Terms of Service

1. Acceptance of Terms

By accessing or using the website located at roushan.xyz (the “Site”) or any services provided by Roushan Venture Studio, Inc. (“Roushan,” “we,” “us,” or “our”), you (“you” or “User”) agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, do not use our Site or services.

These Terms constitute a legally binding agreement between you and Roushan. We reserve the right to modify these Terms at any time. Your continued use of the Site following any changes indicates your acceptance of the new Terms.

2. Description of Services

Roushan operates a venture studio that provides resources, mentorship, and support to solo developers building AI-powered products. Our services include:

• Application review and selection process
• Technology credits and resources from third-party providers
• One-on-one mentorship and guidance
• Access to our community of founders and experts
• Go-to-market strategy support
• Technical guidance and code review
• Introductions to potential customers and partners
• Other resources as described on our Site

Participation in our studio program is governed by a separate Studio Participation Agreement, which includes terms related to revenue sharing, intellectual property, and other program specifics.

3. Eligibility

To use our services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding agreements
• Not be prohibited from receiving our services under applicable laws
• Provide accurate and complete information during registration or application
• Not be located in a country subject to U.S. government embargo or designated as a “terrorist supporting” country
• Not be listed on any U.S. government list of prohibited or restricted parties

By using our services, you represent and warrant that you meet all eligibility requirements.

4. User Accounts

4.1 Account Creation

You may need to create an account to access certain features of our Site or services. When creating an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information to keep it accurate
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities that occur under your account
• Immediately notify us of any unauthorized use of your account

4.2 Account Security

You are solely responsible for maintaining the confidentiality of your account credentials. You agree not to share your password or allow others to access your account. We are not liable for any loss or damage arising from your failure to protect your account information.

4.3 Account Termination

We reserve the right to suspend or terminate your account at any time, with or without notice, for any reason, including but not limited to:

• Violation of these Terms
• Fraudulent, abusive, or illegal activity
• Conduct harmful to other users or our business
• Extended periods of inactivity

5. Application Process

5.1 Submission

By submitting an application to join our studio program, you:

• Confirm all information provided is accurate, complete, and not misleading
• Grant us permission to review, evaluate, and store your application
• Acknowledge that submission does not guarantee acceptance
• Consent to us contacting you regarding your application
• Represent that your proposed product does not infringe any third-party rights

5.2 Selection

We reserve the right to accept or reject any application at our sole discretion. Selection criteria may include, but are not limited to:

• Quality and viability of the proposed product idea
• Applicant's skills, experience, and background
• Market opportunity and competitive landscape
• Applicant's commitment level and availability
• Fit with our program and portfolio

Selection decisions are final and not subject to appeal. We are under no obligation to provide reasons for rejection.

5.3 Confidentiality of Applications

We will treat application information as confidential, subject to our Privacy Policy. However, we may share application details with our team members, mentors, advisors, and partners for evaluation purposes. We are not responsible for independently developed similar ideas.

6. Intellectual Property

6.1 Our Content

All content on the Site, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, software, and data compilations, is the property of Roushan or its licensors and is protected by United States and international intellectual property laws. You may not:

• Reproduce, distribute, or create derivative works without written permission
• Remove or alter any copyright, trademark, or other proprietary notices
• Use our content for commercial purposes without license
• Frame or mirror any part of the Site without authorization

6.2 Your Content

You retain ownership of any content you submit to us. By submitting content, you grant us a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, modify, adapt, publish, translate, and display such content for the purpose of providing and promoting our services. This license continues even if you stop using our services.

6.3 Founder Intellectual Property

Founders participating in our studio program retain 100% ownership of their intellectual property. We do not take equity in founder companies or ownership of founder IP. Specific IP ownership terms are governed by the Studio Participation Agreement.

6.4 Trademarks

“Roushan,” our logo, and other marks are trademarks of Roushan Venture Studio, Inc. You may not use our trademarks without prior written permission.

