FEATHERLILY PRODUCTIONS LLC

TERMS OF SERVICE AND SOFTWARE LICENSE AGREEMENT

These Terms of Service and Software License Agreement (“Terms”) form a binding agreement between Featherlily Productions LLC (“Featherlily,” “we,” “us,” or “our”) and the individual or organization that accesses or uses GoodOrder or any related Featherlily website, software, customer portal, or support service (collectively, the “Services”).

By selecting a button or checkbox indicating acceptance, purchasing a subscription, activating GoodOrder, downloading or installing the software, or accessing or using the Services, you agree to these Terms and to the policies incorporated by reference.

If you access or use the Services for a law firm, company, governmental entity, or other organization, you represent that you have authority to bind that organization. In that event, “you” and “Customer” refer to both you and the organization.

Do not purchase, install, activate, or use the Services if you do not agree to these Terms.

1. Eligibility and Geographic Availability

The Services are intended for adults acting for legitimate business or professional purposes. You must be at least eighteen years old and legally capable of entering into a binding contract.

GoodOrder is currently offered only to customers located in the United States. The Services are not directed to individuals or organizations located in the European Economic Area, United Kingdom, or Switzerland.

You may not use the Services where doing so would violate applicable law, a court order, a professional obligation, a contract, or a client instruction.

2. Description of the GoodOrder Deduplication Engine

The GoodOrder Deduplication Engine is document-processing software designed to assist authorized users with identifying and organizing potentially duplicate pages in document collections.

Depending on the available version and selected workflow, the GoodOrder Deduplication Engine may:

  • accept one or more PDF files, folders, or supported archives;
  • count submitted pages;
  • perform optical character recognition;
  • read Bates numbers or create fallback page identifiers;
  • compare page text and visual characteristics;
  • use deterministic and artificial-intelligence-assisted analysis;
  • identify possible duplicate relationships;
  • select a retained parent page and identify duplicate copies;
  • create an output PDF;
  • create a duplicate report or CSV file; and
  • preserve run history and resumable processing information.

The GoodOrder Deduplication Engine does not replace professional judgment, discovery review, evidentiary analysis, privilege review, legal advice, or final quality control.

3. Commercial Beta

GoodOrder is currently offered as commercial beta software.

Beta software may contain:

  • defects;
  • incomplete features;
  • inaccurate results;
  • interruptions;
  • performance limitations;
  • compatibility problems;
  • changes in behavior;
  • undocumented conditions; or
  • temporary unavailability.

Features, interfaces, processing methods, supported file types, provider integrations, allowances, and beta procedures may change as the product develops.

Featherlily may repair, modify, add, remove, suspend, or discontinue beta features at any time, subject to applicable billing obligations.

Payment for GoodOrder does not convert the beta into error-free or fully mature software.

4. Mandatory Human Review

GoodOrder may fail to identify duplicate pages. It may also incorrectly classify pages, group pages, select a parent page, or generate incomplete or inaccurate outputs.

You must:

  • preserve the original source files;
  • independently review GoodOrder’s output;
  • review every page proposed for exclusion or removal;
  • confirm that retained documents are complete;
  • confirm that no unique information has been omitted;
  • maintain appropriate backups; and
  • comply with all applicable discovery, litigation-hold, production, and record-preservation duties.

You must not automatically delete, destroy, withhold, produce, file, or rely on documents solely because of a GoodOrder result.

GoodOrder’s output is an aid to review, not a final legal or evidentiary determination.

5. No Legal Advice or Professional Relationship

Featherlily is a technology provider.

The Services do not provide legal advice, legal representation, legal opinions, paralegal services, expert services, or other professional-services advice.

Use of the Services does not create an attorney-client, fiduciary, paralegal-client, consulting, expert-witness, or similar professional relationship.

Featherlily does not determine whether a document is:

  • responsive;
  • privileged;
  • attorney work product;
  • required to be preserved;
  • required to be produced;
  • suitable for filing;
  • admissible;
  • complete;
  • compliant with a deadline;
  • compliant with a court rule;
  • compliant with a protective order;
  • compliant with an ethical duty; or
  • consistent with a client instruction.

Customers remain solely responsible for all legal, professional, strategic, and procedural decisions.

6. Account, Verification, and Customer Information

GoodOrder currently uses verified email access rather than a conventional password account.

