Terms of Use and Service

These Terms of Use and Service ("Terms") are a legal contract between you (either you as an individual or the entity or organization on whose behalf you are entering into these Terms) and BroadNarrow Labs, LLC, a Texas limited liability company ("BroadNarrow Labs," "Company," "us," "we," or "our"), governing your access to and use of the website located at www.ipindex.ai and any other websites we operate (collectively, the "Website") and the intellectual property research and search report services we provide (collectively, the "Services"). The Website and Services together are referred to as the "Platform."

In these Terms, references to our "affiliates" mean any entity that controls, is controlled by, or is under common control with BroadNarrow Labs.

01Important Notices About the Services

1.1 BroadNarrow Labs Is Not a Law Firm

BroadNarrow Labs is not a law firm. We do not practice law, do not provide legal services, and do not provide legal advice or legal opinions. No attorney-client relationship is formed by your use of the Platform, by your communications with us, or by your engagement of any Services. Information you provide to us is not protected by the attorney-client privilege.

If you require legal advice (including any opinion as to the legal effect of a record, the validity of an assignment, the perfection or priority of a security interest, the enforceability of intellectual property rights, or the strategic implications of any finding in a Report), you must consult a licensed attorney in the appropriate jurisdiction.

1.2 What Our Reports Are

Our Services produce written research outputs (each, a "Report"). A Report is a data aggregation and search report based on publicly available records, primarily those published by the United States Patent and Trademark Office ("USPTO"), the United States Copyright Office ("USCO"), and other public sources. A Report is not a legal opinion, title insurance, an attorney work product, or a guaranty of completeness or accuracy.

Each Report includes a "limitations" disclosure section identifying material categories of information that were not searched. You are responsible for reviewing that section and engaging additional searches or counsel as appropriate to your matter.

1.3 Categories of Information Not Searched

Unless expressly stated in writing for a particular engagement, our Services and Reports do not include and do not search:

• Unpublished pending patent applications (which are confidential by law);
• Pending copyright applications and pending recordations not yet processed by the USCO;
• State Uniform Commercial Code (UCC) filings;
• Bankruptcy court filings or dockets;
• State or federal court litigation, judgments, or liens;
• Tax liens, judgment liens, or other non-IP encumbrances;
• Foreign (non-U.S.) intellectual property registries or recordation systems;
• Private contracts, side letters, escrow agreements, or unrecorded transfers; or
• Any analysis or conclusion of law.

USPTO and USCO recordation is ministerial: a recorded document is filed in the public record but recordation alone does not determine legal title, priority, or the enforceability of any interest. You must not rely on a Report as a substitute for legal title verification, a perfected security interest search, or formal legal due diligence.

1.4 AI-Assisted Research

We use artificial intelligence and large language model tooling as part of our research and drafting process. AI systems can produce errors, omissions, hallucinations, or misclassifications. Every Report is reviewed by a human professional before delivery, but human review is not a guarantee of completeness or accuracy. You acknowledge and accept the inherent limitations of AI-assisted research.

02Information You Provide

In addition to these Terms, your use of the Platform is governed by our Privacy Policy, which is posted on the Website and incorporated by reference into these Terms. You agree that our collection, use, and sharing of personal information will be as set forth in the Privacy Policy, which we may amend from time to time. Information other than personal information is not subject to the Privacy Policy and may be used by us without restriction.

You agree that we have unlimited rights to use any non-personal information you provide for any purpose. Such information will be deemed non-confidential unless we have agreed in writing (e.g., in a signed engagement letter or master services agreement) to treat it otherwise.

03Accessing the Platform

When accessing the Platform you are prohibited from:

• Using or attempting to use spiders, robots, scrapers, headless browsers, or any other automated extraction or navigation tool except for an ordinary single-user web browser;
• Aggregating, copying, duplicating, mirroring, or republishing any of the content or materials available on the Platform, except for the small amount of content temporarily required for an ordinary single use of the Website;
• Accessing data or systems not intended for you;
• Using the Platform to develop, train, or improve a competing product, service, model, or dataset;
• Reverse engineering, decompiling, or attempting to extract the source code, models, prompts, or workflow of the Platform; or
• Using the Platform for the purpose of competing with us or our affiliates.

Some pages or features of the Platform may require a username and password that you create (your "Account"). You are responsible for maintaining the confidentiality of your Account credentials and are fully and solely responsible for all activities that occur under your Account. You agree to notify us immediately at info@ipindex.ai of any unauthorized use of your Account.

