End User License Agreement

Owl Lattice — ZGX Collective LLC

Version 1.0.0 · Effective Date: July 8, 2026

Software: Owl Lattice, including the Waclaw Edition (its first Edition), any Custom Editions, and any updates, documentation, and features (the “Owl” or “Software”).

Publisher: ZGX Collective LLC, a Wyoming limited liability company (“ZGX,” “we,” “us”).

THE SHORT VERSION — PLAIN ENGLISH Owl Lattice is a desktop workspace that puts Claude, ChatGPT, and Gemini side by side in one window. You bring your own accounts; we don’t provide the AI. The Owl is a window, not a robot. It doesn’t automate, scrape, or harvest your AI chats. Your notes and sessions live on your device, encrypted, and the app is designed so it doesn’t quietly send them to ZGX. You buy it once; you don’t rent it. You’re responsible for following each AI provider’s rules. The AI can be wrong, check its work before you rely on it. This is a summary for convenience. The numbered sections below are the actual, binding agreement.

1. Definitions

• “Owl” / “Software” means the Owl Lattice application, including the Waclaw Edition, any Custom Editions, and any updates, patches, and documentation we provide.
• “You” / “your” means the person or organization that installs or uses the Owl. If you use the Owl for an organization, you confirm you have authority to bind it to these terms.
• “Third-Party AI Services” means the external AI services you access through the Owl, currently Claude (Anthropic), ChatGPT (OpenAI), and Gemini (Google).
• “Edition” means a named release of the Owl Lattice software. The Waclaw Edition is the first Edition.
• “Custom Edition” / “Custom Build” means a commissioned configuration, edition, version, or implementation of the Software that ZGX builds or tailors for a specific customer under a Build Agreement. A Custom Edition may include custom panel arrangements, workflow-specific configuration, documentation, training materials, and related deliverables identified in the applicable Build Agreement, but it does not include ownership of the Owl Lattice platform or source code unless ZGX expressly signs a separate written assignment.
• “Custom Owling Services” means the consulting, scoping, design, configuration, implementation, documentation, testing, delivery, support, or related services ZGX may offer to create or support a Custom Edition.
• “Build Agreement” means the separate written agreement package governing Custom Owling Services for a specific customer, which may include a master services agreement, statement of work, order form, mutual non-disclosure agreement, intellectual-property terms, data-handling terms, support terms, and related exhibits, including the mutual non-disclosure and intellectual-property terms described in Section 7.1.
• “Privacy Notice” means the Owl Lattice Privacy Notice that describes the Owl’s data-handling practices.

2. Acceptance of These Terms

By installing, launching, purchasing, activating, accessing, or using the Owl, you agree to this Agreement. If you do not agree, do not install or use the Owl.

If you use the Software on behalf of a company, organization, or other entity, you represent that you have authority to bind that entity, and “you” includes that entity.

3. Eligibility

You may use The Owl only if you are old enough to form a binding contract in your jurisdiction. If you are not, you may use The Owl only with the involvement and consent of a parent or legal guardian who agrees to this Agreement and is responsible for your use.

The Owl is a desktop workspace that allows users to organize and interact with Third-Party AI Services through accounts the user obtains and maintains separately. The Owl does not provide, sell, resell, host, operate, control, or guarantee access to any Third-Party AI Service.

Each Third-Party AI Service is provided by its respective provider and is subject to that provider’s own terms, policies, age requirements, eligibility rules, safety controls, availability, account status, moderation decisions, and content practices. You are responsible for maintaining your own accounts with those providers and for complying with their applicable requirements.

If The Owl is purchased, installed, configured, or used for or by a minor, the purchasing or supervising adult is responsible for that minor’s access to and use of The Owl, including any Third-Party AI Services the minor chooses to use with their own or supervised third-party accounts. ZGX does not provide parental controls or content filtering for The Owl or for any Third-Party AI Services used in connection with it through separate third-party accounts.

