Terms of Service

These Terms of Service (“terms”) are a binding agreement between Arclight Innovation LLC (“Arclight”, “we”, “us”), which operates TutorTalks at tutortalks.io, and you. If you accept them on behalf of an organization — a school, university, department, company, hospital or other body — “you” means that organization, and you confirm that you are authorized to bind it. If you buy for yourself as an individual instructor or trainer, “you” means you.

How you accept these terms

Before your first payment in TutorTalks under each version of these terms and of the Privacy Policy — whether you are subscribing to a plan, buying credits or AI credits, changing plan or adding an add-on — we show a dialog. It summarizes the purchase: what is charged today, what recurs each month and that it renews until you cancel, how usage is billed, and how to cancel. It then shows these terms and our Privacy Policy in full, in one scrolling area.

The Accept and continue button becomes available only after you have reached the end of the text and ticked the boxes. The boxes confirm that:

• you have read and agree to these terms and the Privacy Policy;
• you are 18 or older;
• if you are buying for an organization, you are authorized to accept these terms on its behalf; and
• for a subscription, you understand that your plan renews automatically every month until you cancel, and that usage beyond your plan's allowance is billed each month.

Selecting Accept and continue is your agreement to these terms and your electronic signature. If you select Decline, close the dialog or press Escape, nothing is charged.

We ask once for each version of these terms and of the Privacy Policy. Later payments under the same versions do not show the dialog again; what each one costs is shown before you confirm it, in TutorTalks or on the Stripe payment page. Because a subscription also needs the renewal confirmation, if your only acceptance of a version was for a one-off purchase, the dialog appears again, with that box, before your first subscription, plan change or add-on. When either document changes, the dialog appears again before your next payment, and our servers refuse to start a payment without an acceptance of the current versions. We do not treat continued use of TutorTalks as acceptance of these terms or of any change to them.

An acceptance is recorded for the person who gives it. If that person later pays for a different organization's account while the same versions are current, the dialog may not appear again; by making that payment, they confirm that they are authorized to accept these terms for that organization, which is then bound by them.

Some accounts start without a payment: for example, when we set up an account for you, when you redeem a credit link, or when an organization admits you as a member. Members of an organization whose owner or billing admin has accepted these terms use TutorTalks under that acceptance. If you hold an account that has not yet accepted these terms, we may ask you to accept them in the same way before you continue to use the service, and you will see the dialog before your first purchase.

The record of your acceptance

When you accept, we keep a record on our servers: your sign-in user ID, your organization's ID if you already have one, your email address if it is verified, the version of each document with a SHA-256 fingerprint of its text, the boxes you ticked, the time on our server, your IP address and browser user agent, and which purchase prompted the acceptance. We archive the exact text of every version and link each later payment to the record. For a subscription, credits or AI credits bought on the Stripe payment page, we also add the record's reference to that payment's details in Stripe. We keep these records for the life of your account and six years after it ends, including after a request to delete the account, because they are the evidence of our agreement. You can ask us for a copy of any version you accepted. The Privacy Policy explains this processing.

Which document governs

Your agreement with us consists of these terms, the purchase confirmation for each purchase, and the documents these terms refer to. If they conflict, the first in this list governs:

• An agreement or order form signed by you and Arclight (a “signed agreement”), for the matters it covers. If your institution has one, it governs your use of TutorTalks wherever it differs from these terms.
• A data processing agreement or student data agreement signed by you and Arclight, for the handling of personal data.
• The purchase confirmation shown before you confirm a purchase — the purchase summary in the acceptance dialog when it appears, the confirmation in TutorTalks, or the Stripe payment page — for the price, quantity and timing of that purchase.
• These terms.
• The Privacy Policy, the student data and FERPA notice and the Subprocessors page, for their subject matter.

The short version at the top, the notes and the headings in these terms are there to help you read them and do not change their meaning. Words such as “including” and “for example” do not limit the words before them.

Words with a defined meaning

Account holders and members

To accept these terms, or to create, own, administer or pay for an account, you must be at least 18 years old and able to form a binding contract. You must not be barred from receiving the service under the laws of the United States or of the place where you use it.