You agree to:

  • provide an email address you are authorized to use;
  • maintain access to and reasonable security for that email account;
  • provide accurate subscription and account information;
  • promptly notify Featherlily of unauthorized access or suspected misuse;
  • not impersonate another person or organization; and
  • not provide false, misleading, or incomplete information.

Verification links may expire, be single-use, and require affirmative confirmation on a Featherlily-controlled page.

Opening or previewing a verification link alone may not complete verification.

Featherlily may impose resend limits, rate limits, fraud controls, or additional verification requirements.

7. Software License

Subject to your compliance with these Terms and payment of all applicable charges, Featherlily grants you a limited, revocable, nonexclusive, nontransferable, and nonsublicensable license to install and use the authorized GoodOrder software during your active or paid-through access period.

The license is solely for:

  • your internal business or professional use;
  • processing documents you are authorized to process; and
  • use by you and authorized personnel acting for the subscribing organization.

The software is licensed, not sold.

Except for the limited rights expressly granted in these Terms, Featherlily retains all right, title, and interest in and to:

  • GoodOrder;
  • Featherlily software;
  • source code;
  • object code;
  • interfaces;
  • workflows;
  • designs;
  • documentation;
  • prompts and models owned by Featherlily;
  • trademarks;
  • branding;
  • inventions;
  • methods;
  • updates;
  • derivative works; and
  • related intellectual property.

8. Installation and Device Restrictions

The controlled beta currently permits one active installation per customer account unless Featherlily authorizes otherwise.

You may not:

  • activate the same account on multiple computers without authorization;
  • share an installation credential between computers, users, or organizations;
  • copy, disclose, or extract an activation token or credential;
  • bypass device restrictions;
  • manipulate installation identifiers;
  • transfer access to another customer; or
  • permit unauthorized persons to use your installation.

GoodOrder may store an installation credential in Windows Credential Manager.

Replacement-computer activation, damaged-computer recovery, or transfer to another device may require support assistance and deactivation of the prior installation.

An attempted second installation does not itself authorize a second subscription or additional use.

9. Customer Content

“Customer Content” means documents, images, text, metadata, files, instructions, and other information submitted to or generated through the Services.

As between Featherlily and Customer:

  • Customer retains ownership of Customer Content;
  • Featherlily retains ownership of the Services and related technology; and
  • GoodOrder outputs do not transfer ownership of Featherlily’s underlying software, methods, prompts, models, or intellectual property.

You grant Featherlily a limited license to host, transmit, reproduce, transform, analyze, and otherwise process Customer Content only as reasonably necessary to:

  • provide the Services;
  • perform requested processing;
  • authenticate and authorize use;
  • calculate and report usage;
  • troubleshoot failures;
  • maintain security;
  • comply with law; and
  • enforce these Terms.

This license ends when no longer reasonably necessary for those purposes, subject to retention in backups, security records, billing records, provider systems, or as required by law.

10. Authority to Process Documents

You represent and warrant that:

  • you have lawful authority to submit and process Customer Content;
  • your use will not violate another person’s rights;
  • your use will not violate a protective order, confidentiality agreement, ethical duty, employment obligation, or client instruction;
  • you have provided any legally required notices;
  • you have obtained any legally required permissions or authorizations; and
  • you will use the Services only for lawful purposes.

You are responsible for determining whether GoodOrder is appropriate for documents containing:

  • protected health information;
  • medical records;
  • personally identifiable information;
  • financial records;
  • employment records;
  • trade secrets;
  • information concerning minors;
  • privileged communications;
  • attorney work product; or
  • information governed by a court order or confidentiality agreement.

GoodOrder’s availability does not itself establish compliance with HIPAA, legal-ethics rules, privacy laws, protective orders, contractual restrictions, client requirements, or specialized data-security obligations.

11. Confidentiality

Featherlily will treat Customer Content as customer confidential information and will use reasonable measures designed to protect it.

Featherlily may access or disclose Customer Content:

  • to provide or support the Services;
  • through service providers involved in processing;
  • at the Customer’s direction;
  • to investigate misuse or security incidents;
  • to enforce these Terms;
  • when required by law; or
  • to protect Featherlily, customers, data subjects, or others.

Where legally permitted and reasonably practicable, Featherlily may notify the affected Customer before disclosing Customer Content in response to compulsory legal process.

