Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Drafted Labs, Inc. ("Drafted," "we," "us," or "our") governing your access to and use of the Drafted platform, website, and all related services (collectively, the "Services").

By accessing or using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you must not access or use the Services.

2. Description of Services

Drafted operates an AI-powered talent sourcing and matching platform that connects verified university students and early-career professionals ("Candidates" or "Contributors") with employers, companies, and clients ("Clients") for employment, contract work, and AI training and evaluation tasks. Our Services include, but are not limited to:

• Candidate profile creation and management, including video profiles
• AI-powered talent matching and recommendation
• Contributor sourcing for AI training, evaluation, and data annotation tasks
• Employer and client access to the candidate and contributor pipeline
• Assessment and evaluation tools
• Communication tools between parties

3. Eligibility

You must be at least 16 years of age to use the Services. By using the Services, you represent and warrant that you meet this age requirement. If you are between the ages of 16 and 18, you represent that your legal guardian has reviewed and agreed to these Terms.

If you are registering as a Candidate through a university partnership program, you must be a currently enrolled student or recent graduate (within 24 months of graduation) of a partner institution.

4. Account Registration & Security

To access certain features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use of your account

We reserve the right to suspend or terminate accounts that contain false or misleading information, or that violate these Terms.

5. User Content

"User Content" means any content you submit, upload, or make available through the Services, including but not limited to profiles, video recordings, resumes, assessment responses, and communications.

You retain ownership of your User Content. By submitting User Content, you grant Drafted a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, display, and distribute your User Content solely in connection with operating and improving the Services, including matching you with relevant opportunities.

You represent and warrant that you own or have the necessary rights to submit your User Content, and that your User Content does not violate any third-party rights or applicable laws.

6. Proprietary Data & Candidate Information

All Candidate and Contributor data collected, processed, and maintained through the Services, including profiles, assessment results, video submissions, and university-sourced information, constitutes proprietary and confidential information of Drafted.

Clients and employers agree that:

• Candidate data accessed through the platform shall be used solely for the purpose of evaluating candidates for legitimate employment or engagement opportunities.
• Candidate data shall not be copied, downloaded in bulk, scraped, or extracted from the platform for any unauthorized purpose.
• Candidate data shall not be shared with third parties without Drafted's prior written consent.
• Candidate data shall not be used to build competing databases, products, or services.
• All candidate data remains the property of Drafted and the respective Candidates.

University student data is subject to additional protections as described in our Privacy Policy. Violation of these data protection provisions constitutes a material breach of these Terms and may result in immediate termination of access and legal action.

7. Prohibited Conduct

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable laws
• Submit false, misleading, or fraudulent information
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Interfere with or disrupt the Services or servers or networks connected to the Services
• Attempt to gain unauthorized access to any portion of the Services or any other systems or networks
• Use any automated means (bots, scrapers, crawlers) to access, collect data from, or interact with the Services
• Reverse engineer, decompile, or disassemble any aspect of the Services
• Harass, abuse, or harm other users of the Services
• Use candidate data for discriminatory purposes or in violation of employment laws
• Circumvent any access controls, rate limits, or security features of the Services

8. Intellectual Property

The Services and all related content, features, and functionality (including but not limited to software, algorithms, text, graphics, logos, and design) are owned by Drafted and are protected by copyright, trademark, patent, and other intellectual property laws.

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose, subject to these Terms. This license does not include the right to modify, reproduce, distribute, or create derivative works based on the Services.

9. Contributor & Task Terms

If you participate as a Contributor performing AI training, evaluation, or data annotation tasks through the Services:

• You agree to perform tasks with diligence, accuracy, and in compliance with provided guidelines.
• Work product generated in the course of tasks is owned by Drafted or its Clients, as specified in the applicable task agreement.
• You are engaged as an independent contractor and not as an employee of Drafted or its Clients.
• Compensation for tasks will be determined and communicated prior to task commencement.
• You agree to maintain confidentiality of all task materials, instructions, and outputs.
• You shall not disclose, reproduce, or use task materials for any purpose other than completing the assigned tasks.

10. Payment Terms

Certain features of the Services may be subject to fees. All fees are stated in U.S. dollars unless otherwise specified. You agree to pay all applicable fees in accordance with the billing terms in effect at the time the fee is due. We reserve the right to change our fees upon reasonable notice.

For Contributors, payments will be processed in accordance with the payment schedule specified in the applicable task or engagement agreement. Drafted is not responsible for taxes owed on payments received; Contributors are responsible for their own tax obligations.

11. Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. DRAFTED DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Drafted does not guarantee that: (a) the Services will be uninterrupted, secure, or error-free; (b) any candidate or contributor will meet specific qualifications or performance standards; (c) any employment or engagement opportunity will result from use of the Services; or (d) results obtained from the Services will be accurate or reliable.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, DRAFTED AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES.

IN NO EVENT SHALL DRAFTED'S TOTAL AGGREGATE LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO DRAFTED IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

13. Indemnification

You agree to indemnify, defend, and hold harmless Drafted, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Services; (b) your violation of these Terms; (c) your User Content; or (d) your violation of any third-party rights.

14. Termination

We may suspend or terminate your access to the Services at any time, with or without cause, and with or without notice. You may terminate your account at any time by contacting us. Upon termination:

• Your right to access and use the Services will immediately cease.
• We may retain your data as necessary to comply with legal obligations, resolve disputes, and enforce our agreements.
• Provisions of these Terms that by their nature should survive termination will remain in effect, including Sections 5, 6, 8, 11, 12, 13, and 16.

15. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last updated" date. Your continued use of the Services after such changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

16. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws provisions.

Any dispute arising out of or relating to these Terms or the Services shall first be resolved through good-faith negotiation between the parties. If the dispute cannot be resolved through negotiation within thirty (30) days, it shall be submitted to binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Miami, Florida, and the arbitrator's decision shall be final and binding.

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration.

17. Miscellaneous

• Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and Drafted regarding the Services.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver: Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
• Assignment: You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights without restriction.
• Force Majeure: Drafted shall not be liable for any failure to perform its obligations due to circumstances beyond its reasonable control.