Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Arcbound Logic LLC, a limited liability company ("Arcbound Logic," "we," "our," or "us"). These Terms govern your access to and use of the website located at arcboundlogic.com (the "Site") and all services, software, tools, and content made available by Arcbound Logic (collectively, the "Services").

BY ACCESSING OR USING THE SITE OR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SITE OR SERVICES.

1. Description of Services

Arcbound Logic provides the following services and products (currently or as announced):

• EV Fleet Transition Consulting: Advisory services for small and mid-sized business fleet operators navigating commercial vehicle electrification, including fleet analysis, TCO modeling, infrastructure planning, battery health monitoring, and IRA regulatory compliance assistance.
• ElectraTorque V3 (Software — Pending Launch): A physics-based electric vehicle simulation platform providing real-time motor, battery, BMS, and thermal simulation; route simulation; and fleet cost analysis tools.
• Arcbound Logic Edu Suite (Software — Pending Launch): An educational simulation suite branching from ElectraTorque V3, designed for instructors and trainees, featuring EV motion and thermal simulation, built-in fault injection, and instructor-led modules.

The specific scope and deliverables of consulting engagements are defined in separate written agreements (e.g., Statement of Work, Service Agreement) between Arcbound Logic and the client. These Terms apply to Site access and general service interactions. Consulting agreements supersede these Terms with respect to specific engagement terms.

2. Eligibility and Account Registration

By using the Site or Services, you represent and warrant that:

• You are at least 18 years of age;
• You have the legal capacity and authority to enter into these Terms on your own behalf or on behalf of the organization you represent;
• Your use of the Services complies with all applicable laws and regulations; and
• All information you provide to us is accurate, current, and complete.

If you register for an account (including waitlists), you are responsible for maintaining the security of your credentials and for all activity under your account. Notify us immediately of any unauthorized use.

3. Use of the Site and Services

3.1 Permitted Use

You may access and use the Site and Services for lawful purposes consistent with these Terms. Specifically, you may:

• Browse informational content on the Site;
• Submit contact forms, fleet audit inquiries, and product waitlist registrations;
• Access and use software products or consulting deliverables you have been licensed or contracted to use.

3.2 Prohibited Conduct

You agree not to:

• Use the Site or Services for any unlawful purpose or in violation of any applicable law or regulation;
• Scrape, crawl, or systematically extract data from the Site without our express written permission;
• Attempt to gain unauthorized access to any portion of the Site, our systems, or third-party systems accessible through the Site;
• Transmit viruses, malware, or any harmful code through the Site;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any Arcbound Logic software;
• Use the Services to develop a competing product or service;
• Misrepresent your identity or affiliation with any person or organization;
• Harass, threaten, or harm any person through use of the Services;
• Interfere with or disrupt the integrity or performance of the Site or its hosting infrastructure.

4. Intellectual Property

4.1 Arcbound Logic Content

All content on the Site — including text, graphics, logos, images, software, data models, simulation algorithms, educational materials, and the compilation thereof ("Content") — is owned by or licensed to Arcbound Logic and is protected by applicable copyright, trademark, trade secret, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and view the Content solely for your personal or internal business purposes in connection with evaluating or using the Services. This license does not include the right to:

• Reproduce, distribute, or publicly display the Content;
• Modify, create derivative works from, or sublicense the Content;
• Use Arcbound Logic's trademarks, logos, or brand elements without written permission.

4.2 Your Submissions

By submitting information through the Site (e.g., contact forms, fleet data, feedback), you grant Arcbound Logic a non-exclusive, worldwide, royalty-free license to use such information solely to provide and improve the Services and to respond to your inquiry. You represent that you have the right to submit such information.

4.3 Feedback

If you provide suggestions, ideas, or feedback about the Services ("Feedback"), you grant Arcbound Logic an irrevocable, perpetual, royalty-free right to use such Feedback without restriction or compensation to you.

5. Consulting Services — Additional Terms

Consulting engagements are governed by a separate written agreement that will specify deliverables, fees, timelines, and other terms. The following general provisions apply to all consulting relationships:

• Not legal or tax advice: Arcbound Logic is not a law firm or licensed accounting firm. Information we provide regarding IRA credits, tax incentives, or regulatory compliance is analytical and informational in nature. You should consult a qualified tax attorney or CPA before making decisions based on tax credit analyses.
• No guarantee of results: Fleet electrification outcomes depend on many factors outside our control (utility availability, vehicle supply, regulatory changes). We provide analysis based on currently available data; we make no guarantees of specific cost savings, credit amounts, or outcomes.
• Client cooperation: Accurate analysis depends on data you provide. You represent that data and information you share with us is accurate and you authorize us to use it for the engagement.

6. Software Products — Additional Terms

ElectraTorque V3 and the Edu Suite are in development. Upon launch, use will be governed by a separate End User License Agreement (EULA). The following general provisions apply to any early access or beta versions:

• Software is provided "AS IS" during any beta or early access period;
• Features, interfaces, and simulation parameters may change without notice;
• You may not reproduce, distribute, or publicly share outputs from beta software without written consent;
• Waitlist registration confers no right to access and does not constitute a purchase or license agreement.

7. Fees and Payment

The informational content of the Site is provided at no charge. Consulting services and software products are provided for fees described in separate agreements. Unless otherwise stated:

• All fees are in U.S. dollars;
• Invoices are due within 30 days unless otherwise agreed;
• Late payments may be subject to interest at 1.5% per month or the maximum rate permitted by law, whichever is less;
• Fees are non-refundable except as expressly stated in a written agreement or required by law.

8. Third-Party Links and Content

The Site may contain links to external websites (e.g., IRS.gov, AFDC, government databases). These links are provided for convenience and informational purposes only. Arcbound Logic does not control and is not responsible for the content, privacy practices, or availability of third-party websites. Linking to a site does not imply endorsement.

9. Disclaimer of Warranties

THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS 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.

ARCBOUND LOGIC DOES NOT WARRANT THAT: (A) THE SITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (B) DEFECTS WILL BE CORRECTED; (C) THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) ANY INFORMATION, INCLUDING TAX CREDIT ANALYSES, WILL BE ACCURATE, COMPLETE, OR UP TO DATE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARCBOUND LOGIC AND ITS MEMBERS, MANAGERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION — ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL ARCBOUND LOGIC'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO ARCBOUND LOGIC IN THE 12 MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

Some jurisdictions do not allow exclusion or limitation of certain damages; the above limitations may not apply to you in full.

11. Indemnification

You agree to defend, indemnify, and hold harmless Arcbound Logic and its members, managers, employees, and agents from and against any claims, damages, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Site or Services; (b) your violation of these Terms; (c) your violation of any third-party right; or (d) any data or information you provide to us.

12. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State in which Arcbound Logic LLC is organized, without regard to conflict of law principles. Any dispute arising under these Terms shall be resolved as follows:

1. Informal resolution: You agree to first contact us at legal@arcboundlogic.com and attempt to resolve the dispute informally for at least 30 days.
2. Binding arbitration: If informal resolution fails, disputes shall be resolved by binding individual arbitration administered by JAMS under its applicable rules. The arbitration shall be conducted in English. Each party shall bear its own costs unless the arbitrator awards otherwise.
3. Class action waiver: You waive any right to participate in a class action lawsuit or class-wide arbitration against Arcbound Logic.
4. Exceptions: Either party may seek injunctive or other equitable relief in a court of competent jurisdiction for matters involving intellectual property infringement or unauthorized access.

13. Modifications to Terms

We reserve the right to modify these Terms at any time. We will post the revised Terms on this page with an updated "Last Updated" date. Material changes will be communicated via a notice on the Site or by email (if you have provided one). Your continued use of the Services after the effective date of changes constitutes acceptance of the revised Terms.

14. Termination

We may suspend or terminate your access to the Site or Services at any time, with or without cause, with or without notice, for conduct that we believe violates these Terms or is harmful to other users, Arcbound Logic, or third parties. Upon termination, your license to use the Services and Content immediately ceases. Sections 4, 7, 9, 10, 11, 12, and 15 shall survive termination.

15. General Provisions

• Entire Agreement: These Terms, together with any applicable consulting or software agreement and our Privacy Policy, constitute the entire agreement between you and Arcbound Logic regarding the Services.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force.
• Waiver: Our failure to enforce any provision is not a waiver of our right to enforce it in the future.
• Assignment: You may not assign your rights under these Terms without our written consent. We may assign our rights without restriction.
• Force Majeure: Arcbound Logic is not liable for delays or failures caused by events outside our reasonable control, including natural disasters, government actions, utility failures, or internet disruptions.
• No Agency: Nothing in these Terms creates a joint venture, partnership, employment, or agency relationship between you and Arcbound Logic.

16. Contact Information

For legal inquiries or questions about these Terms, please contact: