Terms of Use

1. Acceptance & Contractual Hierarchy

1.1 Binding Agreement

These Terms of Use (“Terms”) constitute a legally binding agreement between you (“User,” “Client,” or “you”) and Equedu LLC, a Delaware Limited Liability Company (“Equedu,” “we,” or “us”). By accessing the Site, creating an account, or purchasing services, you affirm that you have read, understood, and agree to be bound by these Terms.

1.2 Contractual Hierarchy (Order of Precedence)

Equedu’s relationship with you is governed by a suite of documents. In the event of a direct conflict between the provisions of these documents, the following order of precedence shall apply:

1. Any signed Master Service Agreement (MSA) or Statement of Work (SOW);
2. The Equedu Admissions Disclaimer (regarding refund and outcome policies); and
3. These Terms of Use.

1.3 Electronic Signature

You acknowledge that your electronic “click-to-accept” or the act of making a payment constitutes a binding electronic signature under the U.S. ESIGN Act and the Uniform Electronic Transactions Act (UETA).

1.4 Modifications

Equedu reserves the right to modify these Terms at any time. Continued use of the Site following the “Last Updated” date constitutes acceptance of the new Terms.

2. Intellectual Property & Proprietary Methodology

2.1 Ownership of Proprietary Technology

All algorithms, predictive models, strategy frameworks, logic trees, and curated insights provided on the Site (collectively, the “Proprietary Technology”) are the exclusive property of Equedu. This ownership extends to all Derivative Works, modifications, or improvements, whether created by Equedu or suggested by the User.

2.2 Limited Use License

Equedu grants the User a personal, non-exclusive, non-transferable, and revocable license to access the Proprietary Technology solely for personal, non-commercial admissions counseling purposes.

2.3 AI Training & Prompt Engineering Prohibition

You are strictly prohibited from using any Site Content, data outputs, or “logic flows” to train, test, or fine-tune any artificial intelligence or machine learning model. Furthermore, “Prompt Injection” or any attempt to reverse-engineer the underlying instructions of Equedu’s tools is a material breach.

2.4 Anti-Scraping & Data Integrity

Any automated or manual “scraping,” “crawling,” or “spidering” of data insights, school lists, or strategy frameworks is strictly prohibited.

2.5 Liquidated Damages

User acknowledges that a breach of Section 2 causes irreparable harm to Equedu’s trade secrets. User agrees that Equedu shall be entitled to seek immediate injunctive relief. Furthermore, User agrees that $10,000.00 per day of unauthorized access is a reasonable pre-estimate of damages and not a penalty. Specific damage calculations and recovery metrics are set forth in the Master Service Agreement.

2.6 Non-Solicitation of Human Capital

During the term of service and for a period of twenty-four (24) months thereafter, User shall not solicit or hire any employee or independent contractor of Equedu. Violation of this section subjects User to a significant liquidated Placement Fee as defined in the Master Service Agreement.

3. Academic Integrity & Ethical Conduct

3.1 The “Collaboration Boundary”

Equedu operates on a feedback-only model. Our services consist of strategic brainstorming, structural editorial suggestions, and Socratic coaching. Equedu does not provide ghostwriting services. User expressly warrants they are the sole author of all submitted materials.

3.2 External AI & Detection Risk

The use of third-party Generative AI (e.g., ChatGPT) is a personal choice. Equedu provides no warranty that content will pass “AI Detection” software. User assumes all risk regarding the impact of AI-generated content on their admissions outcomes.

3.3 Duty of Candor & Termination

Equedu reserves the right to terminate the relationship immediately, without refund, if Equedu determines the User has engaged in plagiarism, provided fraudulent information, or violated the National Association for College Admission Counseling (NACAC) ethical standards. Procedural details regarding termination for cause are governed by the Master Service Agreement.

4. Data Usage & Research Rights

4.1 License to De-Identified Data

User grants Equedu a perpetual, irrevocable license to use De-Identified Data for refining predictive algorithms and conducting internal academic research.

4.2 Ownership of Insights & Metadata

User acknowledges that while they own their personal information, Equedu exclusively owns all “Insights” and “Metadata” generated from the analysis of User data.

5. Admissions & Independence Disclaimers

5.1 No Guarantee of Outcome

Equedu makes no guarantee, express or implied, that the use of the Site or services will result in admission to any specific university.

5.2 Independent Advisory Status

Equedu LLC is a private, independent firm. We maintain no affiliation, endorsement, or partnership with the College Board, ACT Inc., the Common Application, or any specific university system.

5.3 Master Admissions Disclaimer

Your use of our services is further governed by the Equedu Admissions Disclaimer, which is incorporated herein by reference.

6. Limitation of Liability

6.1 No Warranties

THE SITE IS PROVIDED ON AN “AS-IS” BASIS. EQUEDU DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED.

6.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EQUEDU LLC’S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT PAID BY THE USER TO EQUEDU IN THE TWELVE (12) MONTHS PRIOR TO THE CLAIM; OR (B) $100.00 USD. THIS LIMITATION APPLIES UNLESS A HIGHER REFUND AMOUNT IS EXPRESSLY MANDATED BY A SIGNED MASTER SERVICE AGREEMENT OR THE “PROCESS ASSURANCE” SECTION OF THE ADMISSIONS DISCLAIMER.

6.3 Exclusion of Indirect Damages

IN NO EVENT SHALL EQUEDU BE LIABLE FOR CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, INCLUDING LOSS OF FUTURE EARNINGS OR EMOTIONAL DISTRESS.

6.4 Time Limit on Claims

ANY CLAIM MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION AROSE OR BE FOREVER BARRED.

7. Dispute Resolution & Governing Law

7.1 Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.

7.2 Binding Arbitration

Any dispute shall be settled by binding individual arbitration. The seat of arbitration shall be Wilmington, Delaware. Each party shall bear its own costs and legal fees.

7.3 Class Action Waiver

YOU AGREE THAT PROCEEDINGS WILL BE CONDUCTED ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.

8. Administration & Contact

Principal Executive Office (Administrative):
Equedu LLC
1178 Broadway, 3rd Floor
New York, NY 10001, USA

Registered Office (Delaware):
Equedu LLC
651 N Broad St, Suite 201
Newark, DE 19713, USA

Email: legal@equedu.com