Last Updated: August 19, 2025

These Terms of Service (the “Terms of Service” or “Terms”) are entered into between you and Empressa, LLC and its vendors and subsidiaries (collectively referred to as “Empressa,” “we,” “us,” and “our”). These Terms govern your access and use of the Empressa Website located at https://empressa.ai/ (collectively referred to as the “Website”), the Empressa AI assistant (the “Platform”), and when you interact with us as a customer or otherwise (collectively, the “Services”).

These Terms apply to you when you interact with or use the Services as an Expert, such as when you are approved for an Expert Account and you submit information and content to the Services as an Expert; and when you interact with or use the Services as a User, such as when you open an Account as a User or query the Services for information. Please read these Terms carefully, as some provisions have different implications for Expert use and User use. 

You understand that aspects of this Website and the Services may not be available in all jurisdictions and that you are responsible for ensuring that it is lawful for you to use this Website and receive the Services in your jurisdiction.

   1. YOUR CONSENT

Please read these Terms carefully. Your use of the Website and any of the Services signifies your agreement to these Terms. If you do not agree to these Terms, do not engage with any of our Services. At times separate terms and conditions may apply to other Empressa services or business transactions, and you will be made aware of those terms if they exist. 

We reserve the right to modify or otherwise update these Terms at any time by posting the modified version on our Website and updating the revised date. Such changes will automatically be effective upon posting on our Website, and you agree to be bound by such modifications, updates and revisions. You should visit this page from time to time to review the current terms.

   2. YOU AGREE TO OUR PRIVACY POLICY

Our Privacy Policy (“Privacy Policy”) governs the collection, use, and disclosure of your personal information. Our Privacy Policy is incorporated herein by reference. By accessing the Website and using the Services you agree to the practices described in our Privacy Policy. You acknowledge that no method of transmission over the Internet is 100% secure. Empressa takes reasonable measures to protect your personal information. However, we cannot guarantee absolute security.  

   3. ELECTRONIC COMMUNICATIONS

When you visit the Website or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We may choose to communicate with you by email, text message, or by through notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

   4. ACCOUNT

In order to access and use certain Services, you may be required to sign up for, open, and maintain an account with us (your “Account”). Each individual may maintain only one Account. If you do not agree to these Terms, you may not sign up for or maintain an Account.

• Expert Accounts. To use the Services as an Expert, you must submit an application and be approved by Empressa. Empressa reserves the right, in its sole discretion, to accept or reject any application. 

• User Accounts. You may open an Account at any time, subject to the terms and conditions set forth in this agreement. 

You represent and warrant that at all times you will (a) provide accurate, current, and complete information about yourself as prompted by our registration form or otherwise; and (b) maintain and promptly update your information (including your email address) to keep it accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or if we have reasonable grounds to suspect as much, we shall have the right to terminate or suspend your Account and any or all privileges on this Website and to the Services. 

During the registration process, you may be required to choose a username and enter your email address. You acknowledge and agree that Empressa may rely on this email address or username to identify you. You are responsible for all use of your Account, regardless of whether you authorized such access or use, and for ensuring that all use of your Account complies fully with the provisions of these Terms. You must not choose a username that infringes the rights of any third party or which is offensive, racist, obscene, hurtful, unlawful, or otherwise inappropriate. You agree not to transfer your right to use or access this Website or the Services via your username and password to any third person. 

   5. RESERVATION OF RIGHTS

Empressa reserves the right: (a) to correct any errors, inaccuracies or omissions; (b) to change product or Services descriptions, images and references; (c) to limit the available quantity of any product or Service; (d) to update information at any time with or without notice; (e) to prevent or prohibit any person, user or customer from making any or all transaction(s); and/or (f) to refuse to provide any person, user or customer with any Service. Prices and availability of any Services offered through the Website are subject to change without notice, and Empressa shall not be responsible for errors in the prices or descriptions of such Services. You agree to pay all charges that may be incurred by you or on your behalf through the Website, at the price(s) in effect when such charges are incurred. In addition, you remain responsible for any taxes that may be applicable to your transactions. Service pricing may vary outside the United States.

   6. LIMITED USAGE RIGHTS

These Terms permit you to use this Website for your personal, non-commercial use only and no portion of this Website may be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose that is not expressly permitted by Empressa. 

We reserve the right to refuse Services, and/or cancel subscriptions at our discretion if we believe that your conduct violates applicable law or is harmful to our interests. We reserve the right to withdraw or amend this Website, and any Service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. All rights not expressly granted herein are reserved by Empressa.

    7. INTELLECTUAL PROPERTY

All rights not specifically granted pursuant to any agreement of any nature whatsoever, now existing or hereafter entered into by and between you and Empressa, are reserved by Empressa.

Empressa Trademarks. The trademarks, trade dress, service marks, domain names, trade names, logos, designs, and brands (collectively the “Trademarks”) displayed on the Website are registered and unregistered Trademarks of Empressa, its affiliates, its third-party licensors, and others. You are not permitted to use any of the Trademarks displayed on the Website without the prior, express written consent of Empressa, its affiliates, or the third-party licensors that may own the Trademarks. You may not use any hyper or HTML links, meta tags or any other “hidden text” utilizing Empressa’s or its affiliates’ name or Trademarks without the express written consent of Empressa, its affiliates, or third-party licensors. Nothing on this Website should be construed as granting any license or right to use any Trademark, in whole or in part. 

Empressa Website Materials. All Trademarks and materials displayed on or contained within the Website, including, but not limited to, layout, color schemes, design, text, editorial materials, informational text, output, photographs, illustrations, artwork and other graphic or digital materials, and names (collectively, the “Materials”), are the property of Empressa, its affiliates or its licensors and are protected by copyright, trademark, patent and all other applicable intellectual property laws. You acknowledge and agree that the Website and the Materials are the property of Empressa, its affiliates and its licensors. You may download a copy of the Materials for your personal non-commercial use. You may not use any Website Materials, Trademarks or other proprietary information (including images, text, page layout, or form) of Empressa or its affiliates without the express written consent of Empressa.

Any copies that you make of the Materials must retain all of Empressa’s copyright and other notices. Except as expressly provided for in these Terms, or as expressly consented to in writing by Empressa, you may not (i) reproduce, modify, publish, transmit, display, perform, distribute, disseminate, broadcast, circulate, or otherwise exploit any content on the Wesbite, including, but not limited to, any Materials, in whole or in part, to any third party; (ii) participate in the transfer, license or sale of any content on the Website, including, but not limited to, the Materials; or (iii) create derivative works or in any way exploit any content on the Website, including, but not limited to, the Materials. No portion of the content on the Website may be stored in a computer except for personal and non-commercial use. 

User Intellectual Property Rights. Users may submit content, including text and questions, to the Platform (the “User Input”). Based on the User Input, the Platform leverages its secure digital library of content that has been submitted by Empressa’s affiliates, including Experts, to generate a tailored response (the “Output”). Empressa is not responsible for validating information contained within User Inputs or Outputs. Users are responsible for ensuring that User Inputs and Outputs do not violate applicable laws, these Terms, or any third-party rights. To the extent permitted by applicable law, Empressa own all rights, if any, in and to User Inputs and Outputs generated while using the Platform and Services. The privacy and security of Inputs and Outputs while using the Platform, including information regarding how Empressa uses and shares the data you provide to the Platform, is subject to these Terms and the Empressa Privacy Policy. 

Expert Intellectual Property Rights. When you use this Website and the Services as an Expert, you may contribute information, input, advice, feedback, or other content to the Services (“Expert Input”). You retain all rights, title, and interest, including copyright, in and to your Expert Input as submitted on the Website. Empressa will use the Expert Input for the purpose of training the AI platform and Services, and any derivatives from results thereof, and for no other purpose. By submitting Expert Input to the Website, you automatically grant Empressa the perpetual, irrevocable, non-exclusive right, but not the obligation, to use, publish, reproduce, modify, adapt, edit, translate, create derivative works from, incorporate into other works, distribute, sub-license and otherwise exploit such Expert Input (in whole or in part) to train the Services in media or technology now known or hereafter developed and for the full term of any copyright that may exist in such Expert Input. You agree that Empressa shall have the right, but not the obligation, to use Expert Input in combination with its secure digital library of content from other Experts, in order to generate Output, subject to these Terms. To the extent permitted by applicable law, Empressa own all rights, if any, in and to Outputs generated by the Platform. Expert Input submitted by you will be disclosed only in connection with providing the Services subject to Empressa’s Privacy Policy. Expert waives any moral rights (or similar rights in jurisdictions outside the U.S.) in the Expert Input to the extent permitted by law. 