Customers are responsible for determining whether use of Featherlily and its third-party technology providers is consistent with their duties concerning confidentiality, privilege, work product, client information, and protected records.

Additional information appears in the Featherlily Privacy Policy.

12. Local Storage and Customer Security

GoodOrder may store source documents, intermediate processing files, output files, run history, reports, credentials, logs, and related artifacts on the Customer’s computer.

You are responsible for:

  • securing the computer on which GoodOrder is installed;
  • maintaining operating-system and security updates;
  • controlling user access;
  • using appropriate endpoint protection;
  • maintaining backups;
  • securely deleting files when no longer needed;
  • preserving original documents; and
  • protecting locally stored outputs and credentials.

Uninstalling GoodOrder may not automatically delete all local documents, outputs, run history, workspace files, or stored credentials.

Featherlily ordinarily cannot remotely delete data stored only on a customer-controlled computer.

13. Remote Processing and Third-Party Providers

GoodOrder is not a completely offline application.

Customer Content and operational information may be transmitted through Featherlily-controlled infrastructure and to third-party providers for functions that may include:

  • hosting;
  • payment processing;
  • transactional email;
  • page counting;
  • optical character recognition;
  • document analysis;
  • artificial-intelligence-assisted review;
  • usage reporting;
  • security; and
  • troubleshooting.

Material providers may include Stripe, Render, Postmark, Microsoft Azure, and OpenAI.

Third-party services are subject to their own systems, agreements, availability, retention practices, security practices, and legal obligations.

Featherlily is not responsible for a third party’s independent acts or omissions beyond responsibility that cannot lawfully be disclaimed.

14. Artificial Intelligence and Automated Processing

GoodOrder may use artificial intelligence to assist with Bates-number reading, duplicate comparison, document analysis, or related functions.

Artificial-intelligence output may be:

  • inaccurate;
  • incomplete;
  • inconsistent;
  • non-deterministic;
  • unavailable; or
  • affected by document quality and formatting.

You must independently verify all material results.

You may not represent that an AI-generated result was independently verified when it was not.

GoodOrder must not be used as the sole basis for making decisions concerning employment, credit, housing, insurance, medical treatment, public benefits, or another person’s legal rights.

15. Subscription, Fees, and Incorporated Billing Terms

Access to GoodOrder requires a paid recurring subscription unless Featherlily expressly provides otherwise.

The current GoodOrder commercial-beta plan includes:

  • a monthly subscription charge of $49.99;
  • 1,500 included processed pages per billing period;
  • automatic overage processing at $0.045 per page when authorized and available;
  • prepaid page packs at $0.05 per page; and
  • any applicable taxes.

Available prepaid page packs may include:

  • 500 pages for $25;
  • 1,000 pages for $50; and
  • 5,000 pages for $250.

The pricing displayed at purchase governs the transaction. Featherlily may offer different plans or pricing in the future.

By purchasing a subscription, you authorize Featherlily and its payment processor to charge the disclosed recurring, prepaid, usage-based, and applicable tax amounts according to the selected plan.

Billing, cancellation, refund, dispute, page-allocation, and overage terms are governed by the Billing, Cancellation, and Refund Policy presented at or before purchase. That policy is incorporated into these Terms by reference.

If these Terms conflict with a specific billing disclosure presented at purchase, the more specific billing disclosure governs the relevant charge.

16. Page Allowance and Allocation

Unless the purchase terms state otherwise, pages are allocated in the following order:

  1. included subscription pages;
  2. prepaid pages; and
  3. automatic-overage pages.

Included subscription pages apply only to the applicable billing period and do not roll over unless Featherlily expressly states otherwise.

Prepaid pages are separate from the monthly included-page allowance and are governed by the Billing, Cancellation, and Refund Policy.

GoodOrder may display estimated, available, reserved, committed, pending, or reconciled page amounts. Temporary differences may occur while usage records, provider acceptance, and billing systems are being reconciled.

17. Page Counting and Processing Charges

A page may become chargeable when GoodOrder accepts the associated document or processing request, as described in the applicable billing disclosures.

A processed page may be charged even when:

  • it contains little or no readable text;
  • it is ultimately identified as a duplicate;
  • the Customer stops reviewing the result;
  • the resulting output is not used;
  • a downstream operation fails after the disclosed billable processing point; or
  • the run must be resumed or reconciled after processing has been accepted.

GoodOrder uses an all-or-nothing allowance decision for an accepted PDF or processing unit unless otherwise disclosed. A request may be denied before processing when sufficient included, prepaid, or authorized overage capacity is unavailable.

Featherlily will use reasonable technical measures designed to prevent duplicate charges for the same accepted processing event.

Questions concerning page accounting must be raised promptly through the support address.

18. Automatic Overage Authorization

When automatic overages are enabled or authorized for the account, you authorize Featherlily to charge for processed pages exceeding available included and prepaid balances at the rate disclosed at purchase.

Featherlily may apply exposure thresholds, usage limits, fraud controls, payment-status restrictions, or other protective limits before accepting automatic-overage processing.

A denied automatic-overage request does not necessarily prevent use of available included or prepaid pages.

Featherlily may suspend further overage processing when:

  • the payment method fails;
  • an invoice remains unpaid;
  • a charge is disputed;
  • an account exceeds a configured exposure threshold;
  • usage appears fraudulent or abnormal; or
  • continued processing presents unreasonable financial or operational risk.

19. Prepaid Pages

Prepaid pages are purchased in advance and are applied after included subscription pages and before automatic overages unless otherwise stated.

Prepaid pages:

  • are associated with the purchasing customer account;
  • may not be transferred, resold, or shared with another account;
  • have no cash value;
  • are not a bank deposit or stored-value account;
  • do not earn interest; and
  • may be used only with eligible Featherlily processing services.

Any expiration, post-cancellation use, refund eligibility, or forfeiture rules governing prepaid pages will be stated in the Billing, Cancellation, and Refund Policy.

20. Taxes

Prices may exclude sales, use, excise, value-added, or similar taxes unless stated otherwise.

You are responsible for taxes associated with your purchase or use of the Services, other than taxes based on Featherlily’s net income.

Featherlily or its payment processor may calculate and collect taxes when required by law.

You must provide accurate billing and tax information and promptly update that information when it changes.

21. Updates and Changes to the Services

Featherlily may provide corrections, updates, replacements, new versions, or modified features.

Updates may be required for continued access, security, compatibility, provider integration, or billing accuracy.

You may not prevent or circumvent a required security or entitlement update.

Featherlily may change:

  • technical requirements;
  • supported operating systems;
  • interfaces;
  • processing methods;
  • providers;
  • allowances;
  • usage limits; or
  • beta features.

Material pricing changes will apply prospectively and will be disclosed as required by applicable law.

22. Acceptable Use

You may use the Services only for lawful, authorized business or professional purposes.

You may not:

  • violate any law, regulation, court order, contract, or third-party right;
  • process documents without appropriate authority;
  • upload malware or malicious code;
  • attack, disrupt, overload, or probe the Services;
  • bypass authentication, entitlement, billing, metering, installation, or security controls;
  • falsify page counts, usage events, payment status, or account information;
  • share, sell, rent, lease, sublicense, or commercially redistribute access;
  • make the software available as a service bureau without written authorization;
  • reverse engineer, decompile, disassemble, or attempt to derive source code except to the limited extent such restriction is prohibited by applicable law;
  • scrape or systematically extract the Services;
  • remove copyright, trademark, or proprietary notices;
  • copy the interface or documentation to create a competing product;
  • use the Services to train or evaluate a competing commercial system without written authorization;
  • use stolen, fraudulent, or unauthorized payment credentials;
  • impersonate another person or organization;
  • interfere with another customer’s use; or
  • use the Services to harass, exploit, threaten, or unlawfully monitor another person.

23. Feedback

You may provide suggestions, defect reports, ideas, or other feedback.

You grant Featherlily a perpetual, worldwide, irrevocable, royalty-free right to use feedback concerning the Services without restriction or compensation.

This provision does not transfer ownership of Customer Content or confidential client documents.

Do not include confidential client information in feedback unless necessary and authorized.

24. Support

Beta support is provided through:

hello@featherlilyproductions.com

Support availability and response times are not guaranteed unless Featherlily separately agrees in writing.

When requesting support, provide only information reasonably necessary to diagnose the problem.

Do not initially email:

  • complete client files;
  • passwords;
  • activation tokens;
  • complete payment-card information; or
  • unnecessary protected or confidential information.

Featherlily may request limited diagnostic information or sample material where needed, but you remain responsible for confirming that disclosure is authorized.

25. Availability, Maintenance, and Service Interruptions

The Services may be unavailable because of:

  • maintenance;
  • updates;
  • provider outages;
  • network failures;
  • security events;
  • demand;
  • defects; or
  • circumstances beyond Featherlily’s reasonable control.

Featherlily does not guarantee uninterrupted access, minimum uptime, recovery time, processing speed, or service levels unless stated in a separate written agreement signed by Featherlily.

Featherlily may perform planned or emergency maintenance and may temporarily limit access to protect customers, data, billing integrity, or the Services.

26. Suspension

Featherlily may suspend or restrict access when reasonably necessary to:

  • address nonpayment;
  • protect the Services;
  • prevent fraud or abuse;
  • investigate unauthorized use;
  • respond to a security incident;
  • comply with law;
  • prevent harm;
  • enforce these Terms;
  • perform maintenance; or
  • address excessive or abnormal use.

Where reasonably practicable, Featherlily will provide notice and an opportunity to correct the issue.

Immediate suspension may occur when delay could create security, legal, financial, or operational risk.

27. Cancellation and Termination by Customer

You may cancel your subscription through the available Stripe Customer Portal or another cancellation method identified by Featherlily.

Cancellation ordinarily prevents renewal at the end of the current paid billing period and does not itself create a refund for charges already incurred.

The Billing Policy provides one limited exception: the successful initial monthly subscription payment may be fully refunded within seven calendar days only if no pages of any kind were processed and committed in that subscription billing period. Once any page is committed, cancellation remains effective at period end and valid remaining allowance may be used only through the paid-through date. A scheduled cancellation may be reversed before that date, and a fully refunded customer may subscribe again later.

You remain responsible for:

  • subscription charges incurred before cancellation;
  • prepaid page purchases already completed;
  • processed-page charges;
  • overage charges;
  • taxes; and
  • other amounts incurred before cancellation takes effect.

The Billing, Cancellation, and Refund Policy controls the detailed consequences of cancellation.

28. Termination by Featherlily

Featherlily may terminate these Terms or your access for:

  • material breach;
  • unlawful use;
  • nonpayment;
  • fraud;
  • repeated misuse;
  • circumvention of billing or security controls;
  • conduct creating material legal, security, financial, or operational risk; or
  • discontinuation of the Services.

Where reasonably practicable, Featherlily will provide notice before termination.

Upon termination:

  • the license ends;
  • you must stop using the software;
  • access credentials may be disabled;
  • amounts already owed remain due; and
  • local Customer Content and outputs may remain on your computer.

Provisions that by their nature should survive will survive, including ownership, payment obligations, confidentiality limitations, disclaimers, liability limitations, indemnification, dispute provisions, and general contract terms.

29. Customer Data After Cancellation or Termination

You are responsible for maintaining copies of Customer Content and outputs before access ends.

Featherlily does not promise to retain or provide post-termination access to Customer Content.

Because primary workspace files are generally stored locally, cancellation or termination ordinarily does not delete those local files.

You remain responsible for preserving or deleting local Customer Content and outputs according to applicable legal, professional, contractual, and client obligations.

30. Intellectual Property and Proprietary Rights

Featherlily and its licensors own all rights in the Services not expressly granted to you.

No rights are granted by implication, estoppel, or otherwise.

Featherlily, GoodOrder, associated logos, product names, interface elements, documentation, and related marks are owned by Featherlily or its licensors.

You may not use Featherlily’s names, logos, marks, or branding except as necessary to identify your authorized use of the Services or with written permission.

You may not publish benchmark results, security-test results, or nonpublic technical information about the Services in a misleading manner or in a manner that exposes confidential or security-sensitive information.

31. Intellectual-Property Complaints

A person who believes content processed through the Services infringes intellectual-property rights may contact:

hello@featherlilyproductions.com

The notice should identify:

  • the protected work;
  • the allegedly infringing material;
  • the basis for the complaint;
  • the complaining party’s contact information; and
  • a statement that the complaint is made in good faith.

Featherlily may request additional information before acting.

32. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

FEATHERLILY DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, AND RESULTS.

