Terms of Service · Eightball Teams

1. Agreement to These Terms

These Terms of Service (the “Terms”) govern access to and use of Eightball Teams, the training, testing, and certification platform operated by Eightball, Inc. (“Eightball,” “we,” “us,” or “our”), including the websites, applications, integrations, and related services we provide under the Eightball Teams name (the “Service”).

The Service is provided to businesses and other organizations (each, a “Customer”). By signing in to, accessing, or using the Service, or by accepting an order form, quote, or other ordering document that references these Terms (an “Order Form”), the Customer agrees to these Terms. If you accept these Terms on behalf of a Customer, you represent that you have authority to bind that Customer. If you do not have that authority, or do not agree, you may not use the Service.

Individuals who use the Service through a Customer’s account (“Authorized Users”), such as managers, authors, collaborators, and learners, must also comply with these Terms. Our Privacy Policy explains how we handle personal information.

If a Customer has signed a separate written agreement with Eightball covering the Service, that agreement controls to the extent it conflicts with these Terms. An Order Form controls over these Terms only for the specific commercial terms it states.

2. The Service

The Service lets Customers upload source material and use AI-assisted tools to build training plans, lessons, exams, certifications, role-plays, and related content, assign that content to Authorized Users, and review results, progress, and readiness. Features may include AI chat assistants, voice and spoken-answer exercises, sharing links, and integrations with third-party tools.

We may add, change, suspend, or remove features at any time. Features we label as beta, preview, trial, or experimental are provided “as is,” may be discontinued without notice, and are excluded from any service commitments.

3. Accounts and Access

Authorized Users sign in with a supported identity provider (such as Google, Microsoft, or Zoho). The Service may associate a user with a Customer’s organization based on their email domain, an invitation, or a link the Customer shares. The Customer is responsible for deciding who it invites or allows to join, for configuring its organization correctly, and for removing access when a user should no longer have it.

The Customer is responsible for all activity under its account and its Authorized Users’ accounts, and for keeping sign-in credentials and any share, invite, or assignment links confidential. Anyone who holds such a link may be able to access the content it points to. Notify us promptly at support@eightball.ai if you suspect unauthorized access.

Authorized Users must be at least eighteen (18) years old. The Service is not directed to children.

4. Customer Content

“Customer Content” means documents, files, text, audio, recordings, images, answers, messages, and other material that the Customer or its Authorized Users submit to the Service, together with content the Service generates for the Customer from that material. As between the parties, the Customer owns its Customer Content.

The Customer grants Eightball a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, adapt, and display Customer Content as needed to provide, secure, support, maintain, and improve the Service, to prevent abuse, and to comply with law. This license includes allowing our service providers to do the same on our behalf.

We may collect and use data about how the Service is used, such as performance, usage, and diagnostic data, and may create aggregated or de-identified data from Customer Content and usage. We may use that data for any lawful purpose, provided it does not identify the Customer or any individual.

5. Customer Responsibilities

The Customer represents, warrants, and agrees that:

it has all rights, licenses, consents, and permissions needed to upload Customer Content and to let Eightball process it under these Terms, and that doing so does not infringe any intellectual property, privacy, publicity, or other right, or breach any confidentiality obligation or agreement;
it has given all notices to, and obtained all consents from, its Authorized Users and any other individuals that applicable law requires, including for the collection of answers, scores, activity, chat messages, and voice recordings, and for sharing those results with managers and administrators;
it will not submit protected health information, payment card data, government identification numbers, financial account credentials, or other sensitive or specially regulated personal information, unless we have agreed to it in writing;
it is solely responsible for the accuracy and quality of its Customer Content and for how it uses the Service and any results, including any decision about hiring, performance, compensation, discipline, promotion, or termination, and for complying with employment, labor, anti-discrimination, and privacy laws in connection with those decisions.

6. AI Features and Output

The Service uses artificial intelligence, including third-party AI models, to generate content such as lessons, questions, answer keys, feedback, grades, summaries, role-play conversations, transcripts, and chat responses (“AI Output”). AI Output may be inaccurate, incomplete, outdated, inconsistent, or biased, and similar inputs may produce different results.

