These Terms of Service (the “Terms”) are a binding agreement between Everborn Operations LLC, a Maryland limited liability company (“Everborn,” “we,” “us”), and you. Part A applies to everyone who uses this website. Part B additionally applies to organizations that subscribe to the Everborn platform. By using the website, or by signing an order form that references these Terms or accessing the platform, you agree to them. If you are accepting on behalf of an organization, you represent that you are authorized to bind it.
Part A — Website terms of use
A.1 The website
The content on everbornops.com is provided for general information about Everborn and its services. It is not legal, insurance-licensing, compliance, financial, or professional advice, and it may change without notice.
A.2 Acceptable use
You may not use the website to violate applicable law; attempt to probe, disrupt, or gain unauthorized access to the website or any Everborn system; scrape or bulk-harvest content or data; or misrepresent your affiliation with Everborn.
A.3 Intellectual property
The website, its design, its text, and the Everborn name and marks are owned by Everborn and its licensors. You may not reproduce or use them, other than viewing the website as intended, without our prior written permission.
A.4 No warranty; limitation
The website is provided “as is” and “as available,” without warranties of any kind. To the maximum extent permitted by law, Everborn will not be liable for any damages arising from your use of the website, and in any event its total liability in connection with the website will not exceed one hundred US dollars ($100).
Part B — Platform subscription terms
B.1 Definitions
- “Platform” / “Service” — the Everborn multi-tenant licensing and onboarding software-as-a-service, including its web application, APIs, and related tooling.
- “Order Form” — the ordering document that identifies the subscribed plan, term, fees, and any plan-specific terms.
- “Customer” — the organization identified on the Order Form.
- “Customer Data” — all data, records, files, and personal information that Customer or its Authorized Users submit to or generate within the Platform, including licensing/onboarding records for the individuals Customer manages.
- “Authorized User” — an individual (such as a coordinator, administrator, or other staff member) whom Customer permits to access the Platform under its subscription.
- “Documentation” — the operator and usage guides Everborn makes available for the Platform.
- “DPA” — the Data Processing Agreement between Everborn and Customer governing the processing of personal information within Customer Data.
B.2 The subscription
Access grant. Subject to these Terms and payment of applicable fees, Everborn grants Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during the subscription term solely for Customer’s internal business operations.
Term and renewal. The subscription runs for the term stated in the Order Form and renews as stated there. Either party may elect not to renew per the Order Form’s notice terms.
Provisioning. Each Customer is served as an isolated tenant. Everborn provisions Customer’s tenant, its hosting host(s), and its Authorized-User accounts.
Changes to the Platform. Everborn may improve, modify, or discontinue features over time. Everborn will not materially degrade the core Platform functionality during a paid term without a reasonable alternative or notice.
B.3 Customer responsibilities and acceptable use
Account security. Customer is responsible for its Authorized Users’ actions, for keeping credentials confidential, and for promptly notifying Everborn of suspected unauthorized access. Customer must ensure it has a lawful basis and any necessary consents to submit Customer Data — including the personal information of the individuals it manages — to the Platform.
Acceptable use. Customer and its Authorized Users must not:
- upload unlawful, infringing, or malicious content, or malware;
- attempt to access another tenant’s data or to circumvent the Platform’s tenant isolation, authentication, or rate limits;
- probe, scan, or penetration-test the Platform without Everborn’s prior written consent (coordinate security testing via admin@everbornops.com);
- reverse engineer, decompile, or create derivative works of the Platform except to the extent that restriction is prohibited by law;
- resell, sublicense, or provide the Platform to third parties as a service bureau except as expressly permitted in the Order Form;
- use the Platform to violate applicable law, including insurance, privacy, and consumer-protection laws applicable to Customer’s data and business.
Suspension. Everborn may suspend access where necessary to protect the Platform, other tenants, or third parties (for example, during an active security threat or for non-payment), and will restore access promptly once the cause is resolved.
B.4 Fees and payment
Fees, billing frequency, and payment terms are stated in the Order Form. Except as required by law or expressly stated, fees are non-refundable. Taxes are Customer’s responsibility except for taxes on Everborn’s net income. Late or failed payments may result in suspension after reasonable notice.
B.5 Intellectual property
Everborn IP. Everborn and its licensors own all right, title, and interest in and to the Platform, its software, design, and Documentation, and all improvements and intellectual property therein. No rights are granted except the limited access right in Section B.2.
Customer Data ownership. As between the parties, Customer owns all Customer Data. Customer grants Everborn a limited, non-exclusive license to host, process, and transmit Customer Data solely to provide, secure, and support the Platform, as further described in the DPA.
Feedback. If Customer provides suggestions or feedback, Everborn may use them without restriction or obligation.
Aggregated/anonymized data. Everborn may generate and use aggregated or de-identified statistics that do not identify Customer, any Authorized User, or any individual, to operate and improve the Platform. Everborn will not disclose Customer Data in identifiable form except as permitted by these Terms and the DPA.