Featherlily does not warrant that:

  • the Services will be uninterrupted or error-free;
  • every duplicate will be identified;
  • every identified duplicate will be correct;
  • outputs will be complete or suitable for production;
  • Customer Content or data will never be lost;
  • security incidents will never occur;
  • the Services will satisfy a particular legal, ethical, regulatory, contractual, insurer, court, or client requirement;
  • defects will be corrected within a particular time;
  • third-party services will remain available; or
  • the Services will meet every Customer expectation or use case.

Some jurisdictions do not permit certain warranty exclusions. In those jurisdictions, exclusions apply only to the extent permitted by law.

33. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FEATHERLILY AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, DOCUMENTS, CLIENT RELATIONSHIPS, LEGAL RIGHTS, OR OPPORTUNITIES, ARISING FROM OR RELATED TO THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FEATHERLILY’S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

  1. the amount the Customer paid to Featherlily for GoodOrder during the three months immediately preceding the event giving rise to the claim; or
  2. one hundred dollars ($100).

These limitations apply:

  • regardless of the theory of liability;
  • whether the claim sounds in contract, tort, negligence, strict liability, statute, or another theory;
  • even if Featherlily was advised that damages were possible; and
  • even if a remedy fails of its essential purpose.

Nothing in these Terms excludes or limits liability to the extent exclusion or limitation is prohibited by applicable law.

Without limiting that rule, these provisions do not exclude or limit liability for intentional or gross fault that causes damage, or for causing physical injury, where such advance exclusion or limitation is invalid under Louisiana law. Louisiana Civil Code article 2004 invalidates advance exclusions for those categories.

34. Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless Featherlily and its owners, officers, employees, contractors, and affiliates from third-party claims, liabilities, damages, judgments, losses, and reasonable legal expenses arising from:

  • your unlawful or unauthorized Customer Content;
  • your violation of these Terms;
  • your violation of another person’s rights;
  • your failure to obtain required authority, notice, permission, or consent;
  • your misuse of the Services;
  • your reliance on unreviewed GoodOrder output; or
  • your violation of a court order, confidentiality obligation, or professional duty.

Featherlily will provide reasonable notice of an indemnified claim and permit you to control the defense, subject to Featherlily’s right to participate with counsel of its choosing.

You may not settle a claim in a manner that:

  • admits wrongdoing by Featherlily;
  • imposes an obligation on Featherlily;
  • requires Featherlily to pay money;
  • restricts Featherlily’s business; or
  • fails to provide Featherlily a complete release,

without Featherlily’s written consent.

This indemnification provision applies only to the extent enforceable under applicable law.

35. Governing Law and Venue

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

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

After complying with the informal dispute-resolution requirements in Section 36, any judicial proceeding arising from or relating to these Terms or the Services must be brought in a court of competent jurisdiction located in the Louisiana parish in which Featherlily’s registered office is located when the proceeding is filed. Each party consents to personal jurisdiction and venue in those courts.

Nothing in these Terms prevents either party from seeking appropriate injunctive or equitable relief concerning unauthorized access, security, confidentiality, or intellectual-property rights.

36. Informal Dispute Resolution

Before filing a lawsuit concerning these Terms or the Services, the complaining party must send written notice describing:

  • the dispute;
  • the relevant account;
  • the material facts;
  • the requested resolution; and
  • supporting information.

Notices to Featherlily must be sent to:

hello@featherlilyproductions.com

Use the subject line:

Dispute Notice

The parties will attempt in good faith to resolve the dispute informally for at least thirty days after receipt of the notice.

This section does not prevent:

  • an urgent request for injunctive or equitable relief;
  • action needed to protect confidential information or intellectual property;
  • action needed to address fraud, unauthorized access, or a security incident; or
  • filing necessary to prevent expiration of an applicable limitation period.

37. Electronic Communications and Acceptance

You consent to receive agreements, disclosures, receipts, notices, verification messages, and other operational communications electronically.

You are responsible for maintaining:

  • a working email address;
  • access to that email address; and
  • equipment and software capable of accessing electronic records.

You may retain these Terms by printing or saving the webpage.

Your electronic acceptance is intended to have the same legal effect as a handwritten signature, subject to applicable law.

Featherlily may maintain records showing:

  • the version of the Terms accepted;
  • the acceptance date and time;
  • the customer email address;
  • the subscription or transaction identifier;
  • the installation identifier;
  • the Internet Protocol address or technical request information, when available; and
  • other information reasonably used to attribute and document acceptance.