7. Prohibited Conduct

You agree not to:

• Violate any applicable laws, regulations, or ordinances
• Infringe on the intellectual property rights of others
• Submit false, misleading, or fraudulent information
• Impersonate any person or entity or misrepresent your affiliation
• Interfere with the operation of our Site or services
• Attempt to gain unauthorized access to our systems
• Use automated systems (bots, scrapers) without permission
• Transmit viruses, malware, or other harmful code
• Use our services to develop competing products or services
• Harass, abuse, threaten, or discriminate against others
• Engage in any activity that could damage our reputation
• Circumvent any security measures or access restrictions
• Collect or harvest personal information of other users
• Use our services for any illegal or unauthorized purpose

8. Third-Party Services and Links

Our services may include access to third-party services, including technology credits from providers such as Cloudflare, AWS, and others. These third-party services are subject to their own terms and conditions.

We are not responsible for:

• The availability, accuracy, or quality of third-party services
• Changes to third-party terms, pricing, or availability
• Any loss or damage resulting from your use of third-party services
• The content or practices of any linked websites

Your use of third-party services is at your own risk and subject to the terms of those services.

9. Disclaimers

9.1 “As Is” Basis

OUR SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

9.2 No Guarantee of Results

We do not guarantee that participation in our program will result in:

• Successful product launches
• Revenue generation or profitability
• Funding from investors
• Any specific business outcomes
• Continued availability of technology credits

Success depends on many factors beyond our control, including market conditions, competition, and your own efforts and abilities.

9.3 Advice Disclaimer

Any advice, guidance, or mentorship provided through our services is for informational purposes only and should not be construed as professional legal, financial, or business advice. You should consult qualified professionals for specific advice regarding your situation.

9.4 Availability

We do not warrant that our Site or services will be uninterrupted, error-free, secure, or free of viruses or other harmful components.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ROUSHAN AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• LOSS OF PROFITS, REVENUE, OR BUSINESS
• LOSS OF DATA OR GOODWILL
• COST OF SUBSTITUTE SERVICES
• BUSINESS INTERRUPTION
• ANY OTHER INTANGIBLE LOSSES

OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING FROM THESE TERMS OR YOUR USE OF OUR SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100 USD).

THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11. Indemnification

You agree to indemnify, defend, and hold harmless Roushan and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of our Site or services
• Your violation of these Terms
• Your violation of any third-party rights
• Any content you submit to us
• Your products or services
• Any misrepresentation made by you
• Your negligent or wrongful conduct

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

12. Dispute Resolution

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

12.2 Informal Resolution

Before initiating any formal dispute resolution, you agree to first contact us at legal@roushan.xyz to attempt to resolve the dispute informally. We will attempt to resolve the dispute within 30 days.

12.3 Binding Arbitration

If informal resolution fails, any dispute arising from these Terms shall be resolved through binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration shall:

• Be conducted by a single arbitrator
• Take place in Wilmington, Delaware, or remotely if agreed
• Be conducted in English
• Result in a decision that is final and binding on both parties

Judgment on the arbitration award may be entered in any court of competent jurisdiction.

12.4 Class Action Waiver

YOU AGREE TO RESOLVE DISPUTES WITH US ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTION LAWSUITS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS.

12.5 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property rights.

13. Termination

13.1 Termination by You

You may terminate your use of our services at any time by discontinuing access to the Site and closing your account.

13.2 Termination by Us

We may terminate or suspend your access to our services immediately, without prior notice or liability, for any reason, including breach of these Terms.

13.3 Effect of Termination

Upon termination:

• Your right to access our services will cease immediately
• Any licenses granted to you under these Terms will terminate
• Provisions that by their nature should survive will remain in effect (including Sections 6, 9, 10, 11, 12, and 14)

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable Studio Participation Agreement, constitute the entire agreement between you and Roushan regarding your use of our services and supersede all prior agreements and understandings.

14.2 Severability

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect.

14.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by us.

14.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms at any time without notice to you.

14.5 Notices

We may provide notices to you via email, posting on our Site, or other reasonable means. You may provide notices to us at the contact information below.

14.6 Force Majeure

We shall not be liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

14.7 No Partnership

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Roushan.

14.8 Headings

Section headings are for convenience only and have no legal or contractual effect.

15. Modifications

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

• Posting the updated Terms on our Site with a new “Last Updated” date
• Sending email notification for significant changes
• Displaying a prominent notice on our Site

Your continued use of our services after such changes constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue using our services.

16. Contact Information

For questions, concerns, or notices regarding these Terms, please contact us at: