Terms of Service

Effective Date: April 4, 2026 | Last Updated: May 19, 2026

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you" or "user") and PRAXIS AI LLC, a Missouri limited liability company ("Vannus," "we," "us," or "our"), governing your access to and use of the website located at vannus.co, all associated subdomains, and any related services, tools, features, or content (collectively, the "Platform").

By accessing or using the Platform, you agree to be bound by these Terms, our Privacy Policy, and any additional terms, guidelines, or rules referenced herein. If you do not agree to these Terms, you must not access or use the Platform.

1.1 Eligibility. You must be at least 18 years old to create an account or purchase a subscription. You must be at least 13 years old to use the free Platform. The Platform is not directed to children under 13. If you are between 13 and 18, you may use the free Platform only with the consent of a parent or guardian, and you may not provide payment information or accept these Terms on your own behalf. By accepting these Terms, you represent and warrant that you meet these age requirements.

1.2 Your Account. If you create an account, you are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must (a) choose a password meeting the Platform's strength requirements; (b) not share your credentials with any third party; and (c) notify Vannus immediately at support@vannus.co of any unauthorized access. Vannus is not liable for losses arising from your failure to safeguard your credentials. After five (5) consecutive failed login attempts for an email address, that account is temporarily locked for approximately one (1) hour as a security measure.

1.3 Electronic Signatures and Records. By creating an account, you consent under the federal Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et seq.) and the Missouri Uniform Electronic Transactions Act (RSMo §§ 432.200–432.295) to receive all communications, agreements, disclosures, and notices in electronic form, including these Terms, the Privacy Policy, billing receipts, subscription notices, and required legal notices. You may withdraw this consent by closing your account.

1.4 Modification of Terms. Vannus will provide notice of material changes to these Terms by (a) updating the "Last Updated" date; (b) where you have an account, sending notice to the email address on file at least fourteen (14) days before the change takes effect, or displaying an in-product notice requiring re-acceptance; and (c) recording the specific version of the Terms you accepted at signup. Non-material changes (clarifications, typo fixes, sub-processor updates) take effect upon posting. Your continued use of the Platform after the effective date, or your re-acceptance, constitutes agreement to the modified Terms.


2. Company Information

PRAXIS AI LLC is a limited liability company organized under the laws of the State of Missouri, United States. Our principal place of business is located in the State of Missouri.


3. Description of the Platform

Vannus is an AI tool evaluation and elimination platform. The Platform allows users to search, compare, and evaluate artificial intelligence tools and software products across multiple criteria including pricing, compliance, vendor trust, integrations, skill level requirements, and industry fit.

The Platform operates on an elimination-first methodology: we evaluate AI tools and remove those that do not meet our vetting criteria, then present users with the tools that survived evaluation along with the reasons for each elimination and recommendation.

The Platform is currently provided free of charge to all users. We reserve the right to introduce paid tiers, subscription plans, or premium features in the future, with appropriate notice to users.


4. Nature of the Service — Not Professional Advice

The Platform provides informational content and tool evaluations for general educational and research purposes only. Nothing on the Platform constitutes professional advice of any kind, including but not limited to legal, financial, investment, tax, medical, cybersecurity, or business advice.

Tool evaluations, trust scores, elimination decisions, and recommendations are based on publicly available information, our proprietary research methodology, and algorithmic analysis at the time of evaluation. They are not guarantees, audits, certifications, endorsements, or legal opinions regarding any tool's quality, security, compliance status, or fitness for your particular purpose.

You are solely responsible for independently evaluating and verifying any AI tool or software product before making purchasing, implementation, or business decisions. Vannus expressly disclaims any responsibility for decisions you make based on Platform content.

4.1 EU AI Act — Transparency Notice (Regulation (EU) 2024/1689, Article 50). The Vannus Platform and the Vannus Room may, from time to time, route, summarize, or surface content generated by third-party general-purpose AI models. Where any output is generated by an AI system rather than authored directly by Vannus personnel, the surface displaying that output makes the AI-generated nature reasonably evident (for example: the Vannus Room labels each response with the underlying model, and tier classifications on the Platform are derived from Vannus's published 9-dimension methodology applied algorithmically). To the extent EU AI Act Article 50 transparency obligations apply to Vannus's surfaces as offered to users in the EU, Vannus's intent is to satisfy those obligations through clear in-product labeling and through this disclosure. Article 50's general-purpose provisions become applicable in August 2026; Vannus will update its in-product labeling as necessary if the European Commission's implementing acts under Articles 50(4) and 50(5) require additional disclosures.


5. Assumption of Risk

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE PLATFORM IS AT YOUR SOLE RISK. THE PLATFORM PROVIDES AI TOOL EVALUATIONS, SCORES, RANKINGS, AND RECOMMENDATIONS GENERATED THROUGH AUTOMATED ALGORITHMIC ANALYSIS AND PROPRIETARY METHODOLOGY. THESE OUTPUTS ARE INFORMATIONAL ONLY AND MAY CONTAIN ERRORS, INACCURACIES, OR OMISSIONS.

YOU ASSUME FULL RESPONSIBILITY FOR ANY DECISIONS YOU MAKE BASED ON PLATFORM CONTENT, INCLUDING BUT NOT LIMITED TO TOOL PURCHASES, SUBSCRIPTION COMMITMENTS, VENDOR SELECTIONS, MIGRATION PLANS, INTEGRATION DECISIONS, AND ANY RESULTING BUSINESS, FINANCIAL, OPERATIONAL, LEGAL, OR TECHNICAL CONSEQUENCES.

PRAXIS AI LLC DOES NOT GUARANTEE THAT ANY AI TOOL EVALUATED ON THE PLATFORM WILL PERFORM AS DESCRIBED, REMAIN AVAILABLE, MAINTAIN ITS CURRENT PRICING, COMPLY WITH ANY LAW OR STANDARD, OR BE SUITABLE FOR YOUR PARTICULAR USE CASE. TOOL VENDORS MAY CHANGE THEIR PRODUCTS, PRICING, TERMS, OR AVAILABILITY AT ANY TIME WITHOUT NOTICE TO VANNUS.


6. Advisory and Consulting Services

Vannus may, from time to time, offer paid advisory or consulting services ("Concierge Services") to select clients on a case-by-case basis. Concierge Services are governed by separate written engagement agreements between Vannus and the client.

Concierge Services are advisory in nature. Vannus acts as an independent evaluator and advisor, not as a fiduciary, agent, or representative of the client. Recommendations made through Concierge Services are evaluations and opinions, not guarantees of outcomes.

Vannus is not responsible for the performance, reliability, security, pricing, availability, or compliance of any third-party tool or software recommended through Concierge Services. The client's use of any recommended tool is governed entirely by that tool's own terms of service, privacy policy, and applicable law.

Vannus's total liability arising from any Concierge engagement shall not exceed the fees actually paid by the client for that specific engagement.


7. Affiliate Relationships and FTC Disclosure

Vannus participates in affiliate and referral programs with certain third-party companies. When you click on certain links on the Platform and make a purchase or sign up for a service, Vannus may earn a commission or referral fee at no additional cost to you.

Vannus maintains affiliate relationships with companies including but not limited to Semrush (via Impact.com) and ActiveCampaign (via PartnerStack). These relationships are disclosed in compliance with the Federal Trade Commission's ("FTC") Endorsement Guides (16 CFR Part 255) and all applicable state and federal disclosure requirements.

Vannus does not accept paid placements, sponsored rankings, or vendor-influenced positioning on the Platform. Our elimination methodology is independent. Tools that do not meet our vetting criteria are eliminated regardless of any existing or potential commercial relationship.

FTC §5 substantiation. The "no paid placements" claim is substantiated by the architectural separation documented at /static/neutrality.html and the live structural-neutrality attestation published at /.well-known/neutrality.json. The code paths that compute tier classifications do not reference affiliate-partner status; this separation is verified by an automated test that fails the build if the scoring stack transitively imports any forbidden monetization module. The attestation re-computes on each deploy and is signed against the current git commit.


8. User Conduct and Acceptable Use

By using the Platform, you agree that you will not:

AI-Specific Prohibited Uses. In addition to the prohibitions above, you specifically agree that you will not:

Violation of these terms may result in immediate termination of your access to the Platform without notice, recovery of fees attributable to abusive usage, and referral to law enforcement or affected third-party providers where appropriate.


9. Intellectual Property

9.1 Vannus IP

The Platform, including but not limited to all text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, software, evaluation methodologies, trust scoring algorithms, elimination criteria, and the compilation thereof, is the exclusive property of PRAXIS AI LLC or its licensors and is protected by United States and international copyright, trademark, and other intellectual property laws.

The name "Vannus," the name "Vannus AI," the taglines "Not every AI tool deserves your time" and "we eliminate before we recommend," and all associated logos, service marks, and trade dress are trademarks or registered trademarks of PRAXIS AI LLC. You may not use any of these marks without the prior written consent of Vannus.

9.2 Limited License

Subject to these Terms, Vannus grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal or internal business purposes. This license does not include the right to modify, reproduce, distribute, create derivative works from, publicly display, publicly perform, republish, download, store, or transmit any Platform content, except as incidental to normal web browsing (e.g., browser caching).

9.3 User Submissions (Non-Chat)

If you submit non-chat content to the Platform (including search queries, feedback, reviews, RFP entries, or other materials submitted outside the Vannus Room), you grant Vannus a worldwide, non-exclusive, royalty-free, perpetual, irrevocable license to use, reproduce, modify, publish, distribute, and display such content solely for the purpose of operating, improving, and promoting the Platform. You represent that you own or have the necessary rights to submit such content and that it does not violate any third-party rights.

9.4 Chat Content in the Vannus Room

Notwithstanding Section 9.3, the following narrower terms apply to prompts you submit and responses you receive in the Vannus Room (collectively, "Chat Content"). You retain ownership of your prompts. You grant Vannus a limited, non-exclusive, royalty-free license to: (a) store, transmit, and process Chat Content as necessary to operate the Room and route requests to third-party LLM providers; (b) review Chat Content for security, abuse detection, debugging, and legal compliance; and (c) generate aggregated, anonymized, or de-identified analytics that cannot reasonably be linked back to you. This license terminates when you delete the Chat Content or close your account, except for retention required by law or for security and backup purposes. Vannus will not publicly disclose, sell, or use your Chat Content for marketing without your separate express consent. Vannus does not use Chat Content to train Vannus models.

Sensitive content prohibition. Do not submit confidential, regulated (including but not limited to protected health information ("PHI") under HIPAA, payment card data subject to PCI DSS, government-issued identification numbers, attorney-client privileged communications), or otherwise sensitive third-party information through the Room. Vannus has no Business Associate Agreement, PCI compliance certification, or similar regulated-data handling in place. Submitting such information is at your sole risk and violates Section 8 (Acceptable Use).

9.5 User-Submitted Vendor Names (Rate-my-stack & Concierge Intake)

The Rate-my-stack tool at /static/rate-my-stack.html and the Concierge intake forms accept user submissions of third-party AI vendor names (and optional monthly costs). By submitting a vendor name through these surfaces, you grant Vannus a limited, non-exclusive, royalty-free license to score the submitted vendor against Vannus's published 9-dimension methodology and to return the resulting rating to you in the API response. The Rate-my-stack endpoint is stateless: no submitted vendor name or cost figure is persisted to any database, log, or backup; the HTTP response carries Cache-Control: no-store. Concierge intake submissions are handled under Section 9.3 (User-Submitted Content) and Section 12.6 (Concierge Outcome Assurance).

9.6 Editorial Opinion, Methodology, and Trade-Libel Reservation

All tier classifications (Sovereign, Durable, Moderate, Fragile, Wrapper), letter grades, per-tool scorecards, caution flags, replacement shortlists, "what we eliminated" rationales, and related characterizations published anywhere on the Platform — including the public catalog, the category landing pages (e.g., /static/best-ai-coding-tools.html), the example audit (/static/example-audit.html), Rate-my-stack output, Concierge deliverables, blog posts, and the llms.txt file — represent Vannus's editorial opinion derived from the published 9-dimension methodology applied to publicly available information at the time of evaluation. They are not statements of fact about any vendor's products, business practices, financial condition, security posture, training-data policies, or compliance status.

Vendors who believe a Vannus characterization is materially inaccurate may submit a correction request to support@vannus.co with the subject line "Methodology Correction Request"; Vannus will review in good faith and update the rating where the underlying public evidence has changed. Cached third-party displays (e.g., Google search snippets) of historical Vannus ratings may not reflect current methodology; the authoritative current rating is the one displayed on vannus.co at the time of viewing.

Vannus relies on the protections of the First Amendment of the United States Constitution, Article I, Section 8 of the Missouri Constitution, Mo. Rev. Stat. § 537.528 (anti-SLAPP), Section 230 of the Communications Decency Act where applicable, and the doctrine of constitutionally protected opinion articulated in Milkovich v. Lorain Journal Co., 497 U.S. 1 (1990).

9.7 DMCA Notice and Takedown

Vannus complies with the Digital Millennium Copyright Act, 17 U.S.C. § 512. To report copyright infringement on the Platform, send a notice to support@vannus.co with subject "DMCA Notice" including: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material with sufficient detail to locate it; (c) your contact information; (d) a statement of good-faith belief that use is unauthorized; (e) a statement under penalty of perjury that the information is accurate and you are authorized to act on behalf of the rights holder; and (f) your physical or electronic signature. Counter-notices may be submitted to the same address. Repeat infringers will have accounts terminated under Section 18.


10. Third-Party Tools, Links, and Services

The Platform contains references to, evaluations of, and links to third-party AI tools, software products, websites, and services. These third-party resources are not owned or controlled by Vannus.

Vannus does not endorse, guarantee, or assume responsibility for the accuracy, reliability, security, availability, performance, pricing, terms of service, privacy practices, or compliance status of any third-party tool, product, website, or service referenced on the Platform.

Your interaction with any third-party tool or service accessed through the Platform is solely between you and the third party. Vannus shall not be a party to, or in any way responsible for, any transaction, dispute, or claim arising from your use of or reliance on any third-party tool or service.

The inclusion of any tool on the Platform does not constitute an endorsement, guarantee, or certification of that tool by Vannus.


11. Privacy

Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our practices regarding the collection, use, and disclosure of your information.


12. Subscription Billing and Refund Policy

12.1 Paid Subscriptions. Vannus offers paid subscription tiers for the Room workspace and other premium features. Current tiers, pricing, and features are listed at vannus.co/static/pricing.html. Pricing may change with notice; existing subscribers retain their current pricing through the end of their then-current billing period.

12.2 Auto-Renewal. Subscriptions automatically renew at the end of each billing period (monthly or annually) unless canceled. We will notify you by email at least seven (7) days before each annual renewal. Monthly subscriptions renew without separate notice. By subscribing, you authorize Vannus to charge your payment method on each renewal date.

12.3 Cancellation. You may cancel your subscription at any time via your account settings. Upon cancellation, you retain access to paid features through the end of your current billing period. No further charges will be made after cancellation. This matches industry standard for digital subscription services (e.g., Anthropic Claude Pro, OpenAI ChatGPT Plus).

12.4 Refund Policy — General. All subscription payments are final and non-refundable, including for partially-used billing periods, unused features, or compute usage that did not occur. This policy matches industry standard for digital subscription services.

12.5 Statutory Right of Withdrawal — EU, UK, and Other Jurisdictions. If you are a consumer resident in the European Union, United Kingdom, Iceland, Liechtenstein, Norway, Turkey, or any jurisdiction with equivalent consumer protection law, you have a statutory fourteen (14) day right of withdrawal from a new subscription contract.

To exercise this right, you must contact support@vannus.co within fourteen (14) days of your initial subscription purchase, stating your decision to withdraw. Refunds will be issued within fourteen (14) days using the original payment method.

Important — Waiver of Right of Withdrawal: Your right of withdrawal terminates if, during the cooling-off period, you begin using paid Room compute, premium features, or other paid digital services. By using these services during the cooling-off period, you expressly consent to the start of performance and acknowledge that you waive your statutory right of withdrawal. This waiver applies only to digital service usage; access to the free tier does not constitute waiver.

12.6 Concierge Audit — Outcome Assurance. The Vannus AI Stack Audit (one-time engagement priced at $7,500 USD or as agreed in your engagement letter) is delivered with two outcome-assurance commitments rather than a refund-based guarantee:

(a) Pre-Screened Intake. Every prospective Concierge engagement begins with a no-cost intake call of approximately twenty (20) minutes. If, based on the information shared during intake, Vannus does not believe it can identify meaningful savings opportunities within the prospective customer's stack, Vannus will decline the engagement before any contract is signed and no fee is charged. Vannus's stated policy is to decline engagements where intake does not surface meaningful savings opportunities; we anticipate this applying to a meaningful share of inquiries. The decision is communicated on the intake call before any contract signs.

(b) 90-Day Follow-Up Assessment. If, within ninety (90) days following audit delivery, the customer's post-audit review surfaces material concerns about the analysis or recommendations, Vannus will provide a follow-up assessment at no additional charge to revisit the recommendations against the customer's real-world implementation experience. The follow-up assessment is delivered as a written supplement to the original audit and a 30-minute review call.

The audit deliverable contains an annualized savings estimate, which is a directional projection based on the customer's stated stack and pricing inputs at intake. Realized savings depend on which recommendations the customer implements and external factors (vendor pricing changes, organizational adoption, regulatory changes, etc.) outside Vannus's control. The estimate is not a forecast, warranty, or guarantee of realized financial outcomes.

To request the 90-day follow-up assessment:

  1. Email support@vannus.co within ninety (90) days of audit delivery, stating the specific concerns and citing the audit deliverable
  2. Vannus will schedule the follow-up review call within ten (10) business days
  3. Vannus will deliver the written supplement within fourteen (14) days following the review call

This Outcome Assurance is documented in each engagement letter and applies only to the standalone AI Stack Audit engagement. It does not apply to subscription tiers, the optional retainer, or other services. Subscription payments remain governed by Section 12.4 (final, non-refundable).

12.7 Disputed Charges. If you believe you have been charged in error, contact support@vannus.co within thirty (30) days of the disputed charge. We review all disputes in good faith and will issue refunds where errors are confirmed.

12.8 Failed Payments. If your payment method fails on renewal, we will attempt re-authorization up to three times over fourteen (14) days. During this period, paid features may be paused but your account remains active. If payment cannot be collected after fourteen (14) days, your subscription will be canceled and you will lose access to paid features. Account data is retained for thirty (30) days after cancellation in case you wish to reactivate.

12.9 Tax. Subscription prices are exclusive of applicable taxes. Vannus uses Stripe Tax to calculate and collect sales tax, VAT, and other taxes as required by your jurisdiction. Tax appears as a separate line item on your invoice.

12.10 Compute Caps, Pause, and Affiliate Redirect. Each paid Room tier is subject to a monthly compute cap and a daily compute ceiling, disclosed on the pricing page and on your account dashboard. Caps are hard-enforced: when you reach your cap, Room functionality may be paused, throttled, or rate-limited without prior notice until the next billing period, daily reset, or until you upgrade. No additional charges accrue beyond your subscription fee; Vannus does not bill for compute overage. When a cap is reached, the Platform may display recommendations to partner tools, some of which are affiliate links from which Vannus earns a commission (see Section 7). The recommendation logic is derived from Vannus's neutral scoring engine and is not influenced by commission rates, but you acknowledge the commercial relationship and your option to ignore such recommendations. Vannus also reserves the right to operate a Platform-wide or per-account pause ("kill switch") without notice for security, abuse, cost-control, or operational reasons.

12.11 Payment Processing. All subscription payments are processed by Stripe, Inc. ("Stripe"). By providing payment information, you also agree to Stripe's terms of service available at stripe.com/legal. Vannus does not store complete payment card numbers; tokenized payment references are stored by Stripe on Vannus's behalf.

13. Disclaimer of Warranties

PRAXIS AI LLC AND ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSORS, DISTRIBUTORS, AND SERVICE PROVIDERS (COLLECTIVELY, THE "VANNUS PARTIES") EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, ACCURACY, AVAILABILITY, RELIABILITY, SECURITY, PRIVACY, COMPATIBILITY, NON-INFRINGEMENT, AND ANY WARRANTY IMPLIED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE.

WITHOUT LIMITING THE FOREGOING, NEITHER VANNUS NOR ANY VANNUS PARTY MAKES ANY WARRANTY OR REPRESENTATION THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS, EVALUATIONS, TRUST SCORES, OR RECOMMENDATIONS OBTAINED FROM THE PLATFORM WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT; (C) THE QUALITY OF ANY TOOLS, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; (D) ANY ERRORS IN THE PLATFORM WILL BE CORRECTED; OR (E) THE PLATFORM OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

TOOL EVALUATIONS, TRUST SCORES, ELIMINATION DECISIONS, AND RECOMMENDATIONS ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND MAY CONTAIN ERRORS, OMISSIONS, OR OUTDATED INFORMATION. VANNUS DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY EVALUATION, RECOMMENDATION, OR SCORING. YOU ACKNOWLEDGE THAT YOUR RELIANCE ON ANY SUCH INFORMATION IS STRICTLY AT YOUR OWN RISK.

13.1 AI Output Disclaimer. THE VANNUS ROOM WORKSPACE PROVIDES ACCESS TO THIRD-PARTY LARGE LANGUAGE MODELS ("LLMs") OPERATED BY PROVIDERS INCLUDING BUT NOT LIMITED TO GOOGLE LLC (GEMINI), AND IN THE FUTURE MAY INCLUDE ANTHROPIC, OPENAI, OR OTHERS. LLM OUTPUT IS PROBABILISTIC AND MAY BE INACCURATE, INCOMPLETE, BIASED, OUT-OF-DATE, OR FABRICATED ("HALLUCINATED"). LLMs DO NOT VERIFY FACTS, DO NOT PROVIDE LEGAL, MEDICAL, FINANCIAL, OR OTHER PROFESSIONAL ADVICE, AND ARE NOT A SUBSTITUTE FOR A LICENSED PROFESSIONAL OR INDEPENDENT VERIFICATION. YOU MUST INDEPENDENTLY VERIFY ANY LLM OUTPUT BEFORE RELYING ON IT FOR ANY DECISION, AND YOU ASSUME ALL RISK ARISING FROM YOUR USE OF SUCH OUTPUT. VANNUS DOES NOT OWN, CONTROL, OR WARRANT ANY THIRD-PARTY LLM AND IS NOT LIABLE FOR ITS OUTPUT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE VANNUS PARTIES' WARRANTIES ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.


14. Limitation of Liability

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL THE VANNUS PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE PLATFORM, THE CONTENT, THE EVALUATIONS, THE RECOMMENDATIONS, THE TRUST SCORES, THE ELIMINATION DECISIONS, OR THESE TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY, EVEN IF ANY VANNUS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF THE DAMAGES ARE FORESEEABLE.

THIS INCLUDES, WITHOUT LIMITATION, DAMAGES FOR: LOSS OF PROFITS, REVENUE, OR BUSINESS; LOSS OF DATA OR DATA USE; LOSS OF GOODWILL; BUSINESS INTERRUPTION; PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, WHETHER DIRECT OR INDIRECT.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE VANNUS PARTIES' TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR IN ANY WAY RELATED TO THE PLATFORM, THE CONTENT, OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT YOU HAVE PAID TO VANNUS FOR ACCESS TO OR USE OF THE PLATFORM (IF ANY) IN THE SIX (6) MONTHS PRECEDING THE DATE SUCH DAMAGES, LOSSES, AND CAUSES OF ACTION FIRST AROSE; OR (B) ONE HUNDRED DOLLARS ($100.00).

THE FOREGOING LIMITATIONS ARE ESSENTIAL TO THESE TERMS AND THE BASIS UPON WHICH THE PLATFORM IS PROVIDED TO YOU. VANNUS WOULD NOT OFFER THE PLATFORM TO YOU UNDER THESE TERMS WITHOUT THESE LIMITATIONS. THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED AND REGARDLESS OF WHETHER A REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE.

YOU ACKNOWLEDGE AND AGREE THAT VANNUS HAS OFFERED THE PLATFORM, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND VANNUS, AND THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND VANNUS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE VANNUS PARTIES' LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.


15. Indemnification

YOU AGREE TO INDEMNIFY AND HOLD HARMLESS THE VANNUS PARTIES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF OR RELATED TO: (A) YOUR BREACH OR ALLEGED BREACH OF THESE TERMS; (B) YOUR ACCESS TO, USE OF, OR ALLEGED USE OF THE PLATFORM; (C) YOUR FEEDBACK OR SUBMISSIONS; (D) ANY PRODUCTS, SERVICES, DECISIONS, OR ACTIONS YOU TAKE BASED ON INFORMATION OBTAINED FROM THE PLATFORM; (E) YOUR VIOLATION OF APPLICABLE LAW OR ANY THIRD-PARTY RIGHT, INCLUDING ANY INTELLECTUAL PROPERTY RIGHT OR PRIVACY RIGHT; AND (F) ANY ACTUAL OR ALLEGED FRAUD, INTENTIONAL MISCONDUCT, GROSS NEGLIGENCE, OR CRIMINAL ACTS COMMITTED BY YOU.

VANNUS RESERVES THE RIGHT TO ENGAGE SEPARATE COUNSEL AND PARTICIPATE IN OR ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH CASE YOU AGREE TO COOPERATE WITH VANNUS AND SUCH COUNSEL AS REASONABLY REQUESTED.

This indemnification obligation shall survive the termination of these Terms and your use of the Platform.


16. Dispute Resolution

16.1 Informal Resolution

Before filing any formal legal claim, you agree to first contact Vannus at support@vannus.co and attempt to resolve the dispute informally for a period of at least thirty (30) days. The 30-day informal-resolution period is a condition precedent to filing arbitration or litigation.

16.2 Binding Arbitration

IF WE CANNOT RESOLVE A DISPUTE INFORMALLY, AND SUBJECT TO YOUR RIGHT TO OPT OUT UNDER SECTION 16.3 AND THE EXCEPTIONS IN SECTION 16.7, YOU AND VANNUS AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION IN THE STATE OF MISSOURI UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("AAA"), INCLUDING THE AAA CONSUMER ARBITRATION RULES WHERE APPLICABLE. THE ARBITRATOR'S DECISION SHALL BE FINAL AND BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION. The Federal Arbitration Act, 9 U.S.C. §§ 1 et seq., governs the interpretation and enforcement of this arbitration agreement.

16.3 30-Day Opt-Out Right

You have the right to opt out of the arbitration agreement in Section 16.2. To opt out, you must send a written notice to support@vannus.co with the subject line "Arbitration Opt-Out" within thirty (30) days of (a) the date you first create a Vannus account, or (b) the date these Terms are first materially amended in a way that affects arbitration, whichever is later. Your opt-out notice must include your full name, the email address associated with your Vannus account, and a clear statement of your intent to opt out of arbitration. A valid and timely opt-out notice will exclude you from the arbitration agreement in Section 16.2 and the class action waiver in Section 16.5 with respect to disputes arising thereafter; any such disputes shall be resolved in court under Section 17 (Governing Law). Opting out of arbitration has no other effect on these Terms or your relationship with Vannus. If you do not opt out within the 30-day window, you are bound by the arbitration agreement and class action waiver for all subsequent disputes.

16.4 Arbitration Fees

For any consumer arbitration initiated by you and subject to the AAA Consumer Arbitration Rules, Vannus will pay all AAA filing, administration, and arbitrator fees that exceed the consumer filing fee you would pay to file a civil action in a Missouri state court of equivalent claim value. This fee allocation does not apply to claims that the arbitrator determines were filed for an improper purpose, were frivolous, or were brought in bad faith (as those terms are defined under Federal Rule of Civil Procedure 11 or analogous state-court standards). For non-consumer arbitration (e.g., arbitration initiated by Vannus or arbitration between Vannus and a business user), each party bears its own AAA fees consistent with AAA Commercial Arbitration Rules.

16.5 Class Action Waiver

YOU AND VANNUS AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. If a court or arbitrator finds this Section 16.5 to be unenforceable as to any particular claim or remedy, then that particular claim or remedy (and only that claim or remedy) shall be severed from arbitration and may proceed in court under Section 17; all other claims and remedies remain subject to arbitration.

16.6 Mass and Coordinated Arbitration Protocol

If twenty-five (25) or more individual demands for arbitration are filed against Vannus, or against Vannus and one or more related parties, within any ninety (90) day period and the demands raise substantially similar claims or are filed by the same or coordinated counsel, the parties agree to a bellwether procedure as follows: (a) up to ten (10) representative arbitrations shall proceed first, with five (5) selected by claimant counsel and five (5) selected by Vannus; (b) the remaining demands shall be stayed pending the resolution of the bellwether arbitrations; (c) the parties shall participate in a mandatory mediation following the bellwether resolutions to address the stayed demands; and (d) AAA filing fees and arbitrator fees for the stayed demands shall not accrue against Vannus during the stay. This Section 16.6 is intended to enable orderly and proportionate resolution of mass disputes and does not waive any party's right to seek dismissal, denial of fee-shifting, or other procedural relief from the AAA or a court for demands that are frivolous, duplicative, or filed for an improper purpose.

16.7 Exceptions to Arbitration

Notwithstanding the above, either party may seek the following in any court of competent jurisdiction in the State of Missouri without first invoking arbitration: (a) injunctive or other equitable relief to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (b) collection of unpaid subscription fees, including chargeback disputes resolved against the user; and (c) small claims court proceedings, provided the claims qualify and the claims remain in small claims court (a removal or upward transfer to a court of general jurisdiction returns the claim to arbitration under Section 16.2).

16.8 Jury Trial Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND VANNUS EACH KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS, THE PLATFORM, OR THE RELATIONSHIP BETWEEN YOU AND VANNUS, INCLUDING ANY CLAIM PERMITTED TO PROCEED IN COURT UNDER SECTION 16.7 OR SECTION 17. THIS WAIVER APPLIES TO ALL CLAIMS, WHETHER SOUNDING IN CONTRACT, TORT, STATUTE, OR OTHERWISE.


17. Governing Law

These Terms and any dispute arising out of or relating to these Terms or the Platform shall be governed by and construed in accordance with the laws of the State of Missouri, without regard to its conflict of law provisions. To the extent that arbitration is not applicable, you consent to the exclusive jurisdiction of the state and federal courts located in the State of Missouri.


18. Termination

We may terminate or suspend your access to the Platform immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Platform will immediately cease.

All provisions of these Terms which by their nature should survive termination shall survive, including without limitation ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.


19. Changes to the Platform

Vannus reserves the right to modify, suspend, or discontinue the Platform (or any part thereof) at any time, temporarily or permanently, with or without notice. Vannus shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Platform.


20. Force Majeure

Vannus shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, internet outages, utility failures, third-party API failures, hosting provider outages, or regulatory actions.


21. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity of the remaining provisions, which shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the intent of the original provision.


22. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by Vannus on the Platform, constitute the entire agreement between you and Vannus concerning the Platform and supersede all prior or contemporaneous communications and proposals, whether oral or written, between you and Vannus.


23. Assignment

You may not assign or transfer these Terms or your rights hereunder, in whole or in part, without the prior written consent of Vannus. Vannus may assign its rights and obligations under these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, with notice to users.


24. Waiver

The failure of Vannus to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Vannus.


25. No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.


26. Export Controls and Sanctions Compliance

The Platform is provided from the United States and is subject to U.S. export control and economic sanctions laws, including the Export Administration Regulations (EAR), the International Traffic in Arms Regulations (ITAR) where applicable, and sanctions programs administered by the U.S. Department of the Treasury Office of Foreign Assets Control (OFAC).

By accessing or using the Platform, you represent and warrant that:

If Vannus becomes aware that you do not satisfy any of the foregoing representations, Vannus may suspend or terminate your access to the Platform immediately, without notice or liability, and may report the activity to U.S. government authorities as required by applicable law.


27. Contact Information

If you have questions about these Terms, please contact us at:

PRAXIS AI LLC
Email: support@vannus.co
Website: vannus.co

These Terms of Service are effective as of the date first written above.

© 2026 PRAXIS AI LLC. All rights reserved.
Governed by the laws of the State of Missouri.