable U.S. export control laws and regulations.

Compliance Obligations. We use commercially reasonable administrative, technical, and physical measures to protect against unauthorized access to our systems. However, we cannot guarantee that unauthorized access will never occur. By using our services, you acknowledge and agree that we are not responsible for any unauthorized access by third parties.

5. User Responsibilities and Conduct

You agree to use our services only for lawful purposes and in compliance with these Terms and all applicable laws and regulations. You are responsible for:

  • Maintaining the security of your account credentials
  • All activities that occur under your account
  • Complying with all applicable laws when using our services
  • Obtaining all necessary consents for data processing
  • Ensuring your use does not violate the rights of others

Prohibited Uses. You must not:

  • Use our services for any illegal or unauthorized purpose
  • Attempt to gain unauthorized access to our systems or networks
  • Interfere with or disrupt our services or servers
  • Use our services to transmit malware, viruses, or harmful code
  • Reverse engineer or attempt to extract our source code (except as permitted by law)
  • Use our services to violate intellectual property rights of others
  • Exploit our services for fraudulent or deceptive practices
  • Use our services in violation of any export control or sanctions laws

6. Intellectual Property

Our Intellectual Property. All content, materials, and intellectual property provided by Shadow Mountain AI, including but not limited to software, code, documentation, designs, configurations, methodologies, and consulting deliverables, are owned by the Company and protected by applicable intellectual property laws. We grant you a limited, non-exclusive, non-transferable license to use our deliverables solely for your internal business operations.

Your Intellectual Property. You retain all rights to your data, content, and intellectual property you provide to us. We do not claim ownership of your data except as necessary to provide services under this agreement and as outlined in our Privacy Policy.

Third-Party Intellectual Property. Our services may incorporate or integrate with third-party software, APIs, or technology models. These third-party materials are subject to their respective license terms. Notwithstanding the foregoing:

  • ChatGPT, GPT, and OpenAI are trademarks of OpenAI, LP
  • Claude and Anthropic are trademarks of Anthropic, PBC
  • Gemini, Google, and Vertex AI are trademarks of Google LLC
  • AWS and Amazon are trademarks of Amazon.com, Inc.
  • Azure and Microsoft are trademarks of Microsoft Corporation

Shadow Mountain AI is not affiliated with, endorsed by, or connected to these companies unless explicitly stated. References to third-party trademarks are for identification purposes only and do not imply endorsement or affiliation.

7. Data Protection and Privacy

Your privacy is important to us. Our collection, use, and protection of personal data is governed by our Privacy Policy, which forms part of these Terms. Key privacy protections include:

  • GDPR Compliance: We comply with the EU General Data Protection Regulation (GDPR) for processing personal data of EU residents
  • CCPA/CPRA Compliance: We comply with the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA)
  • New York SHIELD Act: We comply with the New York Stop Hacks and Improve Electronic Data Security (SHIELD) Act
  • Data Processing Agreement: We offer a Data Processing Agreement (DPA) for all customers processing personal data
  • Data Transfers: We use Standard Contractual Clauses (SCCs) and other legally valid mechanisms for international data transfers
  • Data Subject Rights: We respect your rights to access, correct, delete, and transfer your personal data

By using our services, you acknowledge that you have read and understood our Privacy Policy and consent to our data processing practices as described therein.

8. Payment Terms

Fees. Our services are provided according to the fee structure agreed upon in your service agreement or as quoted by us. All fees are stated in U.S. Dollars unless otherwise specified.

Payment Processing. Payments are processed through third-party payment processors (e.g., Stripe). By providing payment information, you authorize us to charge the agreed fees to your payment method. You agree to the payment processor's terms of service.

Taxes. All fees are exclusive of applicable taxes, including sales tax, use tax, value-added tax (VAT), and goods and services tax (GST). You are responsible for all taxes unless you provide a valid tax exemption certificate.

Late Payments. Late payments may incur interest at the maximum rate permitted by law, plus any reasonable collection costs.

9. Dispute Resolution and Binding Arbitration

Binding Arbitration Agreement. PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS. Except for the types of disputes described below under "Exclusions from Arbitration," you and Shadow Mountain AI agree to resolve all disputes between us through binding arbitration, not in court.

What Disputes Are Covered. These arbitration provisions apply to any and all disputes, claims, or controversies arising out of or relating to these Terms, our services, or our relationship (including claims based on contract, tort, statute, fraud, misrepresentation, or any other legal theory), whether the dispute arose before or after the existence of these Terms.

Exclusions from Arbitration. Either party may bring an action in court solely for injunctive or equitable relief to prevent unauthorized use or abuse of our services, or to enforce intellectual property rights. Additionally, either party may bring a small claims court action if it qualifies for small claims court.

Arbitration Procedure. Arbitration will be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration will be conducted in Palm Springs, California, Riverside County, California. The arbitrator will have authority to award any relief available in court, including monetary damages and injunctive relief. The arbitrator's decision will be final and binding, except for any appeal rights under the Federal Arbitration Act.

Class Action Waiver. YOU AND SHADOW MOUNTAIN AI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Shadow Mountain AI agree otherwise, the arbitrator may not consolidate proceedings with more than one person or case, and may not otherwise preside over any form of a representative or class proceeding.

Jury Trial Waiver. If for any reason a claim proceeds in court rather than through arbitration, you and Shadow Mountain AI waive any right to a jury trial.

10. Limitation of Liability

Disclaimer of Warranties. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 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, TITLE, AND NON-INFRINGEMENT.

Technology-Generated Content. You understand that technology systems may generate inaccurate, incomplete, or inappropriate content. You are responsible for reviewing and validating all technology-generated outputs before use. We do not guarantee the accuracy, reliability, or appropriateness of technology-generated content.

Limitation of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, REVENUE, BUSINESS OPPORTUNITIES, OR GOODWILL, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Liability Cap. Our total aggregate liability for all claims under these Terms shall not exceed the total amount you have paid to us in the twelve (12) months preceding the claim. This limitation does not apply to (a) payment obligations, (b) fraud or willful misconduct, (c) death or personal injury caused by our negligence, or (d) any other matters where liability cannot be limited by applicable law.

11. Indemnification

You agree to indemnify, defend, and hold harmless Shadow Mountain AI and our officers, directors, employees, contractors, agents, and affiliates from and against any and all claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or relating to:

  • Your use of our services
  • Your violation of these Terms or any law or regulation
  • Your violation of any third-party right, including intellectual property rights
  • Any content or data you provide in connection with our services
  • Your violation of any export control or sanctions laws

We reserve the right to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.

12. Term and Termination

Term. These Terms remain in effect while you use our services.

Termination by You. You may terminate your account at any time by contacting us at hello@shadowmountain.ai.

Termination by Us. We may suspend or terminate your access to our services at any time, with or without cause, with or without notice, effective immediately.

Effect of Termination. Upon termination, your right to use our services ceases immediately. We may delete your account data and information in accordance with our data retention policies. Provisions that by their nature should survive termination shall survive, including payment obligations, warranty disclaimers, limitations of liability, and indemnification obligations.

13. Governing Law and Jurisdiction

Governing Law. These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

Jurisdiction and Venue. Any legal action or proceeding arising under these Terms that is not subject to arbitration shall be brought exclusively in the federal or state courts located in Palm Springs, California, or Riverside County, California. Each party consents to the personal jurisdiction and venue of these courts.

International Users. If you access our services from outside the United States, you are responsible for compliance with all local laws, including export control and sanctions laws. We make no representation that our services are appropriate or available for use in all locations.

14. General Provisions

Entire Agreement. These Terms, together with our Privacy Policy and any applicable service agreements, constitute the entire agreement between you and Shadow Mountain AI regarding our services.

Severability. If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the maximum extent possible under applicable law and the remaining provisions will continue in full force and effect.

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

Assignment. You may not assign or transfer these Terms without our prior written consent. We may freely assign these Terms. Any attempted assignment in violation of this provision is void.

Force Majeure. We are not liable for delays or failures due to causes beyond our reasonable control, including acts of God, labor disputes, internet service provider failures, or government actions.

15. California-Specific Provisions

Notice to California Residents. Under California law, you may be entitled to certain disclosures and protections regarding our services. Under California Civil Code Section 1670.3, California residents may enter into arbitration agreements for the provision of services after a dispute has arisen.

For California residents, under California law, you may be entitled to notice of material changes to these Terms in a manner reasonably designed to provide actual notice. We will provide notice by email (if provided) or through other reasonable means.

16. Changes to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated through email or prominent notice on our website. Your continued use of our services after the effective date of revised Terms constitutes acceptance of the changes. If you do not agree to the revised Terms, you must discontinue use of our services.

For California residents, under California law, you may be entitled to notice of material changes in a manner reasonably designed to provide actual notice. We will provide notice by email (if provided) or through other reasonable means.

17. Contact Information

For questions about these Terms, our services, or to exercise your rights, please contact us:

Shadow Mountain AI
73101 CA-111 Unit 5
Palm Desert, CA 92260
Email: hello@shadowmountain.ai

For data protection inquiries or to exercise your GDPR, CCPA, or other privacy rights, please contact us at hello@shadowmountain.ai.

Last Updated: January 2026