Terms of Service

For questions about these terms, contact us at [email protected] or visit our Trust Center.

IMPORTANT — PLEASE READ CAREFULLY. These Terms of Service contain a binding arbitration clause and class action waiver (Section 17). By using the Platform, you agree to resolve disputes through individual binding arbitration rather than in court.

1. Introduction and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between Prentus, Inc., a Delaware C-Corporation ("Prentus," "we," "us," or "our"), and you ("User," "you," or "your") governing your access to and use of:

• The Prentus web application at app.prentus.com and any associated subdomains
• The Prentus marketing website at prentus.com
• Any custom-domain deployments of the Platform operated by Institutions
• The Prentus Chrome browser extension
• All APIs and related services

(collectively, the "Platform" or "Services").

By accessing or using the Platform, clicking "I Agree," completing registration, or otherwise manifesting your assent, you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

If you do not agree, you must immediately cease all use of the Platform.

Where a separate written agreement (e.g., a Master Subscription Agreement or Order Form) exists between Prentus and your Institution, that written agreement governs with respect to the services covered thereunder; these Terms govern all other access and use.

2. Definitions

"Authorized User" means any individual who accesses the Platform under an Institution's subscription, including students, alumni, advisors, and administrators.

"Chrome Extension" means the Prentus browser extension available for Google Chrome that provides AI-assisted job application features.

"Community" or "Institution" means any educational institution, workforce development organization, bootcamp, community college, university, nonprofit, or other organization that subscribes to the Platform to provide career services to its members.

"Content" means any data, text, files, information, usernames, images, graphics, photos, profiles, audio, video, works of authorship, and any other materials posted, transmitted, or otherwise made available through the Platform.

"Educational Records" means records, files, documents, and other materials that contain information directly related to a student and are maintained by an educational agency or institution, as defined under FERPA.

"Employer" means any company, recruiter, hiring manager, or entity that accesses the Platform to source talent, post jobs, or engage with student profiles.

"FERPA" means the Family Educational Rights and Privacy Act of 1974, 20 U.S.C. § 1232g, and its implementing regulations at 34 C.F.R. Part 99.

"Member" or "Student" means an individual who is at least 18 years of age and accesses the Platform as a student, job seeker, or alumni—either directly or through an Institution account.

"Platform Data" means all data generated, collected, or processed in connection with a User's use of the Platform, including Usage Data and analytics.

"Sensitive Personal Information" means data revealing racial or ethnic origin, health information, sexual orientation, immigration status, financial account details, government-issued identifiers, biometric data, and precise geolocation.

"Subscription" means a paid license to access the Platform granted to an Institution.

"Usage Data" means information about how Users interact with the Platform, including log data, device information, and behavioral analytics.

3. Eligibility

3.1 Age Requirement

The Platform is intended solely for users who are 18 years of age or older. By using the Platform, you represent and warrant that you are at least 18 years old. If you are under 18, you may not use the Platform and must immediately cease all access. Prentus does not knowingly collect personal information from anyone under 18. If we learn that we have done so, we will delete such information promptly.

3.2 Authority to Bind Organizations

If you are registering on behalf of an Institution or Employer, you represent and warrant that: (a) you have full legal authority to bind that entity to these Terms; (b) you have read and understand these Terms; and (c) you agree to these Terms on that entity's behalf. If you lack such authority, do not use the Platform.

3.3 Geographic Restrictions

The Platform is operated from the United States and is intended for users located in the United States. If you access the Platform from outside the United States, you do so at your own risk and are responsible for compliance with applicable local laws.

4. Account Registration and Security

4.1 Account Creation

To access most features, you must create an account using accurate, current, and complete information. You may not use false identities, impersonate others, or provide misleading information. Accounts created through automated means are prohibited.

4.2 Credentials and Security

You are solely responsible for: (a) maintaining the confidentiality of your login credentials; (b) all activity that occurs under your account; and (c) immediately notifying us at [email protected] of any unauthorized access or security breach. Prentus will not be liable for any loss arising from compromised credentials attributable to your failure to maintain account security.

4.3 Single Account Policy

Unless otherwise authorized in writing by Prentus, each person may maintain only one (1) individual Member account.

4.4 Single Sign-On (SSO)

If your Institution has enabled SAML 2.0-based SSO, your access may be governed by your Institution's identity provider. Prentus is not responsible for security failures originating from your Institution's SSO infrastructure.

4.5 Account Suspension and Termination

Prentus may suspend or terminate your account immediately and without prior notice if:

• You violate any provision of these Terms;
• Your use of the Platform creates legal, regulatory, or reputational risk for Prentus or other users;
• You fail to pay applicable fees when due;
• We receive a valid legal order requiring us to do so; or
• Your account has been inactive for 24 consecutive months (with advance email notice where feasible).

Termination does not relieve you of payment obligations accrued prior to termination. Sections that by their nature should survive termination will do so, including but not limited to Sections 8, 13, 14, 15, and 17.

5. License Grant and Restrictions

5.1 License to Use the Platform

Subject to your compliance with these Terms and payment of applicable fees, Prentus grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for legitimate career services purposes, including: building career profiles, searching for employment, advising students, posting jobs, and sourcing candidates.

5.2 Restrictions

You may not, and may not permit any third party to:

• Reverse engineer the Platform or attempt to discover its source code, algorithms, or trade secrets;
• Copy, modify, or create derivative works of the Platform or any portion thereof;
• Resell, sublicense, or commercially exploit any part of the Platform without written authorization from Prentus;
• Scrape, crawl, or data mine the Platform using automated tools without our express written consent;
• Use the Platform to build a competing product or service;
• Circumvent any access controls, rate limits, or security features;
• Frame the Platform within another website or application without written permission;
• Transmit malware, viruses, or any code designed to disrupt, damage, or limit Platform functionality;
• Harvest or collect other users' personal information without their consent;
• Use the Platform for any unlawful purpose or in violation of applicable law; or
• Interfere with the integrity or performance of the Platform or its underlying infrastructure.

5.3 Chrome Extension

Use of the Chrome Extension is additionally subject to the terms of the Google Chrome Web Store and Google's policies. The Chrome Extension communicates with Prentus servers using your authenticated session; you may not use the Extension to bypass authentication controls or access data beyond your authorized scope.

5.4 API Access

If Prentus grants you API access credentials, you must: (a) keep credentials confidential; (b) comply with any rate limits or usage caps; (c) not share credentials with unauthorized parties; and (d) use API-accessed data only for purposes permitted under these Terms.

6. User Roles and Specific Obligations

6.1 Institutions

Institutions act as the primary contracting party and assume responsibility for their Authorized Users' compliance with these Terms. Institutions must:

(a) FERPA Compliance. If the Institution is subject to FERPA, the Institution designates Prentus as a "school official" with a legitimate educational interest and acknowledges that Prentus processes Educational Records under that designation, or under a written data processing agreement. The Institution warrants that it has a lawful basis to share Educational Records with Prentus and will obtain any additional consents required by FERPA or applicable state student privacy laws (including, without limitation, SOPIPA, New York Education Law § 2-d, and applicable state equivalents).

(b) Member Consent. Obtain and maintain all legally required consents from Members before uploading or enabling the upload of Member data, including demographic information, employment history, and academic records.

(c) Configuration Responsibility. Properly configure privacy settings, profile approval workflows, and employer access controls. Prentus is not responsible for data exposure resulting from the Institution's misconfiguration of its settings.

(d) Accurate Information. Ensure all information about programs, career paths, and employer partners is accurate and not misleading to Members.

(e) Authorized User Management. Ensure that all Authorized Users comply with these Terms and promptly revoke access for any individual who leaves the Institution or whose access is no longer required.

6.2 Employers

Employers must:

(a) Use candidate data solely for legitimate recruiting and hiring purposes and not for any other commercial purpose.

(b) Comply with all applicable employment laws, including Title VII of the Civil Rights Act, the Americans with Disabilities Act, the Age Discrimination in Employment Act, and equivalent state and local anti-discrimination laws.

(c) Not use anonymized or unbiased talent presentation features to re-identify individuals by inference or other means.

(d) Ensure all job postings are for bona fide employment opportunities and are not fraudulent, misleading, or illegal.

(e) Not retain, store, or share candidate information outside the Platform beyond what is necessary for the specific application for which it was provided.

(f) Comply with all applicable data protection laws governing any candidate data accessed.

6.3 Members/Students

Members must:

(a) Provide accurate and truthful information on their profiles and in all Platform interactions.

(b) Not misrepresent qualifications, credentials, or experience to prospective employers.

(c) Understand that their profile, resume, and career materials may be shared with their Institution's Authorized Users and, subject to applicable settings and approvals, with Employer partners.

(d) Comply with their Institution's acceptable use policies for the Platform.

7. AI Features and Automated Processing

7.1 AI-Powered Services

The Platform incorporates artificial intelligence and machine learning technologies to provide the following features (among others):

• AI Career Advisor — conversational career coaching
• AI Mock Interviews — real-time voice-based interview practice with AI scoring
• AI Resume Builder and Analyzer — automated content generation and scoring
• AI Cover Letter Generator — automated cover letter drafting
• AI LinkedIn Optimizer — profile analysis and improvement suggestions
• AI Email Writer — networking and follow-up email generation
• AI Job Application Assistant — Chrome Extension-based question answering
• Automated Hire Detection — LinkedIn-based employment status monitoring
• AI Workflow Automation — natural-language workflow generation

These features are powered by large language model providers including OpenAI, Anthropic, and Google (Gemini). For our full list of AI and technology providers, see our Trust Center at trust.prentus.com.

7.2 Nature of AI Outputs

AI outputs are not professional career, legal, or financial advice. AI-generated content (resumes, cover letters, interview feedback, coaching responses) is provided for informational and assistive purposes only. Prentus does not guarantee the accuracy, suitability, or completeness of any AI-generated content. Users are solely responsible for reviewing, verifying, and exercising independent judgment before relying on or submitting any AI-generated output. Prentus expressly disclaims all liability for decisions made in reliance on AI-generated content.

7.3 Voice and Audio Processing

The AI Mock Interview feature processes your voice input in real time. By using this feature, you explicitly and affirmatively consent to:

• Recording and real-time transmission of your voice for speech-to-text transcription;
• Real-time video streaming via cloud infrastructure;
• Analysis of transcript content by Prentus's AI systems; and
• Storage of session transcripts and AI-generated feedback for the periods specified in our Privacy Policy.

Illinois Users: If you are located in Illinois, your voice data may constitute a biometric identifier under the Illinois Biometric Information Privacy Act (BIPA), 740 ILCS 14/1 et seq. By clicking to start an AI Mock Interview session, you provide the written, informed consent required under BIPA for the collection, storage, use, and transmission of your biometric data as described herein. You acknowledge that: (i) voice data is retained for no longer than 30 days following the session; (ii) session transcripts are retained for no longer than one (1) year; (iii) Prentus will not sell, lease, or trade your biometric data; and (iv) this consent covers the purposes described in these Terms and the Privacy Policy.

All Users: Biometric privacy laws exist in multiple U.S. states. If your state's law provides additional rights regarding biometric data, you retain those rights and may contact [email protected] to exercise them.

7.4 Advisory Nature of AI Assessments

The Platform uses AI to generate scores, recommendations, and resume assessments. These outputs are advisory only — they do not constitute binding decisions about employment eligibility, admission, or other consequential determinations. If an Institution uses Platform outputs as a factor in consequential decisions about students, the Institution bears full responsibility for ensuring such use complies with applicable law.

7.5 LinkedIn Data Processing

When you connect your LinkedIn account, you authorize Prentus to:

• Import profile data (experience, education, skills, summary, photo, headline) into your Prentus profile;
• Periodically monitor your LinkedIn profile for changes, including new employment entries;
• Use detected employment changes to create or update outcome records on behalf of your Institution; and
• Use data from person enrichment services (including Proxycurl) to supplement and verify LinkedIn profile information.

You may disconnect your LinkedIn account at any time through your account settings. Prentus's use of LinkedIn data is subject to LinkedIn's Terms of Service and API usage policies.

7.6 No Guarantee of Employment

Prentus makes no guarantee, express or implied, that use of the Platform, AI features, or any career services tools will result in employment, admission to any program, or any other specific outcome.

8. Content and Intellectual Property

8.1 Ownership of User Content

You retain ownership of all intellectual property rights in Content you submit to the Platform. By submitting Content, you grant Prentus a worldwide, non-exclusive, royalty-free, sublicensable license to:

• Store, host, and display your Content on the Platform;
• Process your Content to provide and improve the Services;
• Use anonymized and aggregated derivatives of your Content to train, improve, and develop AI models and Platform features; and
• Use your Institution's name and logo (if you are an Institution) in marketing materials and case studies, subject to prior written approval for specific uses.

This license does not grant Prentus the right to sell your individually identifiable Content to third parties or use it for purposes unrelated to the Platform.

8.2 Your Content Responsibilities

You represent and warrant that: (a) you own or have the necessary rights and licenses to submit your Content; (b) your Content does not infringe any third-party intellectual property rights; (c) your Content complies with applicable law; and (d) your Content does not contain malware, viruses, or harmful code. You agree to indemnify Prentus for any claims arising from your Content.

8.3 Prentus Intellectual Property

The Platform, including all software, designs, text, graphics, logos, interfaces, and compilations, is owned by Prentus or its licensors and is protected by U.S. and international intellectual property laws. Nothing in these Terms transfers any ownership of Prentus's intellectual property to you.

8.4 Feedback

If you provide suggestions, ideas, enhancement requests, or other feedback about the Platform ("Feedback"), you grant Prentus an irrevocable, non-exclusive, royalty-free, worldwide license to use, disclose, reproduce, sublicense, and incorporate such Feedback into any current or future product or service without compensation or attribution.

8.5 AI Training Data

Prentus may use anonymized and aggregated data derived from User activity to train, evaluate, and improve AI models used in the Platform. Prentus will not use individually identifiable personal data to train AI models for purposes unrelated to providing the Services to you, except as disclosed in the Privacy Policy.

9. Content Moderation and DMCA

9.1 Moderation

Prentus does not pre-screen User Content but reserves the right to remove, restrict, or disable access to Content that, in our sole discretion, violates these Terms, applicable law, third-party rights, or that we determine is harmful, offensive, or inappropriate. Removal of Content does not entitle Users to compensation.

9.2 DMCA Takedown Procedure

If you believe your copyrighted work has been infringed on the Platform, submit a written DMCA notice to:

DMCA Agent:

Prentus, Inc.

Attn: Legal / DMCA Agent

2905 Cascada Isles Way, Hollywood, FL 33024

Email: [email protected]

Your notice must include:

1. Identification of the copyrighted work alleged to be infringed;
2. Identification of the allegedly infringing material and its location on the Platform;
3. Your contact information (name, address, phone, email);
4. A statement of good faith belief that the use is not authorized;
5. A statement under penalty of perjury that the information is accurate and you are authorized to act; and
6. Your electronic or physical signature.

We will respond promptly to valid notices and may restore removed content following a valid counter-notification as described in 17 U.S.C. § 512(g).

10. Third-Party Services and Integrations

10.1 Third-Party Service Providers

The Platform integrates with third-party services to deliver core functionality. Our complete, current list of subprocessors and technology partners is maintained at trust.prentus.com/subprocessors. Key providers include:

Your use of these third-party services is additionally subject to their respective terms of service and privacy policies. Prentus is not responsible for the acts or omissions of third-party service providers beyond its contractual obligations to them.

10.2 Third-Party Links

The Platform may contain links to third-party websites. Such links are provided for convenience only. Prentus does not endorse, control, or assume responsibility for the content, privacy practices, or availability of any third-party site. YOUR USE OF THIRD-PARTY SITES IS AT YOUR OWN RISK.

10.3 Zapier and API Integrations

If you use Zapier or API-based integrations to connect Prentus with external applications, you are solely responsible for ensuring such integrations comply with applicable law and do not expose Platform data to unauthorized parties.

11. Payment Terms

11.1 Institution Subscriptions

Institutions pay fees as set forth in their Order Form or written subscription agreement. Unless otherwise specified:

• Subscriptions are invoiced as specified in the applicable Order Form;
• Payment is due within thirty (30) days of the invoice date;
• Payments are non-refundable except as expressly set forth in the applicable agreement;
• Prentus may charge interest on overdue amounts at the rate of 1.5% per month or the maximum permitted by law, whichever is lower; and
• All fees are exclusive of applicable taxes.

11.2 Taxes

Fees do not include taxes. You are responsible for all applicable sales, use, value-added, or similar taxes imposed by any taxing authority on services provided under these Terms.

11.3 Fee Changes

Prentus reserves the right to change pricing at any time. Any fee changes applicable to existing subscriptions will take effect at the time of renewal and Prentus will provide at least sixty (60) days' written notice.

11.4 Payment Processing

All payment processing is handled by Stripe, Inc. Your payment information is not stored on Prentus servers. By using payment features on the Platform, you agree to Stripe's Terms of Service and Privacy Policy.

12. Data Privacy and Security

12.1 Privacy Policy

Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

12.2 FERPA School Official Designation

For FERPA-covered Institutions, Prentus agrees to: (a) process Educational Records only under the Institution's direction and for purposes specified by the Institution; (b) not re-disclose Educational Records to third parties without required consents; (c) return or destroy Educational Records upon request or termination, as applicable; and (d) maintain reasonable security measures to protect Educational Records. Institutions are responsible for ensuring FERPA compliance in their use of the Platform.

12.3 Security

Prentus maintains a SOC 2 Type II certified information security program. Prentus implements administrative, technical, and physical security measures designed to protect your data. Our current security posture, controls, and certifications are documented at trust.prentus.com. No method of transmission over the Internet is 100% secure, and Prentus cannot guarantee absolute security.

12.4 Data Breach Notification

In the event of a security breach affecting your personal data, Prentus will notify you and applicable regulators as required by applicable law.

13. Employer-Institution Relationships

13.1 Relationship Ownership

Where an Institution has invited an Employer to the Platform, the relationship between that Institution and Employer is considered the Institution's proprietary relationship. Prentus will not directly solicit or independently contact such Employer for commercial purposes without the inviting Institution's express written consent.

13.2 Employer Access Across Portals

An Employer registered through one Institution's portal may use its credentials to access other Institution portals on the Platform. Each Institution independently controls its privacy settings and talent access permissions.

13.3 Talent Sharing Controls

Institutions control through platform settings: (a) whether profiles are visible to Employers; (b) whether anonymization features are applied; (c) whether Employer access requires Institution approval; and (d) which Employers are designated partners. Prentus is not responsible for talent exposure resulting from an Institution's deliberate configuration of its settings.

14. Disclaimers of Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;
• THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, TIMELY, SECURE, OR VIRUS-FREE;
• THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED;
• THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS;
• THAT AI-GENERATED CONTENT IS ACCURATE, COMPLETE, CURRENT, OR SUITABLE FOR ANY PURPOSE;
• THAT EMPLOYMENT OUTCOMES WILL RESULT FROM USE OF THE PLATFORM; OR
• THAT DATA STORED ON THE PLATFORM WILL NOT BE LOST OR CORRUPTED.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not fully apply to you.

15. Limitation of Liability

15.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PRENTUS, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES;
• COST OF SUBSTITUTE SERVICES; OR
• ANY OTHER INTANGIBLE LOSSES;

ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE PLATFORM, EVEN IF PRENTUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRENTUS'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO PRENTUS IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100).

15.3 Essential Basis

The parties acknowledge that the limitations of liability in this Section reflect an agreed allocation of risk and form an essential basis of the bargain between the parties. Prentus would not provide the Platform absent this limitation.

15.4 Exceptions

Nothing in these Terms excludes liability that cannot be limited by applicable law, including liability for fraud, fraudulent misrepresentation, willful misconduct, or gross negligence.

16. Indemnification

You agree to defend, indemnify, and hold harmless Prentus, its affiliates, and their respective officers, directors, employees, agents, licensors, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of or inability to use the Platform;
• Your Content, including any claim that it infringes third-party rights;
• Your violation of these Terms;
• Your violation of any applicable law or regulation;
• Your violation of any third party's rights, including privacy, intellectual property, or employment rights;
• Your Institution's non-compliance with FERPA, applicable student data privacy laws, or applicable state biometric privacy laws; or
• Any misrepresentation made by you to Prentus or to other users.

Prentus reserves the right to assume exclusive control of the defense of any matter subject to indemnification by you, and you agree to cooperate with Prentus's defense of such claims.

17. Dispute Resolution and Arbitration

17.1 Informal Resolution

Before initiating arbitration, you and Prentus agree to attempt informal resolution. You must email [email protected] with a written description of your claim. Prentus will attempt to resolve the dispute within sixty (60) days.

17.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform — including questions of arbitrability — will be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules (available at www.adr.org).

• The arbitration will be conducted in Wilmington, Delaware (or via videoconference at either party's request);
• The arbitrator will have authority to award any remedy available at law or equity;
• The arbitrator's decision is final and binding, and judgment may be entered in any court of competent jurisdiction.

17.3 CLASS ACTION WAIVER

YOU AND PRENTUS 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 OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS.

17.4 Exceptions to Arbitration

Either party may seek emergency injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.

17.5 Opt-Out

You may opt out of binding arbitration within thirty (30) days of first accepting these Terms by emailing [email protected] with "Arbitration Opt-Out" in the subject line, along with your name and account email address.

17.6 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Subject to the arbitration provisions above, any legal action or proceeding arising out of these Terms must be brought exclusively in the state or federal courts located in Wilmington, Delaware, and you irrevocably consent to the personal jurisdiction and venue of such courts.

18. Export Controls and Sanctions

The Platform and related technology may be subject to U.S. export control laws, including the Export Administration Regulations ("EAR"). You agree not to export, re-export, or transfer the Platform to: (a) any country subject to U.S. government embargo (including Cuba, Iran, North Korea, Russia, Syria, and the Crimea, Donetsk, and Luhansk regions); (b) anyone on the U.S. Treasury Department's Specially Designated Nationals List; or (c) anyone on the U.S. Commerce Department's Denied Persons or Entity Lists. By using the Platform, you represent that you are not located in, or a national or resident of, any such country or on any such list.

19. Miscellaneous

19.1 Entire Agreement

These Terms, together with the Privacy Policy and any applicable Order Form or written subscription agreement, constitute the entire agreement between you and Prentus regarding the Platform and supersede all prior agreements, representations, and understandings.

19.2 Modifications

Prentus may modify these Terms at any time by posting the revised Terms on the Platform and updating the "Last Updated" date. For material changes, Prentus will provide at least thirty (30) days' advance notice via email or prominent in-Platform notice. Your continued use of the Platform after the effective date constitutes your acceptance. If you do not agree, you must stop using the Platform.

19.3 Severability

If any provision of these Terms is held invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions will continue in full force.

19.4 Waiver

Prentus's failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision. Any waiver must be in writing signed by an authorized representative of Prentus.

19.5 Force Majeure

Neither party will be liable for delays or failures in performance resulting from causes beyond its reasonable control, including acts of God, internet outages, cyberattacks, labor disputes, pandemics, or government actions, provided that the affected party gives prompt written notice and uses reasonable efforts to mitigate the impact.

19.6 Assignment

Prentus may assign these Terms or any of its rights hereunder without notice, including in connection with a merger, acquisition, or sale of assets. You may not assign your rights or obligations under these Terms without Prentus's prior written consent. Any attempted assignment in violation of this provision is void.

19.7 Relationship of Parties

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, fiduciary duty, employment, or agency relationship.

19.8 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors and assigns. Nothing herein creates any rights in any third party.

19.9 Notices

All legal notices to Prentus must be sent to:

Prentus, Inc.

Attn: Legal Department

2905 Cascada Isles Way

Hollywood, FL 33024

Email: [email protected]

Phone: 786-280-0764

19.10 Accessibility

If you need these Terms in an alternative format due to a disability, please contact [email protected].