Expert Royalties. Empressa agrees to pay Expert royalties for Expert Input as outlined in Schedule A (“Royalty Payment”). These Royalty Payments will continue for the life of copyright of the Expert’s copyrightable works, not to exceed ten years.

   8. PERMISSIBLE USE

You agree that you shall not use the Website: (a) to delete, modify, hack or attempt to change or alter any of the Materials on the Website; (b) for any unlawful purpose; (c) to solicit others to perform or participate in any unlawful acts; (d) to violate any international, federal, or state regulations, rules, laws, or local ordinances; (e) to infringe or violate our intellectual property rights or the intellectual property rights of others; (f) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (g) to submit false or misleading information; (h) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of our Website, other websites, or the internet; (i) to collect or track the personal information of others; (j) to spam, phish (email fraud), pharm (web traffic redirection fraud), pretext, spider, crawl, or scrape; (k) for any obscene or immoral purpose; or (l) to interfere with or circumvent the security features of our Website, other websites, or the internet. We reserve the right to terminate your use of our Website for violating any of the prohibited uses. We may fully cooperate with any law enforcement agency or authorities, or court order requesting or directing disclosure of the identity of anyone suspected of use of the Website for illegal purposes.

You are solely responsible for Expert Content that you post or upload on the Website and it shall not violate these Terms. Empressa may revoke your Expert status or terminate your Expert Account at any time if you violate these Terms or if Empressa determines, in its sole judgment, that your continued participation is not in the best interest of the community or the Platform.

If you witness conduct that violates these Terms or have concerns about content on the Platform, please contact us at hello@empressa.ai so we can investigate. Empressa may remove or alter any content that violates these Terms or that is deemed inappropriate, at our discretion.

    9. DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA)

Pursuant to our rights under the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. § 512, we have designated a copyright agent to receive copyright infringement notices for claims of infringement related to materials found on our Website. Our designated agent can be reached at info@studioip.com, or via U.S. Mail at: StudioIP Law, 3000 Lawrence Street, Denver, CO 80205.

DMCA Infringement Notification. To be effective, your infringement notification must include the following:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
3. Identification of the material or content that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or have access disabled, and information reasonably sufficient to permit us to locate the material;
4. Information reasonably sufficient to permit us to contact the complaining party, including address, telephone number and email address where the complaining party may be contacted;
5. The following statement: “I have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law”; and
6. The following statement: “The information in this notification is accurate, and under penalty of perjury, I swear that I am the copyright owner or that I am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”

Upon receipt of the written notification containing the information as outlined in 1 through 6 above, will take reasonable steps to promptly review the allegedly infringing material, notify the alleged infringer if it contains third-party content, and remove or disable access to the allegedly infringing material. If necessary, we may request additional information before we remove any allegedly infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove or disable access to the allegedly infringing material pending resolution of the matter. 

Please note that under Section 512(f) of the Copyright Act, any person who makes false claims that material or an activity is infringing may be subject to liability for damages.

   10. USER SUBMISSIONS

We are always pleased to receive your comments, suggestions and ideas regarding Empressa products, this Website, the Services, and other services we provide. We are continuously working on new product ideas for our product pipeline. Many products we develop are in our pipeline for years so a concept or idea you may provide, we might already be developing or considering. Our policy is that Empressa and its employees do not accept or consider unsolicited comments, suggestions, ideas, proposals, notes, drawings, concepts, marketing plans, or other materials or information (collectively “Submissions”). However, if despite our policy, you submit any Submission(s), you agree that: (a) any Submission is not confidential, (b) we shall have no obligations regarding the Submission including, without limitation, no obligation to acknowledge, review or return the Submission, (c) you represent and warrant that you own or otherwise control all of the rights to the Submission, that all content of the Submission is accurate, that it does not infringe upon the rights of any person or entity and that use of the Submission does not violate these Terms and will not cause financial injury to any person or entity, and (d) by virtue of your Submission, you hereby grant and assign to us, a non-exclusive, royalty-free, worldwide, perpetual, and irrevocable right to use, reproduce, modify, adapt, edit, translate, communicate, publish, market, promote, distribute, publicly and privately display, publicly and privately perform, transmit, create derivative works from and sell, and incorporate such Submissions and the names identified on the Submissions throughout the world in any media (now known or hereafter invented) for any purpose whatsoever, without restriction and without compensating you in any way. This includes, but is not limited to, any confidential information or any original creative materials such as stories, product ideas, computer codes or original artwork. You acknowledge that we own all right, title, and interest in any compilation, collective work or other derivative work created using or incorporating the Submission. We may post your Submission on the Website and we reserve the right (but not the obligation) to monitor, edit, and remove any Submission. When you send a Submission, you may choose at any time not to provide personally identifiable information. However, if you do not provide us personally identifiable information this may restrict our ability to provide requested services or information (e.g. processing your order). If we receive a Submission that contains personally identifying information, such as a name, address, email, and/or telephone number, our Privacy Policy will govern how we use or disclose this information. Please refer to our Privacy Policy for further information.