By accessing the Platform and using an Account, you agree:

• You represent and warrant that you are legally entitled to enter into these Terms and to use the Platform.
• You represent and warrant that you are at least 18 years old.
• You will provide accurate, true, and current information when registering and will keep it current. We may use third-party services to verify the information you provide, and you authorize us to request, receive, use, and store such information.
• You will not allow any other person to access or use your Account; if your Account is held by an entity, only persons within that entity authorized by you may access or use it.
• You will comply with all applicable federal, state, and local laws.
• You will not share your password or login credentials.
• You will not use the Platform for any illegal or unauthorized purpose.
• You will not transmit worms, viruses, or any code of a destructive nature.
• You will not abuse, harass, threaten, harm, or impersonate any other user or any of our personnel or affiliates.
• You will not use as a username a name or trademark that is subject to the rights of any other person without authorization.
• You will not post content that is hateful, threatening, pornographic, obscene, abusive, unlawful, harassing, racially or ethnically offensive, libelous, or defamatory.
• You will not access the data or content of other users unless authorized.

Any use of the Platform in violation of these Terms may result in termination or suspension of your Account or your access. We also reserve the right to seek any other remedies available to us at law or in equity.

04Engagement of Services and Reports

Access to the Website does not create any obligation by us to perform Services for you. Engagement of the Services for any specific Report is subject to our acceptance and, at our discretion, may be evidenced by a separate engagement letter, statement of work, or master services agreement (each, an "Engagement Agreement"). In the event of any conflict between these Terms and an executed Engagement Agreement, the Engagement Agreement will control with respect to the Services described therein.

4.1 Scope; Inputs

You are responsible for clearly defining the scope of any requested Report, including the entities, asset types, time periods, and any specific exclusions. You are responsible for the accuracy and completeness of any inputs you provide (e.g., entity names, prior names, subsidiaries, registration numbers).

4.2 Delivery

We will use commercially reasonable efforts to deliver Reports within the timelines indicated on the Website or in the applicable Engagement Agreement, but all delivery dates are estimates and not guarantees.

4.3 Ownership of Reports

Subject to your full payment of all fees, each Report (excluding the Retained Materials defined below) shall be considered a "work made for hire" for you under the U.S. Copyright Act to the maximum extent permitted by law. To the extent any portion of the Report does not so qualify as a work made for hire, BroadNarrow Labs hereby irrevocably assigns to you all right, title, and interest in and to the Report, including all copyrights therein, effective upon receipt of full payment.

We retain all right, title, and interest in and to (collectively, the "Retained Materials"): (a) our underlying methodologies, software, prompts, models, templates, workflows, tools, search infrastructure, and know-how used to generate the Report, including any improvements thereto; (b) any pre-existing materials of BroadNarrow Labs incorporated into the Report; and (c) any de-identified, aggregated, or anonymized derivatives created in accordance with Section 6.

To the extent any Retained Materials are embedded in or necessary to use the Report, we grant you a perpetual, worldwide, non-exclusive, royalty-free license to use those Retained Materials solely as embedded in the Report and for the purposes for which the Report was commissioned.

You grant us a non-exclusive, royalty-free, perpetual, irrevocable license to retain a copy of the Report and to use it (i) to perform any ongoing obligations to you under an Engagement Agreement, such as Q&A support or bring-down searches; (ii) for our internal quality assurance, personnel training, and improvement of our Retained Materials; (iii) to defend ourselves in any claim or proceeding relating to the Report; and (iv) as required by law.

Notwithstanding your ownership of the Report, you agree that you will not:

• Resell or commercially redistribute the Report as a stand-alone product or service;
• Use the Report or any Retained Materials embedded therein to develop, train, or improve any artificial intelligence model or any product or service that competes with BroadNarrow Labs; or
• Remove or alter any source citation, disclaimer, or limitation notice contained in the Report.

05Fees and Payment

You acknowledge that use of the Services requires payment of fees, as set forth on the Website or in the applicable Engagement Agreement.

Pricing on the Website is indicative and subject to change. The fees applicable to a particular engagement will be those set forth in the Engagement Agreement or otherwise agreed in writing.

Unless otherwise stated in an Engagement Agreement:

• Fees are due and payable upon invoice;
• Fees are non-refundable once a Report has been delivered;
• Fees do not include applicable taxes, which are your responsibility;
• Overdue amounts accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law; and
• We may suspend Services and withhold delivery of Reports for any past-due amounts.

If we accept payment by credit card or other electronic payment method, you authorize us and our payment processors to charge the payment method on file for amounts owed. You represent and warrant that you have the legal right to use any payment method you supply and that the information you supply is true, correct, and complete.

Your selection of a "Confirm," "Place Order," "Submit Request," or similar button on the Website (or your countersignature on an Engagement Agreement) constitutes your electronic signature, which is the legal equivalent of your manual signature.

We reserve the right to refuse or cancel any order or engagement at any time, including for reasons of suspected fraud, conflict of interest, sanctions or export controls, applicable law, or our own conflicts and intake review processes.

06Confidentiality

Each party will protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information of like sensitivity, but in no event less than reasonable care. "Confidential Information" means non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") that is identified as confidential or that, given the circumstances of disclosure, should reasonably be understood to be confidential.

Confidential Information does not include information that:

• Is or becomes publicly available through no breach of these Terms;
• Was rightfully known to the Receiving Party without restriction prior to disclosure;
• Is rightfully obtained by the Receiving Party from a third party without restriction; or
• Is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information.

The Receiving Party may disclose Confidential Information as required by law or court order, provided that, to the extent legally permitted, it gives the Disclosing Party prompt notice and a reasonable opportunity to seek a protective order.

Notwithstanding the foregoing, we may use de-identified, aggregated, or anonymized information about Platform usage, Report inputs, and Report outputs to improve the Services, our internal models, and our search methodologies, provided such use does not identify you or any specific matter.

07Intellectual Property

The Platform, including all software, models, prompts, workflows, methodologies, designs, layouts, text (other than Reports), graphics, logos, images, and all related intellectual property rights, is owned by BroadNarrow Labs and its licensors and is protected by U.S. and foreign copyright, trademark, trade secret, and other laws.

"BroadNarrow Labs," "IPIndex," and our logos and trade dress are our trademarks and may not be used without our prior written consent.

Subject to your full payment of fees and compliance with these Terms, you own the copyright in the specific written Report delivered to you, except that we retain all rights in (a) the underlying methodologies, software, prompts, models, templates, workflows, and tools used to generate the Report; (b) any pre-existing materials incorporated into the Report; and (c) any de-identified, aggregated, or anonymized derivatives created in accordance with Section 6.

You retain any and all rights to any content, data, or materials that you submit to the Platform ("User Materials"). By submitting User Materials, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, store, transmit, and create derivative works of the User Materials for the limited purpose of (i) providing the Platform and Services to you, (ii) operating, securing, and improving the Platform, and (iii) complying with law. You represent and warrant that you have the right to submit any User Materials and that doing so does not infringe or violate any third-party right.

We have the right but not the obligation to monitor, edit, or remove User Materials. We are not responsible for any User Materials and may reject or delete User Materials in our sole discretion.

08Links to Other Websites

The Platform may contain links to third-party websites or services that are not owned or controlled by us, including the websites of the USPTO, the USCO, and any other public records repositories we cite as sources. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. The fact that we link to a third-party site does not mean we endorse it.

You expressly relieve us and our affiliates from any liability arising from your use of any third-party website. We strongly advise you to read the terms of use and privacy policies of any third-party websites you visit.

09Termination

We may terminate or suspend your access to the Platform immediately, without prior notice or liability, in our sole discretion, for any reason, including a breach of these Terms.

You may terminate your use of the Platform at any time by ceasing to use it and (if you have an Account) by closing your Account.

Termination does not release you from any obligations (including obligations to pay fees) incurred prior to termination, and we may retain and continue to use, for our internal purposes, any information previously provided by you for purposes of enforcing such obligations and complying with our legal obligations.

All provisions of these Terms which by their nature should survive termination, including, without limitation, ownership, confidentiality, warranty disclaimers, indemnity, limitation of liability, arbitration, and governing law, will survive termination.

10Indemnification

You will defend, indemnify, and hold harmless BroadNarrow Labs and its affiliates, related companies, licensees and licensors, and their employees, contractors, agents, investors, officers, directors, and members (collectively, the "Company Entities"), from and against any and all claims, damages, obligations, losses, liabilities, settlements, awards, penalties, costs, debts, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your access to or use of the Platform or any Report;
• Your breach of these Terms;
• Any User Materials or other materials you provide to us;
• Any decision, transaction, or other action that you, your client, or any third party takes in reliance on a Report;
• Any allegation that your use of a Report or User Materials infringes, misappropriates, or otherwise violates the rights of any person or entity; or
• Your violation of any law.

You will notify us immediately of any unauthorized use of your Account or any other security breach known to you that may affect the security of the Platform.

11Disclaimers; Limitation of Liability

11.1 As-Is

11.2 No Reliance for Legal, Investment, or Financial Decisions

11.3 Sole Remedy

11.4 Limitation of Liability

To the maximum extent permitted by applicable law:

11.5 Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages. To the extent any such limitation is not enforceable in your jurisdiction, the limitations in this Section 11 will apply to the maximum extent permitted by applicable law.

12Binding Arbitration

Any and all disputes or claims that have arisen, or may arise, between you and BroadNarrow Labs that relate in any way to or arise out of these Terms (or any prior versions), your use of or access to the Platform, the actions of BroadNarrow Labs or its agents, or any Services, Reports, or transactions on or through the Platform, will be resolved exclusively through binding and final arbitration.

The arbitration will be administered by the American Arbitration Association ("AAA") under the AAA's Commercial Arbitration Rules. The arbitration hearing will be held in Austin, Travis County, Texas, or, at the election of the party seeking arbitration, by videoconference. The arbitration will be conducted by a single arbitrator. Within thirty (30) days of initiation of the arbitration, the parties will jointly appoint one arbitrator; if they cannot agree, the AAA will appoint the arbitrator pursuant to its rules.

The arbitrator's award will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. Each party will bear its own attorneys' fees and costs unless the arbitrator finds that the claim was frivolous or brought in bad faith, in which case the arbitrator may shift fees and costs to the non-prevailing party to the extent permitted by applicable law.

Carve-Outs. Notwithstanding the foregoing, either party may bring an action in a court of competent jurisdiction (a) for injunctive or equitable relief to protect its intellectual property rights or Confidential Information, or (b) in small-claims court for claims within the jurisdictional limits of that court.

13Governing Law and Venue

These Terms are governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict-of-law principles. Subject to Section 12 (Binding Arbitration), any legal proceeding permitted to be brought in court must be brought solely in the state or federal courts located in Travis County, Texas, and you consent to the personal jurisdiction of, and venue in, such courts and waive any objection as to inconvenient forum.

14Changes to These Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least thirty (30) days' advance notice (e.g., by email or by posting a notice on the Website) before the new Terms take effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use the Platform after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, you must cease using the Platform.

15Miscellaneous

Independent Contractors. Neither party is an employee, legal agent, partner, or joint venturer of the other. Neither party is authorized to make commitments on behalf of the other unless expressly stated in writing.

Assignment. You may not assign or transfer these Terms or any of your rights or obligations under them, in whole or in part, without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this provision is void.

No Third-Party Beneficiaries. Other than the Company Entities, no person or entity is a third-party beneficiary of these Terms.

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

Severability. If any provision of these Terms is held to be invalid or unenforceable by a court or arbitrator, the remaining provisions will remain in full force and effect to the maximum extent permissible.

Entire Agreement. These Terms (together with the Privacy Policy and any executed Engagement Agreement) constitute the entire agreement between you and BroadNarrow Labs regarding the Platform and the Services and supersede all prior or contemporaneous communications, proposals, and agreements regarding the same. These Terms may not be modified orally or by our acceptance of any offer from you that purports to vary them.

Construction. Headings are for convenience only. "Including" means "including without limitation." Singular and plural forms include each other. References to a party include its successors and permitted assigns.

Force Majeure. Neither party will be liable for any delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government action, public health emergencies, labor disputes, telecommunications or internet failures, or third-party data source outages.

Government Restrictions. You will comply with all applicable U.S. and foreign export control, sanctions, and anti-corruption laws. You represent that you are not located in, ordinarily resident in, or organized under the laws of any jurisdiction subject to comprehensive U.S. sanctions, and you are not on any U.S. government list of restricted parties.

16Contact Us

If you have any questions about these Terms, please contact us at:

BroadNarrow Labs, LLC
14205 N Mo Pac Expy, Ste 570 PMB 795018
Austin, Texas 78728-6529
Email: info@ipindex.ai