Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Gregory McCullough Enterprise, LLC, doing business as "AgentSkillVault" ("Company," "we," "us," or "our"), a limited liability company organized and existing under the laws of the State of New York, with its principal place of business at 55 Broadway-Greenlawn, Ste 512, Greenlawn, NY 11740. These Terms govern your access to and use of the website agentskillvault.ai and all associated digital products, skills, content, subscriptions, and services (collectively, the "Platform").

1. Acceptance of Terms

By creating an account, purchasing a product, subscribing to any tier, or otherwise accessing or using the Platform, you represent that you have the legal capacity to enter into binding contracts and agree to be fully bound by these Terms and our Privacy Policy and Cookies Policy, each of which is incorporated herein by reference. If you are accessing the Platform on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

Clickwrap Acceptance. At account creation and again at checkout, you will be required to affirmatively check a box confirming that you have read, understood, and agree to these Terms, the Privacy Policy, the Cookies Policy, and the No Refund Policy. This constitutes your electronic signature under the federal Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and forms a legally binding agreement. You may not access the Platform, create an account, or purchase any Digital Product without first providing this affirmative consent.

1A. Eligibility — Age 18+ Required

If you are under the age of 18, you are expressly prohibited from creating an account, submitting personal information, or making any purchase on the Platform. We do not knowingly collect personal information from minors. If we learn that we have collected personal information from a person under 18, we will promptly delete such information and terminate the associated account without refund.

We reserve the right to request age verification at any time and to immediately suspend or terminate any account that we reasonably believe belongs to a person under 18, without liability and without refund. Parents or guardians who believe a minor has accessed the Platform should contact us immediately at support@agentskillvault.ai.

2. Digital Products and Licenses

All skills, prompt frameworks, UGC templates, written guides, video content, and other materials available through the Platform (collectively, "Digital Products") are licensed, not sold. Upon purchase or subscription activation, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Digital Products solely for your own personal or internal business purposes, subject to these Terms.

You may not: (a) reproduce, distribute, sublicense, sell, resell, or otherwise transfer Digital Products to any third party; (b) use Digital Products to create competing products or services; (c) remove or alter any copyright notices, trademarks, or proprietary markings; (d) use Digital Products in any way that violates applicable laws or regulations; or (e) share account credentials or grant access to unauthorized users.

The Company reserves the right to update, modify, or discontinue any Digital Product at any time without notice. Active subscribers will retain access to content available during their subscription period.

3. Subscriptions and Billing

Subscription plans (Starter, Pro, Elite) are billed on a recurring monthly basis. By subscribing, you authorize us (through our payment processor, Stripe) to charge your payment method on a recurring basis at the then-current subscription rate until you cancel. You may cancel your subscription at any time through your account dashboard or by contacting support. Cancellation takes effect at the end of the current billing period.

We reserve the right to modify subscription pricing with at least 30 days' advance notice. Continued use of the Platform after a price change constitutes your acceptance of the new pricing.

4. NO REFUND POLICY

If you have a concern about a product you have purchased, please contact our client services team at support@agentskillvault.ai. We will make reasonable efforts to resolve legitimate issues, but the resolution of such issues does not include refunds or chargebacks of any kind.

Any chargeback or payment dispute filed without first contacting client services constitutes a material breach of these Terms and may result in immediate termination of your account and access to all purchased Digital Products, and may be subject to collection action for the full amount of the disputed charge plus any associated fees.

5. Limitation of Liability and Hold Harmless

IN NO EVENT SHALL THE COMPANY PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE TOTAL AMOUNT YOU PAID TO THE COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

6. Intellectual Property — All Rights Reserved

ALL RIGHTS RESERVED. The Platform and all of its contents, features, and functionality — including but not limited to all Digital Products, text, graphics, logos, images, audio, video, data compilations, software, and the design, selection, and arrangement thereof — are the exclusive property of Gregory McCullough Enterprise, LLC or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

No Digital Product or any portion of the Platform may be reproduced, duplicated, copied, sold, resold, distributed, republished, or otherwise exploited for any commercial or non-commercial purpose without the express prior written consent of the Company. Any unauthorized use terminates the license granted herein and may subject you to civil and criminal liability.

6A. DMCA Copyright Policy and Designated Agent

Gregory McCullough Enterprise, LLC d/b/a AgentSkillVault respects the intellectual property rights of others and expects users of the Platform to do the same. In accordance with the Digital Millennium Copyright Act of 1998 ("DMCA"), 17 U.S.C. § 512, we will respond expeditiously to claims of copyright infringement committed using the Platform that are reported to our Designated Copyright Agent, identified below.

Notice of Infringement. If you believe that any content on the Platform infringes a copyright you own or control, you may submit a written notification of claimed infringement ("DMCA Notice") to our Designated Agent. To be effective under 17 U.S.C. § 512(c)(3), your DMCA Notice must include substantially the following:

(a) a physical or electronic signature of the owner or a person authorized to act on behalf of the owner of the allegedly infringed right;

(b) identification of the copyrighted work claimed to have been infringed;

(c) identification of the allegedly infringing material and information reasonably sufficient to permit us to locate it on the Platform (e.g., a URL);

(d) your name, address, telephone number, and email address;

(e) a statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

(f) a statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the owner's behalf.

Counter-Notification. If content you posted was removed pursuant to a DMCA Notice, you may submit a counter-notification containing the elements required by 17 U.S.C. § 512(g)(3). Please be aware that under 17 U.S.C. § 512(f) you may be liable for damages, including costs and attorney's fees, if you knowingly and materially misrepresent that content was removed or disabled by mistake or misidentification.

Repeat Infringer Policy. In accordance with 17 U.S.C. § 512(i), we have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, the accounts of users who are deemed to be repeat infringers.

6B. Export Control, Sanctions, and Trade Compliance

The Digital Products, the Platform, and any related technology are subject to the export control and sanctions laws of the United States, including without limitation the U.S. Export Administration Regulations (15 C.F.R. Parts 730–774) administered by the U.S. Department of Commerce Bureau of Industry and Security ("EAR"), and the economic sanctions programs administered by the U.S. Department of the Treasury Office of Foreign Assets Control ("OFAC").

You agree that you will not, directly or indirectly, export, re-export, transfer, release, download, or make available any Digital Product, nor access or use the Platform:

(a) into, or to a national or resident of, any country or territory subject to a comprehensive U.S. trade embargo or sanctions program (currently including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, Luhansk, and Zaporizhzhia and Kherson regions of Ukraine);

(b) to any individual or entity on the U.S. Treasury Department's List of Specially Designated Nationals and Blocked Persons (the "SDN List"), the U.S. Commerce Department's Denied Persons List, Entity List, or Unverified List, or any other restricted party list maintained by the U.S. government or the government of any other jurisdiction;

(c) for any end use prohibited by U.S. law, including without limitation the design, development, production, stockpiling, or use of nuclear, chemical, or biological weapons, missiles, rocket systems, unmanned aerial vehicles, or any weapon of mass destruction;

(d) in any manner that would cause the Company to violate any applicable export control, sanctions, or anti-boycott law.

Representations and Warranties. You represent and warrant that: (i) you are not located in, under the control of, or a national or resident of any embargoed or restricted country; (ii) you are not listed on any U.S. government list of prohibited or restricted parties; (iii) you will not use the Platform or any Digital Product for any purpose prohibited by applicable export control or sanctions law; and (iv) you will comply with all applicable U.S. and international trade laws, including the EAR, OFAC regulations, and the Foreign Corrupt Practices Act.

You agree to indemnify and hold the Company Parties harmless from any violation of this Section by you or any person acting on your behalf, including any resulting fines, penalties, legal fees, and enforcement actions.

7. User Accounts and Responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately at support@agentskillvault.ai of any unauthorized use of your account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with this obligation.

You agree not to use the Platform for any unlawful purpose, to violate any applicable laws or regulations, to infringe the rights of any third party, to transmit any harmful, offensive, or misleading content, or to engage in any conduct that restricts or inhibits any other user's use or enjoyment of the Platform.

8. Disclaimer of Warranties

THE PLATFORM AND ALL DIGITAL PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY 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. THE COMPANY DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE PLATFORM IS ENTIRELY AT YOUR OWN RISK.

9. Indemnification

You agree to defend, indemnify, and hold harmless Gregory McCullough Enterprise, LLC and its members, officers, employees, agents, contractors, licensors, service providers, successors, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of the Platform or Digital Products; (b) your violation of these Terms; (c) your violation of any third-party rights; or (d) any claim that your use of Digital Products caused damage to a third party.

10. Dispute Resolution — Binding Arbitration

Agreement to Arbitrate. You and the Company agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or any Digital Product (collectively, "Disputes") shall be resolved by final and binding individual arbitration, rather than in court, except as provided below. This agreement to arbitrate applies to all Disputes whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory.

Arbitration Rules and Venue. Arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association ("AAA") then in effect, except as modified by this Section. The arbitration shall be conducted in the State of New York, with the seat of arbitration in New York County, New York, unless the parties mutually agree to another location or to conduct the arbitration remotely.

Governing Law. These Terms and any Dispute shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. For matters not subject to arbitration, you consent to the exclusive personal jurisdiction and venue of the state and federal courts located in New York County, New York.

Class Action Waiver. YOU AND THE COMPANY EACH WAIVE ANY RIGHT TO BRING CLAIMS AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, MASS ACTION, OR REPRESENTATIVE PROCEEDING. Each party must bring Disputes only in its individual capacity.

Exceptions. Either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction in New York to prevent actual or threatened infringement or misappropriation of intellectual property rights, pending resolution by arbitration.

Informal Resolution. Before initiating arbitration, you must first contact us at support@agentskillvault.ai with a written description of the Dispute and give us 30 days to attempt informal resolution. We will attempt to resolve the Dispute informally before arbitration is commenced.

11. Termination

We reserve the right to terminate or suspend your account and access to the Platform at our sole discretion, with or without cause, and with or without notice, including for violation of these Terms. Upon termination, all licenses granted to you hereunder will immediately cease, and you must cease all use of the Platform and Digital Products. Provisions of these Terms that by their nature should survive termination shall survive, including Sections 5, 6, 9, 10, and 11.

12. Modifications to Terms

We reserve the right to update or modify these Terms at any time in our sole discretion. We will notify you of material changes by posting the revised Terms on this page with an updated "Last Updated" date. Your continued use of the Platform after the effective date of any changes constitutes your acceptance of the revised Terms. It is your responsibility to review these Terms periodically.

13. Severability and Entire Agreement

If any provision of these Terms is held invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed from these Terms, and the remaining provisions shall continue in full force and effect.

These Terms, together with our Privacy Policy and Cookies Policy, constitute the entire agreement between you and the Company with respect to your use of the Platform and supersede all prior or contemporaneous understandings and agreements, whether oral or written.

14. Contact — Client Services

For questions about these Terms, billing issues, product concerns, or any other matter, please contact our client services team. We are committed to resolving issues promptly and professionally.