   11. NO ENDORSEMENT OF THIRD-PARTY WEBSITES

The Website may contain links to or references to third-party websites, resources and advertisers (collectively, “Third-Party Websites”). Your linking to such Third-Party Websites is at your own risk. Under no circumstances shall Empressa be held responsible or liable, directly or indirectly, for any loss, injury, or damage caused or alleged to have been caused to you in connection with the use of, or reliance on, any content, information, data, opinions, advice, statements, goods, services, or products available on such Third-Party Websites. Empressa also is not responsible for the availability of these Third-Party Websites, nor is it responsible for the aesthetics, appeal, suitability to taste or subjective quality of informational content, advertising, products or other materials made available on or through such Third-Party Websites. No endorsement of any third-party content, information, data, opinions, advice, statements, goods, services or products is expressed or implied by any information, material or content of any third party contained in, referred to, included on, or linked from or to, the Website. You should direct any concerns to the respective Third-Party Website’s administrator or webmaster.

   12. PURCHASES AND PAYMENT

You represent and warrant that you have the right to use any credit card or other means of payment that you provide to us. By providing payment card information to us or our third-party payment service providers, you authorize us to store and use the card as a payment method for purchases made through your Account with us. All billing information you provide to us must be truthful and accurate. Providing any untruthful or inaccurate information is a breach of these Terms and may result in cancellation of your order. Prior to accepting an order we may also request additional information from you. Verification of information may be required prior to the acknowledgment or completion of any purchase. We reserve the right to refuse or cancel an order for any reason, including but not limited to inaccuracies or errors in service or pricing information, or problems identified by our credit and fraud avoidance department. If your order is cancelled after your credit card (or other payment account) has been charged, we will issue a credit to your credit card (or other applicable payment account) in the amount of the charge. We will attempt to contact you if all or any portion of your order is cancelled or if additional information is required to accept your order. When you navigate to our third party payment platforms, such as Stripe, you are subject to the Stripe Privacy Policy and Terms of Service. 

Additional terms and conditions may also apply to specific portions, services, or features of the Website, which are incorporated herein by reference.

   13. SUBSCRIPTIONS

Subscription Service. Empressa’s Services may include the optional right to access certain content via a monthly subscription for $39/month. Users have the option to pay annually via a recurring yearly Subscription Service (the “Subscription Service”). 

Renewal. The yearly Subscription Service will continue to renew on a yearly basis unless and until you cancel by following the steps in this section. We will notify you 30 days in advance before your Subscription Service renews. Users will be charged for renewals of a yearly subscription plan on each anniversary of your purchase. At this time, there is no charge for subscription renewal to Experts. 

Cancellation. You may cancel a recurring subscription at any time by going to your Account and navigating to subscription settings. 

User Subscription Price. At this time, our yearly Empressa Essential subscription for Users is $39/month, or $X/year. We reserve the right to make changes to the features offered under your subscription plan at any time. In addition, we may change your annual renewal fee (if an annual subscription) at any time in our sole discretion; however, any price changes will not be implemented until your next subscription period and we will always give you reasonable notice prior to such implementation. If you do not agree to the new fee, you can cancel your subscription before your next subscription period by following the cancellation steps set forth above. If you do not cancel, you will be charged the new fee commencing with the next subscription period. 