TutorTalks is designed and sold for professional, educational and business use: for example by colleges and universities, professional schools, corporate and medical trainers, and the people who teach for them. It is not designed for personal or household use, and it is not designed for primary or secondary (K–12) schools.

Participants

Participants must be 18 or older unless Arclight has agreed otherwise in writing. You must not invite or allow anyone under 18 to take part in a session without that written agreement, and TutorTalks must never be used with children under 13. These rules reflect the requirements of the providers that power the service.

If you are a K–12 school or district, or you want to use TutorTalks with anyone under 18, contact us first: a written agreement is required before any such use. If you learn that a participant is under 18 and there is no such agreement, stop their use and tell us. If we learn that we have collected information from a child under 13, we will delete it, and we may suspend the session concerned.

Where we offer the service

We operate TutorTalks from the United States and charge in US dollars. You are responsible for making sure that your use, and your participants' use, is lawful where you and they are. Section 23 covers export controls and sanctions.

An account normally comes into existence when you subscribe to a plan. We may also create one for you, or provide one through a credit link or an invitation. Each account has one owner, who is responsible for it.

Roles

Each member has a role. An owner can do everything; an admin can manage members, sessions and settings but not billing; a billing admin can manage billing and see usage; a member, usually an instructor, can create and work on sessions; and a viewer has no permissions. Only people with billing permission can make purchases for the account. Owners and admins can see every session in the organization. You are responsible for deciding who joins your account, what role each person has, and removing anyone who should no longer have access.

Credentials and security

Keep sign-in details confidential, protect the Google account or password you sign in with, and tell us promptly at studio@arclightxr.com if you believe your account or a join code has been misused. You are responsible for what happens under your members' credentials, unless it results from our failure to protect the service.

Join codes, rosters, embedded sessions and the charges they create

Each session has a join code. Anyone who has the code for a session that is open, or that admits an email domain, can join it. An approved-email roster checks only the address a participant types; it does not verify who they are. An embedded session can be used by anyone who can reach the page it is on. Minutes used through your sessions, join codes and embedded sessions are charged to your account, whoever uses them, and there is no automatic spending cap. Share join codes only with the people you intend, limit embedding to your own sites, set minutes per student, and close or delete sessions you no longer want used.

You are responsible for all use of, and all charges incurred through, your account, sessions, join codes and embedded sessions, except where the use results from our breach of these terms or a security failure on our side.

TutorTalks lets instructors design spoken practice conversations with an AI persona, shown as a streaming video avatar or heard as voice only, and lets participants join them with a code in a web browser. Depending on your plan and settings, the service:

• transcribes each conversation, and records its audio when recording is turned on;
• gives instructors transcripts, recordings and usage and, with the Student insights add-on, an AI-written report on each visit, which an instructor can choose to share with the participant;
• offers the AI Session Designer and AI edit, which draft and revise sessions from your brief and material;
• lets you try sessions yourself in previews and the Studio; and
• on plans that include it, lets you embed a session in your own website.

How the AI features work

To run these features we send content to the AI and media providers listed on our Subprocessors page. For example, a participant's speech, the name they type, their pronoun choice and the conversation go to the language, speech and voice providers that produce the persona's replies, and the avatar provider streams the avatar's video directly to the participant's browser. We choose, and may change, the provider behind each feature. The Privacy Policy and the Subprocessors page describe what each provider receives.

Limits

Each plan has limits, shown on the pricing page and the Account page. Some are billed when you go past them (section 11); others are hard limits. For example, when your plan's limit on students at once is reached, further participants may be refused until a place is free, and uploads beyond the knowledge-base size limit may be refused. We may also set reasonable limits to protect the service and our providers, such as hourly limits on the AI Session Designer and AI edit, maximum upload sizes, an automatic close after a period of silence, and a maximum length for a continuous conversation or avatar stream. At present an avatar stream may end after about 20 minutes of continuous streaming.

Changes, new features and beta features

We improve TutorTalks continually, so features will change. We may add, change or remove features, and change providers. If a change materially reduces the core functionality of your paid plan during a period you have paid for, we will tell you in advance where we can, and you may cancel so that your subscription does not renew (section 13).

Features labelled beta, preview or early access are offered for evaluation. They may be incomplete, may change or be withdrawn without notice, and are provided as they are, without the promise in section 16.

Availability and support

We work to keep TutorTalks available and to give notice of planned maintenance where we can, but we do not promise uninterrupted service. The service depends on third-party providers and on each participant's device, browser and connection. There is no service-level commitment unless a signed agreement includes one. Support is by email at studio@arclightxr.com.

You decide who takes part in your sessions and why, so you are responsible for how TutorTalks is used with your participants. In particular, you are responsible for the following.

• Telling participants what happens. Before a participant joins, TutorTalks shows them a short notice about what is transcribed or recorded, and stores which version they acknowledged. That notice is a starting point. You must give any further notice your law, your policies or your role requires, including what the session is for, who will see the records, and whether any output will be used in assessment.
• Recording consent. Some US states and other countries require the consent of everyone whose voice is recorded or whose conversation is captured. You must obtain any consent the law requires before recording is on, or turn recording off for the session or for your whole organization.
• Making clear the persona is an AI. Participants must always know that the persona is an AI and not a person. Do not set up a persona to claim to be human or to deny being an AI when asked.
• Student records and FERPA. If you are, or teach for, an educational institution subject to the US Family Educational Rights and Privacy Act (FERPA), you must have your institution's authorization to use TutorTalks with student records, and your institution must be able to treat Arclight as a school official under its annual FERPA notification. See section 7 and the student data and FERPA notice.
• Employees and trainees. If participants are your employees, contractors or trainees, you are responsible for any notice or consent that employment, monitoring or privacy laws require, and for how you use their records.
• Age. Keeping to the age rules in section 2.
• Accommodations. Some participants cannot take part in a spoken conversation, or need more time or another format. You are responsible for providing the reasonable accommodations and alternatives that disability law and your own policies require. Our accessibility statement describes the service's current accessibility.
• Sensitive information. Build sessions around fictional or practice scenarios. Do not ask participants to disclose real health, financial or other sensitive personal information, or information about real patients or clients.
• Wellbeing. We do not monitor sessions as they happen, and TutorTalks is not a crisis or counseling service. If a participant appears to be in distress or at risk, you are responsible for following up under your own policies.
• Participants' requests. Participants who ask us to see, correct or delete their records are referred to you, because you control those records. Owners and admins can have a participant's records exported or deleted, through the product where it offers this or by asking us, and we will help you respond.

We may ask you for reasonable evidence that you have given the notices and obtained the consents this section requires.

You must use TutorTalks lawfully and only as these terms allow, and you must make sure your members and participants do the same. You must not do, or help anyone else do, any of the following.

Decisions about people

• Use AI Output in deciding whether a person is admitted or enrolled, selected for a program or opportunity, hired, promoted, paid, disciplined, dismissed, licensed or credentialed, or given or refused access to a service, or in any other decision that has legal or similarly significant effects on a person.
• Use AI Output — including insights, coaching, rubric notes and scores — as the sole or a principal basis for a grade of record. AI Output may inform the judgment of a qualified person who has reviewed the underlying conversation, but the grade must be that person's own.

Personas, avatars and voices

• Set up a persona to impersonate a real, identifiable person, living or dead, without their permission.
• Set up a persona to claim to be human or to deny being an AI when sincerely asked, or present AI Output as written or spoken by a person where that would mislead anyone.
• Use photos, video, voice recordings or other likeness of a real person to make an avatar or voice resemble them without that person's permission.
• Use an avatar or voice to attribute statements or conduct to a real person, or to depict a minor.
• Design a persona as a companion, romantic partner, friend, therapist or emotional-support figure, or to build an ongoing personal relationship with a participant.
• Record, capture or extract the avatar's video or a voice to use outside TutorTalks, other than using the recordings and transcripts the service lets you download as section 9 allows.

Clearly fictional role-play characters are welcome, including characters in professional roles such as a simulated patient, client, manager or interviewer, as long as participants understand that the scenario is a simulation.

Professional advice and high-risk uses

• Use the service to give real people medical, legal, financial, psychological or other professional advice, diagnosis or treatment, or present a persona as a licensed professional advising real people.
• Rely on the service where an error, delay or outage could lead to death, personal injury, or serious harm to health, property or the environment, including in clinical care, triage or emergencies.
• Put protected health information, payment card numbers, government identification numbers, bank account details, passwords or similar sensitive data into the service unless we have agreed to it in writing. We are not a HIPAA business associate unless we sign an agreement saying so.

Harmful or unlawful content

• Create or share content that is unlawful, defamatory, harassing, threatening, hateful or sexually explicit, that exploits or endangers minors, or that promotes violence, self-harm or illegal activity.
• Use the service for political campaigning or lobbying, or to spread false information about elections or public health.
• Infringe or misappropriate anyone's intellectual property, privacy or publicity rights, or upload material you do not have the right to use.
• Use participants' records for purposes your institution or organization has not authorized, including research or publication without the approvals it requires.

The service itself

• Copy, scrape, crawl, resell or sublicense the service, frame it other than through our embedding feature, or provide it to others as a service of your own.
• Reverse engineer or decompile the service, or try to extract its source code, models, prompts or other underlying components, except where the law allows this despite this restriction.
• Use the service or AI Output to build, train or improve a competing product or any AI model.
• Get around or interfere with limits, metering, billing, guardrails, safety controls, access controls, the participant notice, or the attribution and privacy link shown in embedded sessions.
• Probe, scan or test the security of the service except as part of a security disclosure we have agreed to in writing; introduce malicious code; overload the service; or access it by automated means other than those we provide.
• Access accounts, sessions or records you are not authorized to see, or try to reach another customer's data.
• Use the service in breach of our providers' usage policies described in section 10.

If we reasonably believe that a session, persona or account breaks this section, we may stop or block the session, remove the content, or suspend access as section 14 describes. A provider's own moderation may also stop a session. You can report misuse, or ask us to reconsider a decision, at studio@arclightxr.com.

What you own

As between you and us, you keep all rights in your Customer Content. Session Records belong to you or, where you teach for an institution, to that institution, subject to any rights participants have in their own words and information. We claim no ownership of either.

What you allow us to do

You grant Arclight a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, display and adapt Customer Content and Session Records only as needed to provide, secure and support the service for you, to bill you, to prevent abuse and to comply with the law. This includes sending them to the providers on our Subprocessors page to run the features you use. The license lasts while we provide the service to you and afterwards only as long as section 14 allows, and it ends for any item when that item is deleted, except for copies we must keep under section 14 or the Privacy Policy.

You confirm that you have the rights, and have given the notices and obtained the consents, needed for us to process Customer Content and Session Records in this way.

Student records and other participant data

When an educational institution subject to FERPA uses TutorTalks, Session Records that are education records belong to the institution. For those records, the institution designates Arclight as a school official with a legitimate educational interest. We perform a service the institution would otherwise use its own staff for; we are under the institution's direct control with respect to the use and maintenance of the records; and we use them only to provide the service and do not disclose them to anyone except our subprocessors acting for us, as the institution directs, or as the law requires. For other customers, such as companies and training providers, we process Session Records on your behalf and on your instructions, as your service provider. In every case:

• we do not sell Customer Content or Session Records;
• we do not use or share them for advertising, for marketing to participants, or to build profiles of participants for any purpose other than providing the service to you;
• we do not use them to train, fine-tune or improve AI models. We use our providers' business and API services, under terms that limit how they may use what we send, and wherever a provider offers a way to opt out of training on our data, we have opted out; and
• we do not create voiceprints or other biometric identifiers from participants' voices, and we do not use the service to identify people by their voice.

Some providers keep data for a limited time to detect abuse; the Privacy Policy describes this.

Usage information

We collect information about how the service is used and performs, such as counts, durations, errors and costs, to operate, bill for, secure and improve TutorTalks. This information does not include the content of conversations, and we do not publish it in a form that identifies you or any participant.

Security and incidents

We protect Customer Content and Session Records with reasonable administrative, technical and physical safeguards, described in the Privacy Policy. If we become aware of unauthorized access to them, we will notify you without undue delay — and, for student education records, no later than seven calendar days after we discover it — and give you the information you reasonably need to meet your own obligations.

Your own copies

You are responsible for keeping any copies you need. You can download session archives and individual records in the product, as your plan, role and settings allow. Section 14 explains what happens to your data when an account ends.

The persona is an AI, not a person. The avatars and voices are supplied by third parties, and a persona does not represent, or reflect the views of, any real person it may look or sound like.

AI Output is not professional advice of any kind, whether medical, legal, financial, psychological or otherwise, and it does not replace your own teaching, supervision or professional judgment. Live coaching, insights, rubric notes and session drafts are suggestions for you to check. If you choose to let participants see their insights, check that this suits your course or program.

Who owns AI Output

As between you and us, AI Output generated for your account is yours, to the extent the law allows anyone to own it, and we assign to you any rights we have in it. AI Output may not be unique: other customers may receive similar output, and some output may not be protected by copyright. You are responsible for how you use AI Output, including making sure your use does not infringe anyone's rights.

Our rights

Arclight and its licensors own TutorTalks, including its software, the prompts and instructions we write, its designs and documentation, and the TutorTalks name and marks. While your account is in good standing, we grant you and your members a limited, non-exclusive, non-transferable right to use the service for your own teaching, training and assessment under these terms, and to let participants use it through your sessions. We reserve all rights we do not expressly grant.

Avatars, voices and other third-party materials

Avatars, voices, AI models and other third-party materials in TutorTalks are licensed to us, not to you. You may use them only within the service and as these terms allow. Recordings and transcripts that the service keeps may include the persona's voice; you may use them for your own teaching, training and records, but not to present an avatar or voice as a real person, or in a separate product.

Your name and your feedback

We will not use your name or logo to promote TutorTalks without your permission. If you send us ideas or feedback, we may use them without restriction or payment to you, but we will not identify you as their source without your permission.

Copyright complaints

We respond to notices of alleged copyright infringement under the US Digital Millennium Copyright Act. Send notices of claimed infringement under 17 U.S.C. § 512(c) to our agent: Copyright Agent, Arclight Innovation LLC, studio@arclightxr.com, with the subject “Copyright notice”. A notice must include:

• your physical or electronic signature;
• identification of the copyrighted work you say is infringed;
• identification of the material you say is infringing, with enough information for us to find it;
• your name, address, telephone number and email address;
• a statement that you believe in good faith that the use is not authorized by the copyright owner, its agent or the law; and
• a statement that the information in the notice is accurate and, under penalty of perjury, that you are the owner or authorized to act for the owner.

If we remove your material in response to a notice and you believe that was a mistake, you may send a counter-notice to the same address. It must include your physical or electronic signature; identification of the material and where it appeared; a statement under penalty of perjury that you believe in good faith it was removed by mistake or misidentification; and your name, address and telephone number, with a statement that you consent to the jurisdiction of the federal district court for your address (or, if you are outside the United States, any judicial district in which Arclight may be found) and will accept service of process from the person who sent the notice or that person's agent. We may restore the material 10 to 14 business days after we receive a valid counter-notice unless the complainant tells us it has started a court action. We close the accounts of repeat infringers in appropriate circumstances. Anyone who knowingly misrepresents that material is or is not infringing may be liable for damages.

Our providers

TutorTalks relies on third-party providers for AI models, speech, voice, the avatar, payments, sign-in and hosting. They are listed on the Subprocessors page, which we update before a new provider begins to receive Session Records. Where a provider processes data for us, we are responsible for choosing it and for binding it to protect that data. A provider's outage or change can affect the service, and we will work to limit the effect.

Content you put through the service is also processed under our providers' usage policies, including OpenAI's Usage Policies, Google's Generative AI Prohibited Use Policy, HeyGen's content moderation policy for anything shown with the avatar, and ElevenLabs' Prohibited Use Policy where ElevenLabs is used. Section 6 reflects their main rules. Our avatar provider does not allow some topics to be shown with an avatar, such as political content and content that depicts or promotes self-harm, and a provider's moderation may stop a session. If you plan sessions on sensitive subjects, such as self-harm in clinical training, contact us first.

Sign-in and payments

If you sign in with Google, Google's terms govern your Google account. Payments are processed by Stripe, Inc. and its affiliates, under Stripe's terms; we never receive your full card details.

Embedded sessions

On plans that include embedding (currently Plus, Pro and Enterprise), you can place a session in your own website. The host page is your responsibility: it must use HTTPS and allow the session to use the microphone; you must not hide or alter the participant notice or the privacy link that the embedded session shows; and you are responsible for your page's own privacy notice and for any analytics or other tools you run on it. Anyone who can reach the page can use the session, and their minutes are charged to your account (section 3). Embedding stops working if your account no longer has a plan that includes it.

Your own integrations, and links

If we let you connect your own external tools or services to a session, you choose what they receive, and they are your providers, not ours. Links to other websites are there for convenience; we are not responsible for their content or practices.

This section explains what you pay and when. For each purchase, the confirmation shown before you pay — the purchase summary in the acceptance dialog, a confirmation in TutorTalks, or the Stripe payment page — shows the exact amount.

Current plans and prices

All prices are in US dollars and exclude taxes. Current prices are always on our pricing page and are shown before you pay. On the version date of these terms, the plans are:

“Students at once” counts participants in sessions across the whole account at the same moment; it is not billed, and a participant beyond the limit may be refused until a place is free. Other limits appear on the pricing page and the Account page. If a price shown when you buy differs from these tables, the price shown when you buy applies to that purchase. Changes to recurring prices follow “Price changes” below.

How minutes are counted

A minute is one participant talking for one minute. Every participant has their own conversation, so ten participants talking for ten minutes use 100 minutes. Minutes are counted in credits: a minute with the video avatar uses 1, a voice-only minute uses 0.5, and speech to speech adds 1 to either (2 with the avatar, 1.5 voice-only). Minutes you spend trying your own sessions in previews and the Studio count in the same way. Time is measured in fractions of a minute, spans shorter than two seconds are not counted, and usage charges are rounded down to whole units before they are billed.

Monthly allowances

With a subscription, your plan's monthly allowances of minutes and AI credits run from one billing date to the next and start again on each billing date (see “Automatic renewal” below). A plan change starts a new allowance period on the day of the change. An account without a subscription counts its allowances by calendar month, from 00:00 UTC on the 1st. Unused allowance does not carry over to the next period, except when you change plan (below). Minutes are used in this order: first the period's allowance, then your credits, then billed usage.

Automatic renewal

Your subscription renews automatically every month, and you will be charged every month, until you cancel. Each monthly charge is your plan's price plus any add-ons, at the prices then in effect, taken on your billing date: the date you subscribed or, after a plan change, the date of that change. In a month that does not have that date, you are billed on the month's last day. Usage beyond your allowances is charged after it is used, on your next monthly invoice or, after you cancel, on a final invoice. You can cancel at any time on the Account page; section 13 explains how, and what happens.

By subscribing, you authorize us, through Stripe, to charge your payment method for each monthly renewal, for usage charges as they are invoiced, and for any other purchase you confirm, until you cancel.

Usage charges, with no spending cap

On a paid plan, sessions keep running after the period's minutes are used, and the extra minutes are billed at your plan's rate. Session configurations above your plan's number are billed at $4.99 each for each billing period, based on the most you hold at once in that period. There is no automatic cap on usage charges. You can follow your usage on the Account page, and control it by deciding who has your join codes, setting minutes per student, and closing sessions. An account without a subscription is never billed for usage: its sessions stop when the included minutes and any credits run out, or when it reaches 60 minutes of conversation in the calendar month.

Credits

Credits are used only after your monthly allowance runs out, and before any billed usage. You can buy them with or without a subscription, and they keep working if your subscription ends, but an account without a subscription can run no more than 60 minutes of conversation in a calendar month, whatever its credit balance. They are added once your payment clears; for a bank debit, that is when the debit succeeds.

AI credits

The AI Session Designer and AI edit use AI credits: one credit for each design run or edit request, including each follow-up request. Your plan includes a monthly number, and any account can buy packs, with or without a plan. When you have no AI credits left, the request is refused; there is no usage billing for AI credits. A credit is taken when a request starts and returned if the request produces nothing, but not if you abandon the request before it finishes.

Rules for all credits

Credits and AI credits you buy, or receive when you change plan, never expire while your account exists. They have no cash value, cannot be exchanged for money except as section 12 provides, and cannot be transferred to another account or person. Monthly allowances are not credits and lapse at the end of each billing period (or calendar month, for an account without a subscription). If a credit purchase is refunded or reversed, or its payment is disputed, the matching credits are removed, which can make your balance negative; a negative balance is repaid from credits you add later. If a dispute is decided in our favor, the credits are restored.

Add-ons

Add-ons, such as Student insights, are monthly additions to a subscription and need an active subscription. When you add one, a prorated charge for the rest of your current billing period is added to your next invoice, and the full monthly price applies after that. If you remove one, it stays active until the end of the period you have paid for, with no refund for the rest of that period, and you can keep it before then at no extra charge. Add-ons end when your subscription ends; insights reports already written stay readable. We may stop selling an add-on. If you already have it, you keep it until you remove it or your subscription ends, unless we give you at least 30 days' notice that we are retiring it, after which you will not be charged for it.

Changing plan

When you change plan in TutorTalks, the change takes effect immediately and a new monthly billing period starts that day, which becomes your new billing date. You are charged straight away for that new period: the new plan's full monthly price and the full monthly price of any add-ons you have, which stay on. Usage charges built up before the change are billed at the same time or on your next invoice. Nothing is prorated or refunded. What is left of the current period's allowance is not lost: unused minutes become credits and unused AI credits become purchased AI credits, which never expire, and the new plan's allowance starts fresh. If the payment fails, your plan does not change. When you move to a smaller plan, its limits apply from the same day.

The Manage billing link opens Stripe's customer portal, where you can update your payment method and see your invoices. Any other change the portal lets you make is governed by the terms the portal shows at the time, which may differ from a plan change made in TutorTalks.

Taxes

Prices do not include sales, use, value-added, goods and services or similar taxes. You are responsible for any such taxes on your purchases, other than taxes on our income. We do not currently add tax to our charges, but we may begin to where we are required to collect it; if we do, it will be shown in the purchase confirmation and on your invoice. If you are exempt, send us your exemption certificate.

Payment methods and receipts

You can pay by card, Link, Apple Pay, Google Pay or bank debit, as offered on the Stripe payment page. You must give accurate billing details, including a billing address, and keep your payment method up to date. Stripe can email receipts for us, and your invoices are always available through Manage billing on the Account page. If you need an invoice addressed differently, email us.

Failed payments

If a payment fails, Stripe will try again over a period of time, and your subscription stays active meanwhile. If payment still cannot be collected, the subscription ends, add-ons end, and your account falls to the limits of an account without a subscription. Amounts already due remain payable, and we may suspend paid features until they are paid.

Price changes

We may change our prices. For recurring charges — plan prices, add-on prices and usage rates — we will email the account owner between 14 and 30 days before the change takes effect, saying what will change and how to cancel. A new usage rate applies from its effective date; a new plan or add-on price applies from your first billing date on or after it. If you do not want to pay a new price, you can cancel before it applies. New prices for one-off purchases, such as credit bundles, apply to purchases made after the change, and credits you already hold keep their value.

Promotions and complimentary access

We may offer promotion codes, discounts, trials, complimentary plans or free credits. The terms of each offer, such as how long it lasts and what you pay afterwards, are shown with it and apply alongside these terms. Unless an offer says otherwise, it can be used once per account, cannot be combined with other offers and has no cash value; when it ends, the regular price applies and your subscription continues to renew. We may end complimentary access, or free credits you did not pay for, on at least 30 days' notice unless a signed agreement provides otherwise, and we may withdraw an offer that is misused.

Payments for subscriptions, add-ons, usage, credits and AI credits are final, and cancelling does not bring a refund for the rest of a period you have paid for. There are only two exceptions:

• Where the law requires a refund. Nothing in these terms limits a refund right the law gives you, including the right to withdraw described below.
• Billing mistakes. If we charge you in error — a duplicate charge, a wrong amount, a charge after your cancellation took effect, or a payment we took for something we did not deliver — we will put it right, by refunding you or by delivering what you paid for, as you prefer.