4. What Owl Lattice Is

The Owl is a local desktop workspace made by ZGX. It lets you access Third-Party AI Services side by side in one window, through your own accounts and subscriptions.

The Owl is a shell and workspace. It is not a replacement for those services, and it does not provide AI models, AI subscriptions, provider accounts, or programmatic (API) access to those services. You reach Third-Party AI Services through your own provider relationships.

In practical terms, the Owl is designed to help you view, organize, compare, and work with Third-Party AI Services while keeping you in control of what is submitted, copied, edited, saved, or shared.

The Owl is built around a clean-hands principle: the Owl composes; the human delivers. The Owl provides a workspace and presents the tools, it does not act on the Third-Party AI Services on your behalf, in any way, shape, or form, without your direct initiation.

ZGX may also offer commissioned builds of the Owl (“Custom Editions”) through its Custom Owling Services. Custom Editions are described in Section 7.1 and follow the same clean-hands principle.

5. Third-Party AI Services

5.1 Your accounts, your responsibility

You access Third-Party AI Services through your own accounts and subscriptions. You are solely responsible for:

• maintaining valid accounts with each provider;
• complying with each provider’s terms of service, acceptable-use rules, and privacy policies;
• any fees or charges incurred through your use of those services;
• keeping your credentials secure; and
• deciding what content you submit to those services.

5.2 Specific providers

The Owl currently provides workspace access to:

• Claude, via claude.ai (your Anthropic account);
• ChatGPT, via chatgpt.com (your OpenAI account); and
• Gemini, via gemini.google.com (your Google account).

Your interactions with each service are governed by that provider’s terms and privacy policy.

5.3 Provider availability, changes, and costs

Third-Party AI Services may change, suspend, limit, restrict, or discontinue access at any time. ZGX does not control and is not responsible for provider outages, login failures, subscription limits, account suspensions or bans, interface changes, model behavior, moderation decisions, rate limits, data-retention practices, changes to provider terms, any suspension or restriction of a provider’s services resulting from legal, regulatory, or government action (including export controls or similar directives), or any fees, charges, or billing disputes between you and a provider. The Owl provides a workspace shell; the services within it are operated by third parties we do not control. Temporary or permanent unavailability of one or more Third-Party AI Services, for any reason, does not constitute a defect in the Software.

6. Clean-Hands Architecture

The Owl is designed to preserve human control and avoid unauthorized automation of Third-Party AI Services. As of the current version, the Owl is designed not to:

• inject code into the AI service views, sessions, or webviews;
• automatically send prompts, responses, clicks, logins, or account actions, or harvest responses without your direct action;
• scrape, crawl, or programmatically extract the content of your AI conversations;
• intercept, proxy, store, spoof, or bypass third-party authentication flows, or tamper with their security;
• extract session tokens, cookies, credentials, authentication secrets, or account keys;
• bypass provider rate limits, paywalls, safety features, access controls, or account restrictions;
• act as an unofficial API or relay for consumer web services that are not APIs; or
• intercept, store, or relay your provider login credentials.

All cross-model actions in the Owl require your explicit initiation. The Owl shows you the workspace; you decide what to send and where.

The one technical exception to the above is routine browser compatibility. Like any standard web browser, the Owl identifies itself to the websites it loads, including by presenting a conventional browser identification string (a “user-agent”), so that third-party login and service pages render and function correctly. This is ordinary, non-deceptive browser behavior, not an attempt to impersonate another application, defeat a security control, or circumvent any provider restriction. Aside from this standard compatibility behavior, the Owl does not alter the content of your interactions with Third-Party AI Services.

You agree not to modify the Owl, combine it with other tools, or configure your environment in a way designed to defeat these clean-hands boundaries or to violate any provider’s terms.

7. License Grant

Subject to this Agreement and your valid license, ZGX grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to install and use the Owl for your personal or internal business purposes. Each license activates the Owl on one device at a time. You may deactivate a license and move it to a replacement device (e.g. if you upgrade your machine or your device fails) managed through your license key.

This Agreement licenses the Owl to you; it does not sell you the Software or transfer ownership of it.

7.1 Custom Editions (Custom Owling Services)

ZGX may offer Custom Owling Services — commissioned builds of the Software tailored to a customer’s specific workflow, panel arrangement, tooling requirements, documentation needs, or internal operating environment. Custom Owling Services are not included with a standard license and are provided only under a separate written Build Agreement between ZGX and the customer.

Prerequisite agreements. An initial inquiry does not require an NDA or Build Agreement; however, you should not include confidential, sensitive, regulated, or proprietary materials in an initial inquiry. ZGX will not begin substantive scoping, review internal workflows or customer materials, perform technical planning, design, configuration, implementation, testing, delivery, or support work, or deliver any Custom Edition until the customer has executed a mutual non-disclosure agreement and intellectual-property terms with ZGX, whether as standalone documents or as part of the Build Agreement.

This Agreement is the floor. Each Custom Edition is licensed under this Agreement as supplemented by the applicable Build Agreement. If the Build Agreement conflicts with this Agreement, the Build Agreement controls only as to project-specific commercial terms — such as fees, scope, milestones, delivery, acceptance, revision limits, support, and project-specific license seats — but the following always control and cannot be modified by a Build Agreement: Section 5 (Third-Party AI Services), Section 6 (Clean-Hands Architecture), the security, licensing, reverse-engineering, provider-authentication, and anti-tamper provisions of Section 8, Section 12 (Data, Privacy, and Local Storage), Section 15 (Intellectual Property), and Section 16 (Third-Party Trademarks and Non-Affiliation). Every Custom Edition preserves the local-first, clean-hands architecture described in this Agreement and the Privacy Notice.

Platform ownership unchanged; no work made for hire. A Custom Edition does not transfer ownership of the Software, source code, object code, architecture, methods, templates, reusable components, UI patterns, design language, build systems, release systems, tools, documentation frameworks, names, marks, branding, trade dress, or any part of the Owl Lattice platform. ZGX retains all rights described in Section 15 and all ZGX background technology. Unless a Build Agreement expressly states otherwise, a Custom Edition is delivered in object-code form only, for the customer’s internal use only, and gives the customer no source-code rights, no work-made-for-hire ownership, no assignment, no resale or redistribution rights, no sublicensing rights, no commercial-hosting rights, and no ownership of the underlying platform. Customer materials — such as branding, content, workflows, screenshots, mockups, files, internal documents, and technical-environment details — remain the customer’s property, and the customer grants ZGX a limited license to use them solely to evaluate, scope, perform, test, deliver, document, and support the Custom Owling Services.

General learnings and non-exclusivity. Subject to the confidentiality obligations of the applicable non-disclosure agreement, ZGX may use and commercialize generalized, non-confidential ideas, improvements, techniques, know-how, patterns, methods, workflows, user-interface approaches, quality improvements, and learnings developed or discovered during Custom Owling Services in its current and future products and services, provided ZGX does not use or disclose the customer’s confidential information or customer materials except as permitted. Custom Owling Services are non-exclusive unless a Build Agreement expressly states otherwise; ZGX may build similar features, tools, methods, or configurations for itself or others.

Restricted materials. Unless a Build Agreement expressly provides otherwise, customers may not provide ZGX with passwords, credentials, API keys, authentication tokens, payment-card data, protected health information, education records, children’s data, biometric data, privileged legal materials, trade secrets belonging to third parties, classified information, export-controlled data, government-sensitive information, regulated financial information, or other data subject to a special legal or compliance regime. ZGX may refuse, quarantine, delete, or return materials that appear to violate this restriction, without breaching this Agreement.

Customer responsibility. You are responsible for ensuring that you have all rights, permissions, consents, and authority needed to provide customer materials to ZGX and to permit ZGX to use those materials for the Custom Owling Services. You are responsible for the legality, accuracy, and completeness of your instructions, requirements, and customer materials.

No obligation to build prohibited functionality. ZGX may decline or stop any requested custom work that ZGX reasonably believes would violate this Agreement, a provider’s terms, the Clean-Hands Architecture, applicable law, security best practices, or ZGX’s product-integrity standards.

8. License Restrictions

You may not, unless ZGX gives you written permission or applicable law expressly allows it:

• copy, modify, redistribute, resell, rent, lease, loan, sublicense, commercially host, or commercially exploit the Owl;
• reverse engineer, decompile, disassemble, or attempt to derive, extract, reconstruct, or discover the source code, object code, architecture, algorithms, or non-public implementation details of the Owl, except to the limited extent applicable law expressly permits despite this restriction;
• remove, obscure, or alter any copyright, trademark, license, attribution, or proprietary notice;
• repackage, rebrand, or redistribute the Owl or any Edition;
• bypass, disable, tamper with, or interfere with the Owl’s security, licensing, integrity-verification, update mechanisms, code-signing protections, Electron fuses, or other anti-tamper protections;
• use the Owl to build, train, distribute, or support a competing product in a way that violates ZGX’s rights, third-party rights, or applicable law;
• use stolen, shared, unauthorized, fraudulently obtained, or misused credentials, subscriptions, accounts, license keys, payment methods, or activation tokens; or
• access Third-Party AI Services through the Owl using stolen, shared, unauthorized, or fraudulently obtained credentials.

9. Fees, Payment, License Activation, and Refunds

The Owl is sold under a one-time purchase model that allows you to acquire a license to the Software, not a subscription.

Fees for Custom Owling Services, if any, are separate from the standard license price and are set in the applicable Build Agreement. Custom Owling Services are invoiced directly by ZGX through its business banking and invoicing platform and are payable as set out in the applicable Build Agreement. LemonSqueezy is not the Merchant of Record for Custom Owling Services, and its checkout terms, tax handling, license issuance, and refund processes do not apply to them.

For standard licenses, payments and licensing are handled by our payment provider, LemonSqueezy, which acts as Merchant of Record. LemonSqueezy processes your payment and may handle applicable taxes (including VAT), license-key issuance, refunds, and chargebacks, at checkout on its own servers. Your purchase is also subject to LemonSqueezy’s checkout terms and policies.

The Owl does not contact a licensing server in order to run; your license is issued and managed through LemonSqueezy at checkout. ZGX may receive limited order information, such as your email address, order ID, country, and license key, to deliver and support your purchase.

We may suspend or terminate access to paid features, updates, support, activation services, or license management if a license is invalid, payment fails, a chargeback occurs, fraud is suspected, or this Agreement is violated.

Refunds: ZGX offers a 30-calendar-day refund window from the date of purchase for standard licenses purchased through LemonSqueezy. To request a refund within that window, contact us at contact@owllattice.com. Because LemonSqueezy is the Merchant of Record for standard licenses, LemonSqueezy may also issue refunds at its own discretion (including to resolve payment disputes), independent of this policy. Refund, cancellation, and payment terms for Custom Owling Services are governed by the applicable Build Agreement, not this Section 9.

9.1 Optional Email Updates

We offer an optional email-update list (our newsletter) that you may join to receive launch news, early-access information, and product updates about the Owl. Joining is entirely voluntary and is separate from your purchase and license: you may buy and use the Owl without joining, and you may join without buying.

Sign-up is hosted by LemonSqueezy on its own infrastructure. When you submit your email address, LemonSqueezy records it, together with the IP address collected at sign-up as a record of your consent. We send email updates on the basis of your consent, which you may withdraw at any time using the unsubscribe link in any message or by contacting us. Withdrawing consent does not affect your license or your right to use the Owl.

How this information is handled is described in full in the Owl Lattice Privacy Notice (Section 8), which controls on data-handling specifics.

10. Your Content, Prompts, and AI Outputs

As between you and ZGX, you retain your rights in the prompts, notes, files, text, images, clips, captures, and other content you create or store using the Owl. ZGX claims no ownership of your content.

You are responsible for the content you enter into the Owl or submit to Third-Party AI Services.

AI outputs are generated by the Third-Party AI Services, not by ZGX. Your rights to use any AI output depend on the terms of the provider that generated it. ZGX does not grant you ownership of AI outputs and does not guarantee that any output is original, protectable, non-infringing, accurate, confidential, or suitable for your purpose. You are responsible for reviewing, verifying, editing, and approving any output before you rely on, publish, or share it.

11. AI Output Disclaimer

AI outputs may be inaccurate, incomplete, outdated, biased, offensive, unsafe, misleading, or unsuitable for your purpose. Do not rely on AI outputs as your sole source of truth.

The Owl does not provide legal, medical, financial, tax, security, employment, therapeutic, engineering, emergency, or other professional advice. You are responsible for the decisions you make based on AI outputs or anything you view through the Owl.

12. Data, Privacy, and Local Storage

12.1 Local-first

The Owl is a local desktop application. Your prompts, notes, clips, files, configuration, and session data are stored locally on your device. Sensitive local data is stored using authenticated encryption (AES-256-GCM) with a key derived from your device.

12.2 The application does not transmit your content

ZGX does not operate a prompt relay, a data-collection server, or a usage/analytics tracking service, and does not sell your data. The Owl’s interface is technically restricted so that it cannot send your prompts, notes, files, or AI conversations to ZGX. The Owl bundles no automatic crash reporter, telemetry, or analytics. (Verified against the shipping build’s source, June 28, 2026.)

12.3 What the application may transmit

The Owl makes only one outbound network connection of its own, and it is operational. Anything else described here happens only when you choose it, such as a bug report, or at checkout through our payment provider — not from the app phoning home. Our optional email-update list is a separate website sign-up handled by LemonSqueezy, not a connection made by the app; see Section 9.1 and the Privacy Notice.

• Software update check — on launch, the Owl reads a small public file from our update host, a GitHub-hosted page, to see whether a newer version is available and notifies you if one is. This sends a standard web request with no personal content and performs no automatic download; you decide whether to download an update, which opens in your browser. As with any web request, the host can see your IP address; we don’t use it to identify you.
• Licensing is handled at checkout, not by the app — the Owl does not contact a licensing server in order to run. When you buy the Owl, LemonSqueezy processes payment and issues your license at checkout on its own servers.
• Bug reports you choose to send — if you choose to send a bug report, the Owl opens your email program so you can email us. Nothing is sent unless you send it, and nothing is attached automatically, you control exactly what your message contains.

None of the above transmits your prompts, notes, files, or AI conversations.

12.4 Third-party AI services

When you use Claude, ChatGPT, or Gemini through the Owl, you interact directly with those providers. Your inputs are transmitted to and processed by them under their terms and privacy policies, not ours. The Owl is the window; it does not control what those providers collect or do with your data. Review each provider’s privacy policy.

12.5 Encryption is not absolute

Local encryption protects against casual disk snooping and accidental exposure. It does not guarantee protection against malware, a compromised operating-system account, someone with access to your unlocked device, or other attacks outside the Owl’s control.

12.6 Privacy Notice

Full detail on how the Owl handles information is provided in the standalone Owl Lattice Privacy Notice, available at owllattice.com/privacy, which is incorporated by reference. In case of conflict on data-handling specifics, the Privacy Notice controls.

13. Backups, Device Loss, and “Clear the Nest”

The Owl may include local backup, restore, and data-export features. You are responsible for keeping your own backups of data that matters to you.

If you use encrypted backup features, backup files may be stored outside the Owl’s application-data folder, for example in a user-accessible documents folder, and may survive local data-clearing features such as “Clear the Nest” unless you delete them separately. Clearing local Owl data does not necessarily delete separate backup files, exports, synced cloud copies, screenshots, operating-system backups, browser or provider data, or data held by Third-Party AI Services.

ZGX cannot recover lost local data, forgotten backup passwords, corrupted local stores, deleted files, failed drives, lost devices, or damaged backups. If you lose a backup password, your encrypted backup may be unrecoverable.

14. Updates, Support, and Compatibility

ZGX may provide updates, patches, security fixes, or compatibility changes. Some updates may be required for continued operation, licensing, security, or compatibility. A one-time purchase grants you a license to the Software; it does not guarantee perpetual updates or support, which are provided at ZGX’s discretion.

The Owl may stop working correctly if a provider changes its website, login flow, browser requirements, account policies, or technical restrictions. ZGX does not guarantee that the Owl will be free of bugs, vulnerabilities, compatibility issues, or interruptions.

15. Intellectual Property

ZGX and its licensors retain all rights, title, and interest in and to Owl Lattice, including the Software, source code, object code, architecture, design, interface, look and feel, workflows, icons, graphics, logos, names, branding, trade dress, build systems, release systems, documentation, and related materials. Except for the limited license granted in Section 7, ZGX reserves all rights in the Owl.

The Owl is proprietary software. Copyright protection, trademark protection, trade-dress protection, contractual restrictions, code signing, Electron fuses, and integrity checks may protect different parts of the Owl and its release pipeline. Nothing in this Agreement grants you rights to use ZGX code, branding, names, marks, or trade dress except as expressly stated here.

You may not use ZGX’s names, logos, branding, or marks without our written permission, except where allowed by law.

For clarity, Custom Editions, Custom Owling Services, statements of work, customer-specific configurations, and paid services do not convert the Owl Lattice platform into customer-owned work product. Any assignment, exclusive license, source-code delivery, white-label right, resale right, or redistribution right must be expressly stated in a signed Build Agreement and will be interpreted narrowly.

16. Third-Party Trademarks and Non-Affiliation

ZGX is not affiliated with, endorsed by, sponsored by, certified by, approved by, or acting on behalf of Anthropic, OpenAI, Google, or any other provider, unless expressly stated in a written agreement signed by ZGX and that provider.

“Claude” and “Anthropic,” “ChatGPT” and “OpenAI,” and “Gemini” and “Google” are the trademarks of their respective owners. They are used only to identify the services you can reach through the Owl. Owl Lattice™ and Waclaw™ are trademarks of ZGX Collective LLC.

17. Open-Source Components

The Owl incorporates certain open-source software components, which remain governed by their own licenses. The applicable open-source licenses and notices are preserved and distributed with the Software; those licenses apply to those components only and do not grant you rights to ZGX’s proprietary code or branding. To the extent required by those licenses, the applicable open-source license terms control for the relevant component.

18. Feedback

If you choose to send us feedback, suggestions, ideas, or bug reports, you allow us to use them to improve the Owl, without obligation, payment, or attribution to you. You are never required to provide feedback.

19. Prohibited Uses

You agree not to use the Owl for:

• illegal activity, or to facilitate it;
• non-consensual surveillance, stalking, harassment, doxxing, or privacy invasion;
• impersonation intended to deceive;
• fraud, phishing, credential theft, unauthorized account access, or payment abuse;
• malware, exploitation, unauthorized security intrusion, or evasion of security controls;
• circumventing the safeguards, rate limits, account restrictions, paywalls, access controls, or authentication requirements of any Third-Party AI Service;
• scraping, crawling, or automated extraction of third-party service content;
• violating intellectual property, privacy, publicity, contractual, or other rights;
• generating, distributing, or facilitating unlawful, harmful, abusive, or exploitative content; or
• any use prohibited by an applicable provider’s terms.

Lawful research, critique, accessibility use, note-taking, creative work, comparison, and exploration are permitted when conducted legally, consensually, and in compliance with applicable third-party terms.

20. Termination

You may stop using the Owl at any time.

ZGX may suspend or terminate your license, or your access to updates, support, or activation services, if you violate this Agreement, misuse the Owl, infringe ZGX’s rights, fail to pay required fees, engage in fraud, misuse credentials or license keys, create a legal or security risk, or violate third-party provider terms through your use of the Owl. Termination for a material breach may occur without refund.

After termination, you must stop using the Owl and, if we request, uninstall it, except to the extent applicable law gives you a non-waivable right to retain a copy. Sections intended to survive — including Intellectual Property, disclaimers, limitation of liability, indemnification, dispute resolution, and governing law — survive termination. Termination does not delete data held by Third-Party AI Services; their terms control those services.

21. Disclaimer of Warranties

THE OWL IS PROVIDED “AS IS” AND “AS AVAILABLE.” To the maximum extent permitted by law, ZGX disclaims all warranties, whether express, implied, statutory, or otherwise, including the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties regarding accuracy, availability, security, compatibility, and uninterrupted operation.

ZGX does not warrant that the Owl will meet your needs, that Third-Party AI Services will remain available, that AI outputs will be accurate, that provider logins will continue to work, that local storage or backups will never fail, that the Owl will be error-free or secure, or that defects will be corrected. You use the Owl at your own risk.

Some jurisdictions do not allow the exclusion of certain implied warranties, so some of the above may not apply to you.

22. Limitation of Liability

To the maximum extent permitted by law, ZGX will not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, business interruption, reputational harm, loss of goodwill, or costs of substitute services, arising from or related to the Owl, your reliance on AI outputs, Third-Party AI Services, account actions, data loss, security incidents, software errors, updates, licensing, support, or compatibility issues.

To the maximum extent permitted by law, ZGX’s total liability for any and all claims arising from or related to the Owl, the Software, any Custom Edition, or any Custom Owling Services will not exceed the greater of (a) the amounts you paid directly to ZGX for the specific Owl license, Custom Edition, or statement of work giving rise to the claim during the twelve (12) months before the event giving rise to liability, excluding taxes, payment-processor charges, provider fees, third-party costs, and pass-through expenses, or (b) one hundred U.S. dollars (USD $100.00), in the aggregate. A Build Agreement may include a separate services-side cap, and the lower applicable cap controls to the maximum extent permitted by law.

Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

23. Indemnification

To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless ZGX and its owners, employees, contractors, affiliates, and agents from claims, damages, liabilities, costs, and expenses arising from: your use or misuse of the Owl; your violation of this Agreement or any Build Agreement; your violation of any Third-Party AI Service’s terms; your content or customer materials; your violation of law or third-party rights; or your unauthorized automation, scraping, credential misuse, circumvention, or security-abuse activity.

ZGX will give you reasonable notice of any indemnified claim and may control the defense of any claim involving ZGX’s rights, reputation, or legal obligations.

24. Export Controls and Sanctions

You agree to comply with applicable export-control, sanctions, and trade laws. You may not use, export, re-export, transfer, or access the Owl in violation of applicable law or for restricted persons, regions, entities, or uses.

You represent that you are not located in, organized under the laws of, or ordinarily resident in a country, region, or territory subject to comprehensive sanctions where use of the Owl would be prohibited, and that you are not on any applicable restricted-party list.

ZGX may take any action it reasonably believes necessary to comply with applicable export-control, sanctions, or other legal requirements, including restricting or suspending availability of the Software, without liability to you.

25. Changes to These Terms

ZGX may update this Agreement from time to time. Updated terms will identify their version and effective date.

The terms in effect at the time of your purchase govern your existing license. Material changes will be presented for your acceptance within the Software, and new or materially changed terms apply to new purchases and to new Editions. If you do not accept updated terms that apply to you, you must stop using the affected version of the Owl.

26. Governing Law, Venue, and Disputes

26.1 Governing Law

This Agreement is governed by the laws of the State of Wyoming, USA, without regard to its conflict-of-law rules.

26.2 Informal Resolution First

Before starting any formal proceeding, the party raising a dispute will first send the other party a written notice describing the dispute and the resolution it seeks. You may send your notice to contact@owllattice.com, and we will send ours to the contact details associated with your purchase. The parties will then attempt, in good faith, to resolve the dispute for ninety (90) days from the date the notice is received. Except as allowed by Section 26.6 (Injunctive Relief), neither party may begin a small-claims, court, or other proceeding covered by this Section until that 90-day period has ended. Any applicable filing deadline or limitations period is paused while the parties are engaged in this process.

26.3 Where Disputes Are Heard

Subject to Section 26.7 (Mandatory Consumer Protections), any dispute not resolved under Section 26.2 will be brought in the courts of the State of Wyoming located in Sheridan County, based on the amount in controversy:

• claims within the small-claims limit (currently up to USD $6,000) will be brought in the small-claims division of the Wyoming circuit court in Sheridan County;
• claims above the small-claims limit and up to USD $50,000 will be brought in the Wyoming circuit court in Sheridan County; and
• claims above USD $50,000 will be brought in the Wyoming district court for Sheridan County.

You consent to the personal jurisdiction and venue of these courts for these purposes. These dollar thresholds reflect Wyoming court jurisdictional limits in effect on the Effective Date and follow those limits if they change.

26.4 Individual Claims Only

To the maximum extent permitted by law, any dispute you bring will be brought only in your individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, private-attorney-general, or representative proceeding. Relief may be awarded only in favor of the individual party seeking it and only as necessary to resolve that party’s individual claim; the claims of more than one person may not be joined or consolidated.

26.5 Jury-Trial Waiver

To the maximum extent permitted by law, each party waives any right to a trial by jury in any dispute that proceeds in a court that would otherwise permit one.

26.6 Injunctive Relief

Despite Sections 26.2 and 26.3, ZGX may seek immediate injunctive or other equitable relief in any court of competent jurisdiction, without first completing the informal-resolution period, to address actual or threatened infringement or misuse of its intellectual property; reverse engineering, tampering, or circumvention; credential misuse; security abuse; or any breach of the license restrictions or clean-hands boundaries of this Agreement.

26.7 Mandatory Consumer Protections

Nothing in this Section removes, limits, or overrides any right or remedy you have under mandatory consumer-protection laws of your country or place of residence that cannot be waived by agreement. If such a law gives you a non-waivable right to bring a claim in your local courts, under your local law, or in a particular forum, that right controls over the governing-law, venue, individual-claim, and jury-waiver provisions of this Section to the extent the law requires. Some jurisdictions do not allow certain limitations, so parts of this Section may not apply to you.

27. General Provisions

Severability. If any provision is found unenforceable, the rest remain in effect, and the unenforceable provision will be limited or modified to the minimum extent necessary.

Entire agreement. This Agreement, together with the Privacy Notice, any checkout terms, third-party notices, and any supplemental terms for a specific Edition, is the entire agreement between you and ZGX regarding the Owl and supersedes prior understandings.

Assignment. You may not assign this Agreement without our written consent. ZGX may assign it in connection with a merger, acquisition, reorganization, sale of assets, or by operation of law.

No waiver. Our failure to enforce a provision is not a waiver of it.

No third-party beneficiaries. This Agreement does not create rights for anyone other than you and ZGX.

Headings. Headings are for convenience only and do not affect interpretation.

28. Contact

ZGX Collective LLC

30 N Gould St, Ste N #1

Sheridan, WY 82801

contact@owllattice.com

owllattice.com

29. Acknowledgment

By installing, accessing, or using the Owl, you acknowledge that you have read, understood, and agree to this Agreement, and that:

• the Owl is a workspace shell, not a replacement for Third-Party AI Services;
• you are responsible for complying with each provider’s terms; and
• the Owl is not responsible for third-party service availability, changes, or fees.