Expert Subscription Price. For Standard Members, the Subscription Service begins as soon as your initial, one-time payment of $500 is processed. This $500 fee is a one-time charge and will not recur upon renewal. The $500 is due at the time of sign-up as a one-time payment for the yearly Subscription Service. We reserve the right to make changes to the price of the features offered under your subscription plan at any time. In addition, we may change the sign-up fee at any time in our sole discretion. 

Any prices quoted will not include any additional data, internet or other telecommunication charges that may be charged by your internet or mobile provider. You are solely responsible for any such charges.

No refunds will be provided for the unused portion of the subscription period upon cancellation; you will retain access until the end of the period you paid for.

Payment. When ordering a subscription or making a one-time purchase, you will be required to provide us with a valid payment method. If you make any changes to the payment method associated with your Account, you must update the applicable information in your Account settings. Failure to do so may lead to a cancellation of your subscription and/or your loss of access to the Services.

Miscellaneous. Without limiting the foregoing, you accept full responsibility for confirming that any applicable device you use and its related internet, data or telecommunication plan is compatible with and suitable for the content purchased, streamed, rented or otherwise obtained by you through the Subscription Service.

While we may make the Subscription Service accessible through multiple devices, you may only access it on one device at a time and only under your Account. You are strictly prohibited from sharing your Account information with others and/or simultaneously accessing multiple streams of content under a single account across multiple devices. You are also prohibited from removing, disabling or otherwise interfering with any digital rights management protection associated with content provided hereunder. Any violation of the foregoing prohibitions will lead to an immediate suspension or termination of your Account.

    14. ELIGIBILITY

You represent and warrant that you: (a) are above the legal age of majority in your jurisdiction of residence; (b) have not previously been suspended or removed from the Website or our Services; (c) will only provide us with true, accurate, current, and complete information if you register for an Account—if we believe or suspect that your information is not true, accurate, current or complete, we may deny or terminate your access to the Services (or any portion thereof); and (d) have full power and authority to enter into these Terms and in doing so will not violate any other agreement to which you are a party. 

    15. INDEMNIFICATION

You agree to indemnify, defend, and hold Empressa, its affiliates, and their respective directors, officers, managers, members, licensors, employees, agents, consultants, information providers, and licensors, harmless from and against all claims, liability, losses, actions, suits, costs and expenses (including attorneys’ fees) arising out of or incurred by any breach by you of these Terms, your use of the Website, or other applicable agreements between us. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and in such case, you agree to cooperate with Empressa’s defense of such claim. Empressa and its affiliates have no duty to reimburse, defend, indemnify, or hold you harmless resulting from, relating to, or arising out of, these Terms or the Website.

   16. DISCLAIMER OF WARRANTIES

Empressa and its affiliates attempt to be as accurate as possible. However, artificial intelligence may generate content that contains inaccuracies. Empressa does not warrant that descriptions of Services or other content on the Website, including Output generated on the Platform, are accurate, complete, reliable, current, or error-free. Neither Empressa nor its affiliates are responsible for the availability of such external sites or resources and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources.

This Website is provided on an “as is” and “as available” basis, and without express or implied warranties of any kind, including without limitation, the implied warranties of merchantability, fitness for any particular purpose, and non-infringement. We do not represent or warrant that this Website will be uninterrupted or error free. Empressa vets Experts for suitability, but does not guarantee the accuracy or efficacy of any advice or content provided by an Expert. Experts are independent and the views or answers they provide are their own. In no event will we be liable for any damage or cause of any kind based upon or resulting from any use or inability to use this Website. You acknowledge, by your use of this Website, that your use is at your sole risk. To the extent your jurisdiction does not allow the exclusion or limitation of certain warranties, the scope and duration of such warranty in these jurisdictions and the extent of any of our liability will be the minimum permitted under such law. 

TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, EMPRESSA, ITS AFFILIATES, AND ITS LICENSORS, MAKE NO REPRESENTATION AND DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES AND CONDITIONS OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING ACCURACY, TIMELINESS, COMPLETENESS, NON-INFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY, MERCHANTABLE QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, OR COURSE OF DEALING AND WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING. EMPRESSA AND ITS AFFILIATES DO NOT WARRANT THAT THE WEBSITE, ITS SERVERS, OR EMAIL SENT FROM EMPRESSA ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WITHOUT LIMITING THE FOREGOING, NEITHER EMPRESSA NOR ANYONE ASSOCIATED WITH EMPRESSA REPRESENTS OR WARRANTS THAT THIS WEBSITE, THE SERVICES, THE WEBSITE CONTENT, OR PLATFORM OUTPUTS WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