Louisiana law recognizes electronic records, electronic signatures, and electronic contracts, and federal law provides that a contract generally may not be denied legal effect solely because an electronic signature or record was used. (Louisiana Legislative Website)

38. Changes to These Terms

Featherlily may update these Terms to reflect changes in:

  • the Services;
  • technology;
  • providers;
  • business practices;
  • pricing structures;
  • security requirements; or
  • applicable law.

The revised Terms will display a new effective date.

Material changes may be communicated through:

  • the website;
  • the software;
  • email; or
  • another reasonable method.

Where required by law or appropriate because of the nature of the change, Featherlily may require renewed affirmative acceptance.

Changes will not retroactively alter charges already incurred unless permitted by law and clearly disclosed.

Continued use after an updated version becomes effective constitutes acceptance only to the extent permitted by applicable law and the acceptance process presented to the Customer.

39. Assignment

You may not assign or transfer these Terms, your subscription, installation credential, or license without Featherlily’s written consent.

Any attempted assignment in violation of this section is void to the extent permitted by law.

Featherlily may assign these Terms in connection with:

  • a merger;
  • financing;
  • reorganization;
  • sale of assets;
  • acquisition;
  • transfer of the Services; or
  • change in corporate structure or control.

40. Force Majeure

Featherlily is not responsible for delay or failure caused by events beyond its reasonable control, including:

  • natural disasters;
  • severe weather;
  • utility or telecommunications failures;
  • internet outages;
  • cloud-provider failures;
  • labor disputes;
  • civil unrest;
  • war;
  • terrorism;
  • epidemics or public-health emergencies;
  • government action;
  • cyberattacks;
  • malicious third-party conduct; or
  • failures of third-party services.

This section does not excuse payment obligations already incurred.

41. Severability and Reformation

If any provision of these Terms is held invalid, illegal, or unenforceable, the provision will be enforced or reformed to the maximum extent permitted by law.

The remaining provisions will remain in effect.

42. Waiver

Failure to enforce a provision is not a waiver of the right to enforce it later.

A waiver must be in writing and applies only to the specific circumstance stated.

43. No Third-Party Beneficiaries

Except for persons expressly entitled to protection under the warranty disclaimer, liability limitation, or indemnification provisions, these Terms do not create enforceable rights in any third party.

44. Relationship of the Parties

The parties are independent contracting parties.

These Terms do not create a:

  • partnership;
  • joint venture;
  • agency;
  • franchise;
  • fiduciary relationship;
  • employment relationship; or
  • exclusive relationship.

Neither party may bind the other except as expressly authorized in writing.

45. Notices

Operational, billing, security, privacy, and contractual notices may be delivered electronically to the email address associated with the account.

A notice sent electronically is considered received when sent unless the sender receives a clear delivery-failure notice, subject to applicable law.

You must keep your account email address current.

Notices to Featherlily must be sent to:

hello@featherlilyproductions.com

The required subject line, where applicable, should identify the nature of the notice, such as:

  • Privacy Request;
  • Security Report;
  • Billing Question;
  • Dispute Notice; or
  • Terms Question.

46. Entire Agreement and Order of Precedence

These Terms, together with the following documents, constitute the agreement concerning the Services:

  • the Privacy Policy;
  • the Billing, Cancellation, and Refund Policy;
  • the Beta and Mandatory Review Notice;
  • any plan-specific terms displayed at purchase; and
  • any written order, amendment, or agreement signed by Featherlily.

The Privacy Policy describes data practices and does not reduce obligations imposed by these Terms.

If the agreement documents conflict, the following order generally applies:

  1. a signed written amendment or order;
  2. plan-specific purchase terms;
  3. the Billing, Cancellation, and Refund Policy for billing matters;
  4. these Terms; and
  5. other incorporated policies and notices.

47. Headings and Interpretation

Headings are for convenience and do not limit the provisions.

“Including” means “including without limitation.”

The singular includes the plural, and the plural includes the singular, when appropriate.

References to a person include an individual, organization, entity, or governmental body as appropriate.

These Terms will not be construed against a party merely because that party drafted them.

48. Contact

Questions concerning these Terms may be sent to:

Featherlily Productions LLC
Email: hello@featherlilyproductions.com

Use the subject line:

Terms Question