B.6 Confidentiality
Each party may receive the other’s non-public information (“Confidential Information”). The receiving party will use it only to perform under these Terms, protect it with at least reasonable care, and not disclose it except to personnel and contractors bound by comparable obligations. This does not apply to information that is public, independently developed, or rightfully received from a third party. Customer Data is Customer’s Confidential Information and is additionally governed by the DPA.
B.7 Warranties and disclaimers
Mutual. Each party warrants it has the authority to enter into these Terms.
Limited service warranty. Everborn warrants that during the term the Platform will perform materially in accordance with the Documentation. Customer’s exclusive remedy for breach of this warranty is Everborn’s commercially reasonable effort to correct the non-conformity, and if it cannot within a reasonable time, termination and a pro-rata refund of prepaid, unused fees.
Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES ABOVE, THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, EVERBORN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE. The Platform is a workflow and record-keeping tool; it does not provide legal, insurance-licensing, compliance, or regulatory advice, and Customer remains responsible for its own regulatory obligations.
B.8 Limitation of liability
Exclusion. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, ARISING OUT OF THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY.
Cap. EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO EVERBORN IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Exceptions. The exclusion and cap above do not apply to Customer’s payment obligations, a party’s breach of Section B.6 (Confidentiality), a party’s indemnification obligations under Section B.9, or any liability that cannot be limited under applicable law.
B.9 Indemnification
By Everborn. Everborn will defend Customer against third-party claims alleging that the Platform, as provided by Everborn and used as permitted, infringes a US patent, copyright, or trademark, or misappropriates a trade secret, and will pay resulting damages finally awarded or agreed in settlement. If such a claim arises, Everborn may modify the Platform, procure the right to continue, or terminate the affected subscription with a pro-rata refund.
By Customer. Customer will defend Everborn against third-party claims arising from Customer Data, Customer’s use of the Platform in violation of these Terms or applicable law, or Customer’s business and regulatory obligations, and will pay resulting damages finally awarded or agreed in settlement.
Procedure. The indemnified party must give prompt notice, allow the indemnifying party to control the defense, and reasonably cooperate.
B.10 Term and termination
Termination for cause. Either party may terminate for the other’s material breach not cured within thirty (30) days of written notice.
Effect. On termination or expiration, Customer’s access ends. Customer may export Customer Data before the end of the term, and Everborn will make Customer Data available for export for thirty (30) days after termination, after which Everborn will delete or return it per the DPA.
Survival. Sections on intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law survive termination.
Part C — Text messaging (SMS) program terms
These terms govern the text-messaging program operated on the Platform (the “SMS Program”), under which licensing-program coordinators send and receive text messages with enrolled participants.
C.1 The program
Enrolled participants receive program-related text messages — study and exam reminders, scheduling, enrollment confirmations, and two-way support conversations with their assigned coordinator — from their coordinator’s dedicated program number.
C.2 Opt-in
Participants opt in by providing their mobile number and consenting to program text messages during program onboarding with their coordinator, after being told they will be contacted — including by text — to help them get licensed, and after disclosure of message frequency, that message and data rates may apply, and how to stop. Consent is voluntary and is not a condition of any purchase or of enrollment. The full opt-in experience is described on our SMS Program & consent page.
C.3 Message frequency
We may send up to ten messages per week, plus any conversation the participant initiates.
C.4 Fees
Message and data rates may apply according to the participant’s mobile carrier plan. The SMS Program itself carries no charge to participants.
C.5 Opting out and help
Reply STOP to any program message to opt out immediately; a single confirmation message will be sent and no further messages will follow. Reply START to re-subscribe. Reply HELP for help at any time, or contact admin@everbornops.com.
C.6 Privacy and carriers
Mobile numbers and opt-in consent are never sold, rented, or shared with third parties or affiliates for marketing or promotional purposes; see the Privacy Policy. Wireless carriers are not liable for delayed or undelivered messages. Message delivery is subject to carrier network availability.
Part D — General
D.1 Governing law and disputes
These Terms are governed by the laws of the State of Maryland, without regard to conflict-of-laws rules. The parties submit to the exclusive jurisdiction and venue of the state and federal courts located in Maryland. Before filing any claim, the parties will attempt in good faith to resolve the dispute informally for thirty (30) days after written notice.
D.2 Entire agreement; order of precedence
These Terms, the Order Form, the DPA, and referenced policies are the entire agreement and supersede prior agreements on the subject. In a conflict: the Order Form controls, then the DPA (for data-processing matters), then these Terms, then other referenced policies.
D.3 Assignment
Neither party may assign these Terms without the other’s consent, except to a successor in a merger or sale of substantially all assets, with notice.
D.4 Notices
Legal notices to Everborn go to admin@everbornops.com. Notices to Customer go to the contacts on the Order Form.
D.5 Force majeure
Neither party is liable for delay or failure due to causes beyond its reasonable control.
D.6 Independent contractors
The parties are independent contractors; nothing in these Terms creates a partnership, agency, or joint venture.
D.7 Changes to these Terms
Everborn may update these Terms. For Platform Customers, material changes take effect at renewal or on thirty (30) days’ notice; for website visitors, changes take effect when posted. Continued use after changes take effect constitutes acceptance.
D.8 Contact
Questions about these Terms: admin@everbornops.com.