When you use the Services and the Platform, you understand and agree that (a) use of the Platform and Outputs are at your own risk; (b) Output may not always be accurate; (c) you should not rely solely on advice provided through the Services; (d) the Services are not intended as a substitute, and you will not use the Services as a substitute for, financial, medical, legal, or other professional advice; (e) you will exercise your human oversight to evaluate Output for accuracy; and (f) you will not use any Output relating to a person for any purpose that could have a legal or material effect on that person relating to credit, educational, employment, insurance, housing, medical, legal, critical infrastructure, essential public and private services, migration, law enforcement, or other important, high-risk matters.   

   17. LIMITATION OF LIABILITY

YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE AND ANY INFORMATION SENT OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ASSUME RESPONSIBILITY FOR THE ENTIRE COST OF ALL NECESSARY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY. IN NO EVENT SHALL EMPRESSA, ITS AFFILIATES, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE WEBSITE OR WITH THE DELAY OR INABILITY TO USE THE WEBSITE, OR FOR ANY INFORMATION, SOFTWARE AND SERVICES OBTAINED THROUGH THE WEBSITE, EMPRESSA’S REMOVAL OR DELETION OF ANY MATERIALS ON THE WEBSITE, OR OTHERWISE ARISING OUT OF THE USE OF THE WEBSITE, WHETHER BASED ON CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF EMPRESSA OR ANY OF ITS AFFILIATES OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS WAIVER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF ANY RECORD. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT EMPRESSA, ITS AFFILIATES, OR LICENSORS SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE WEBSITE.

THE ABOVE LIMITATIONS AND EXCLUSIONS SHALL APPLY TO YOU TO THE FULLEST EXTENT THAT APPLICABLE LAW PERMITS, IN ALL ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR ANY OTHER LEGAL OR EQUITABLE THEORY. ANY CLAUSE DECLARED INVALID SHALL BE DEEMED SEVERABLE AND NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF THE REMAINDER OF THESE TERMS.

If, notwithstanding the above, Empressa is found liable to you for any claim arising from your use of the Services, to the maximum extent permitted by law our liability shall not exceed the total fees you paid to Empressa in the 12 months preceding the event giving rise to the liability. 

   18. LIMITATIONS ON ACTIONS

You agree that any claim or cause of action arising out of your use of the Website or these Terms must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary. Within this period, any failure by Empressa or its affiliates to enforce or exercise any provision of these Terms or related right shall not constitute a waiver of that right or provision.

   19. CLASS ACTION WAIVER

To the fullest extent permitted by applicable law, you acknowledge and agree that any dispute, controversy, or claim arising out of or relating to your use of Services and provision of Input through or in connection with Platform shall be brought and resolved only on an individual basis, and not as a plaintiff or class member in any purported class, collective, coordinated, or representative action or proceeding.

You further agree that no proceeding may be joined, consolidated, or combined with another without the prior written consent of all parties to each such proceeding. The court shall not have the authority to conduct a class or representative proceeding, and you expressly waive any right to participate in such actions.

If a court determines that applicable law precludes enforcement of this Class Action Waiver as to any claim, then that claim must proceed only on an individual basis.

   20. APPLICABLE LAW

The laws of the State of Florida govern these Terms, without giving effect to any principles of conflicts of laws. We make no representation that the information on the Website is appropriate or available for use in other locations, and access to the Website from territories where the content of the Website may be illegal is prohibited. Those who choose to access the Website from other locations do so on their own initiative and are responsible for compliance with applicable local laws. These Terms constitute the entire agreement between Empressa and Website visitors with respect to the Website. You agree to submit to the personal jurisdiction of the [Delaware courts] for any disputes related to these Terms.

   21. U.S.-BASED WEBSITE

The Website is controlled and operated by Empressa in the United States. We do not make any representations that the Website or any Services offered via the Website are available or appropriate for use in your location. Your use of or access to the Website should not be construed as us purposefully availing ourselves of the benefits or privileges of doing business in any state or jurisdiction.

   22. NO JOINT VENTURE

Expert is participating in the Platform as an independent contractor. Nothing in these Terms creates an employment, partnership, or agency relationship between Expert and Empressa. Expert has no authority to act on Empressa’s behalf and is responsible for any taxes or licenses related to any compensation received.