AI Output is not legal, compliance, regulatory, medical, financial, or other professional advice. The Customer is responsible for reviewing AI Output before publishing it to learners or relying on it, and for any certification, grade, or readiness decision it makes or communicates. Scores and certifications issued through the Service reflect the Customer’s own content and settings; they are not credentials issued, endorsed, or guaranteed by Eightball.

7. Acceptable Use

The Customer and its Authorized Users will not, and will not permit anyone to:

use the Service in violation of law or the rights of others;
upload content that is unlawful, infringing, defamatory, harassing, obscene, or that contains malware or harmful code;
access or attempt to access the Service, other customers’ data, or our systems without authorization, or bypass or probe any security or usage limit;
copy, modify, reverse engineer, decompile, or create derivative works of the Service, except to the extent law expressly permits despite this restriction;
resell, sublicense, rent, or provide the Service to third parties, or use it to build a competing product or service;
scrape, crawl, or send automated traffic to the Service other than through the interfaces and integrations we provide, or place an unreasonable load on it;
use the Service or AI Output to make fully automated decisions that produce legal or similarly significant effects on individuals without human review;
impersonate any person, misrepresent an affiliation, or use the Service to deceive others; or
use the Service in any way that could harm Eightball, its users, or the public.

8. Integrations and Third-Party Services

The Service may interoperate with third-party products, such as identity providers, messaging tools, and AI assistants connected by the Customer. The Customer’s use of those products is governed by their own terms, and the Customer authorizes us to exchange data with them as needed to provide the integration it enables. We do not control and are not responsible for third-party products, their availability, or how they handle data.

9. Fees and Payment

The Customer will pay the fees stated in its Order Form or otherwise agreed in writing. Unless an Order Form says otherwise, fees are billed in advance, are due within thirty (30) days of the invoice date, and are stated and payable in U.S. dollars. Fees do not include taxes; the Customer is responsible for all sales, use, value-added, withholding, and similar taxes, other than taxes on our net income.

Except as required by law or expressly stated in an Order Form, payment obligations are non-cancelable and fees paid are non-refundable. We may charge interest on overdue amounts at the lesser of 1.5% per month or the maximum rate allowed by law, and may suspend the Service if an undisputed amount is more than fifteen (15) days overdue after we give notice. We may change our fees for any renewal term by giving notice before that term begins.

10. Confidentiality

Each party may receive non-public information from the other that is marked confidential or should reasonably be understood to be confidential (“Confidential Information”). Customer Content is the Customer’s Confidential Information, and the Service, its pricing, and non-public features are Eightball’s. The receiving party will use the other party’s Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will disclose it only to its employees, contractors, and service providers who need to know it and are bound by similar obligations, or where law requires (with prompt notice where legally allowed). These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it, is independently developed, or is rightfully received from a third party without a duty of confidentiality.

11. Data Protection and Security

For personal information contained in Customer Content, the Customer is the controller (or business) and Eightball processes it on the Customer’s behalf and under its instructions, which these Terms and the Customer’s configuration of the Service represent. Where required by applicable data protection law, we will enter into a data processing agreement with the Customer; contact privacy@eightball.ai.

We maintain reasonable administrative, technical, and physical safeguards designed to protect Customer Content. No system is perfectly secure, and we do not guarantee that Customer Content will never be accessed, disclosed, altered, or lost. We will notify the Customer without undue delay after we confirm a security incident that resulted in unauthorized access to its Customer Content, as required by applicable law.

12. Eightball’s Intellectual Property

Eightball and its licensors own all rights in the Service, including its software, models, prompts, designs, templates, documentation, and trademarks, and all improvements to them. Subject to these Terms and payment of applicable fees, we grant the Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term for its Authorized Users to use the Service for the Customer’s internal business purposes. All rights not expressly granted are reserved.

If the Customer or its Authorized Users give us feedback or suggestions, we may use them without restriction or obligation. Unless the Customer tells us otherwise in writing, we may identify the Customer by name and logo as a customer of the Service.

13. Suspension

We may suspend access to the Service, in whole or in part, for the Customer or any Authorized User if we reasonably believe that use of the Service breaches these Terms, poses a security or legal risk, may harm us, our users, or third parties, or if fees are overdue as described above. Where practical we will give notice first and will restore access once the issue is resolved.

14. Term and Termination

These Terms apply for as long as the Customer uses the Service. Subscription terms, renewals, and any right to terminate for convenience are set out in the Order Form. Either party may terminate these Terms or an Order Form by written notice if the other party materially breaches them and does not cure the breach within thirty (30) days after notice. We may terminate immediately if required by law or if the Customer breaches Section 5 or Section 7.

When the Service ends, the Customer’s right to use it ends and the Customer must pay all fees owed. For thirty (30) days after termination, the Customer may request an export of its Customer Content; after that period we may delete Customer Content without further notice, subject to our retention practices described in the Privacy Policy. Sections that by their nature should survive termination will survive, including Sections 4, 5, 6, 9 through 12, and 14 through 19.

15. Disclaimer of Warranties

To the maximum extent permitted by law, the Service, AI Output, and all related content and materials are provided “as is” and “as available,” without warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and any warranty arising from course of dealing or usage of trade. Eightball does not warrant that the Service will be uninterrupted, error-free, or secure, that AI Output will be accurate or appropriate, or that the Service will meet the Customer’s requirements or achieve any particular training, business, or compliance result.

16. Limitation of Liability

To the maximum extent permitted by law, neither Eightball nor its affiliates, officers, employees, agents, suppliers, or licensors will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, goodwill, or anticipated savings, or loss or corruption of data, or costs of substitute services, however caused and under any theory of liability, even if advised of the possibility of those damages.

To the maximum extent permitted by law, Eightball’s total aggregate liability arising out of or relating to these Terms or the Service will not exceed the total fees the Customer actually paid to Eightball for the Service in the twelve (12) months before the event giving rise to the liability. If the Customer has paid no fees, Eightball’s total liability will not exceed one hundred U.S. dollars (US$100).

These limitations apply even if a remedy fails of its essential purpose. They do not limit the Customer’s obligation to pay fees or its obligations under Section 17.

17. Indemnification

The Customer will defend Eightball and its affiliates, officers, employees, and agents against any claim, demand, suit, or proceeding brought by a third party (including any Authorized User, employee, or regulator) arising out of or relating to Customer Content, the Customer’s or its Authorized Users’ use of the Service or AI Output, any decision the Customer makes using the Service, or a breach of these Terms or applicable law by the Customer or its Authorized Users. The Customer will pay any damages, fines, penalties, settlements, costs, and reasonable attorneys’ fees resulting from such a claim. We will give the Customer prompt notice of the claim, reasonable cooperation at the Customer’s expense, and control of its defense, provided the Customer may not settle a claim in a way that imposes an obligation or admission on Eightball without our written consent.

18. Governing Law and Disputes

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The parties submit to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California, and waive any objection to venue there. Before starting any proceeding, the party raising a dispute will notify the other in writing and the parties will try in good faith to resolve it for thirty (30) days. Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information. Each party waives any right to a jury trial and to bring or join any class or representative action.

19. General

Changes to these Terms. We may update these Terms from time to time. We will post the updated Terms with a new “Last updated” date and, for material changes, give reasonable notice by email or in the Service. Changes take effect when posted unless we state otherwise. Continued use after changes take effect means the Customer accepts them. Changes will not apply retroactively to a dispute that arose before they took effect.

Entire agreement. These Terms, any Order Form, and any documents they reference are the entire agreement between the parties about the Service and supersede any prior agreements on that subject. Terms in a Customer purchase order or similar document do not apply, even if we accept or sign it.

Assignment. The Customer may not assign or transfer these Terms without our prior written consent. We may assign these Terms without consent, including in connection with a merger, acquisition, or sale of assets.

Other terms. Neither party is liable for delay or failure caused by events beyond its reasonable control (other than payment obligations). The parties are independent contractors, and there are no third-party beneficiaries. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and the rest of these Terms will remain in effect. A failure to enforce a provision is not a waiver. The Customer will comply with all applicable export control and sanctions laws and represents that it is not located in, or owned or controlled by persons in, an embargoed jurisdiction or on a restricted-party list. Notices to us must be sent to legal@eightball.ai; we may send notices to the email address associated with the Customer’s account or through the Service. Electronic acceptance of these Terms is binding.