   23. ASSIGNMENT

You shall not assign, delegate, subcontract, license, franchise, or in any manner attempt to extend to any third party any right or obligation under this Agreement except as otherwise permitted herein. Any attempt by you to assign, sub-license, or transfer your rights under these Terms shall be invalid and void. Empressa may assign these Terms and its rights hereunder to a purchaser of all or substantially all of its assets or equity. These Terms shall bind and inure to the benefit of the personal representatives, administrators, executors, successors, assigns, and other legal representatives of the parties. 

   24. MISCELLANEOUS

Please review other policies posted on the Website. These policies also govern your visit to the Website. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and any posted operating rules constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. If we make material changes to these Terms, we will notify you by email or through the Platform at our sole discretion.

   25. CONTACT US 

If you have any questions regarding these Terms, you can contact us by email at info@empressa.ai or at Empressa, LLC,  1326 E Commercial Blvd. Unit #2210, Oakland Park, FL 33334, USA. 

Schedule A

How Experts Earn Royalties on the Empressa Platform

Expert’s Royalty Payments shall be payable on a monthly basis, based on the schedule below, it being agreed that the recognition of revenue shall be made in accordance with the United States generally accepted accounting principles.  

   1. Overview

At Empressa, we believe women’s wisdom is valuable—and it should be compensated accordingly. That’s why we’ve designed a usage-based royalty model that allocates a portion of platform revenue to pay Experts when their insights are used by paying members.

We’ve taken cues from platforms like Spotify, YouTube, and Quora—and built a system that’s designed specifically for expert-driven content in AI-powered experiences.

   2. Where Does the Royalty Money Come From?

Each month, we allocate 7% of Empressa’s Adjusted Gross Revenue (AGR) into a dedicated royalty pool.

Adjusted Gross Revenue is calculated as:

Total Revenue – Platform Fees (e.g. Apple), Payment Processing, Taxes/VAT, Refunds & Chargebacks

Example: If Empressa earns $100,000 in a month after deductions, $7,000 is distributed to Experts as royalties.

This approach ensures:

• Empressa only shares revenue it actually earns
• Payouts scale with the platform’s growth
• Experts share in the upside—but the model remains financially sustainable

   3. How Are Royalties Distributed?

Royalties are distributed proportionally based on how much each Expert’s content was used in AI responses.

    4. Triggers for Earnings

You earn when:

• Your Insight is retrieved and shown in response to a user query
• Your content is quoted or cited by the AI

Each type of engagement has a weight to reflect its impact:

Interaction Type	Weight	Example
Viewed only	0.5	Insight appears in suggestions but isn’t cited directly
Cited in chat	1.0	Insight is quoted or forms part of the response

We track:

• Number and type of interactions
• Associated expert, insight ID, and user session (anonymized)
• Interaction weight per usage

    5. Final Royalty Calculation

At month’s end:

1. Sum all weighted interactions across the platform
2. Determine each Expert’s % of total weighted usage
3. Multiply that % by the 7% AGR royalty pool

Formula: Expert Payout = (Expert’s Total Weighted Usage / All Usage) × Royalty Pool

Example: If Expert A’s content made up 4% of the weighted usage in July, and the royalty pool was $7,000 → Expert A earns $280 for July.

This system is content-neutral and value-aligned: the more helpful, relevant, and reused your insights are, the more you earn.

   6. Legal & Platform Safeguards

• Payouts are made monthly via Stripe (min. $25 threshold); All verified experts must connect a Stripe account.
• Only verified content from verified users counts toward payouts
• Our system includes fraud detection, anomaly review, and safeguards against gaming
• If misuse or manipulation is detected, we reserve the right to withhold or adjust payouts
• All Experts agree to platform Terms of Service, including content ownership and monetization policies

   7. Why This Matters

Unlike traditional expert platforms, Empressa rewards actual usage, not just content uploads. And unlike ad-driven models, we prioritize quality over quantity by:

• Tying earnings directly to how your insight helps a user
• Creating a shared growth model (if Empressa grows, your earnings grow)
• Delivering monthly, transparent payouts with full visibility into your content’s performance

By setting aside 7% of AGR, we’re establishing an industry-leading standard in the Q&A space—and sending a clear message:

We value our Experts.