How to ask for a refund

Email studio@arclightxr.com from the email address on your account, with the date and amount of the charge and the reason you are asking. We will reply within 10 business days. Approved refunds go back to the original payment method. When a credit purchase is refunded, the matching credits are removed.

Chargebacks

Please contact us before disputing a charge with your bank or card issuer; most problems can be fixed quickly. While a dispute is open, we may suspend the paid features it concerns, and we will give the payment network our records of the purchase, including your acceptance record.

Consumers in the EU, EEA, UK and Switzerland

TutorTalks is sold for professional, educational and business use. If you are nonetheless a consumer in the European Union, the European Economic Area, the United Kingdom or Switzerland and the law gives you a right to withdraw from a purchase, you may withdraw within 14 days of the purchase by telling us at studio@arclightxr.com; you do not need to give a reason. If, when you bought, you expressly asked us to start providing the service during that 14-day period, you will pay a proportionate amount for the service supplied before you told us, including credits you have already used; otherwise we will refund everything you paid for that purchase. We refund within 14 days of your notice, to the original payment method.

How to cancel

You can cancel your subscription at any time on the Account page in TutorTalks by selecting Cancel subscription. While your account is suspended, select Manage billing instead, which opens Stripe's customer portal, where you can cancel. Either way, this needs billing permission for the account. If you cannot do either, email studio@arclightxr.com from the account owner's email address and we will cancel it for you.

What happens when you cancel

• Cancellation takes effect at the end of the billing period you have already paid for. Until then everything keeps working, and you can undo the cancellation by selecting Keep my subscription.
• There is no refund for the rest of the period, except as section 12 says.
• Usage up to the end of the period is billed on a final invoice.
• After the end date, no further subscription charges are taken; add-ons end, embedding stops, and your account falls to the limits of an account without a subscription (section 11).
• Cancelling deletes nothing. Your sessions, transcripts, recordings, insights reports and credits stay on the account, subject to your retention settings, and you can go on using credits you have bought, within the limits of an account without a subscription (section 11). To close the account and delete its data, see section 14.

Suspension

We may suspend all or part of your access, or stop a particular session, where we reasonably believe it is needed: because of a serious or repeated breach of these terms, including unpaid amounts; to prevent harm to participants, other customers, the service or our providers; because a provider requires it; or because the law requires it. Where it is practical and lawful, we will tell you before we suspend and give you a chance to fix the problem; otherwise we will tell you promptly afterwards and explain why. While you are suspended, your dashboard and sessions are unavailable and participants are told the session is not available, but nothing is deleted, and you can still cancel your subscription through Manage billing (section 13). We will restore access once the reason is resolved. Subscription charges continue during a suspension caused by your breach or non-payment; if we suspend for any other reason, we will refund or credit the subscription charges for the suspended time.

Closing your account

You may close your account at any time by emailing studio@arclightxr.com from the account owner's email address. We will confirm the request with you and offer you a copy of your data first. We will then cancel any subscription, close the account and delete its data as described below within 30 days of your request, and tell you when we have done so. Before we delete anything, we will remind you of any unused credits, which are forfeited when an account you have chosen to close is deleted.

When we may end these terms

We may end these terms and close your account: (a) if you materially breach these terms and do not fix the breach within 15 days of our notice, or immediately if the breach cannot be fixed or involves unlawful use, harm to participants or a threat to the service; (b) if the law or a provider's requirements make it impossible for us to continue; or (c) for any other reason, on at least 30 days' notice. In cases (b) and (c) you can keep using what you have paid for until your account closes. If we end these terms because of your breach, unused credits and AI credits are forfeited. You may end these terms if we materially breach them and do not fix the breach within 30 days of your notice. In none of these cases is a payment refunded, except as section 12 says.

What happens to your data

• Cancelling a subscription deletes nothing (section 13).
• When we end these terms, or you end them because of our breach, your access ends. For 30 days afterwards we will, on request, give you a copy of your Customer Content and Session Records in a commonly used format. We then delete them within a further 30 days.
• If you ask us to delete data at any time, we will do so within 30 days and confirm it in writing if you ask. While the account exists, Session Records also expire under your retention settings.
• We keep only what we need to keep after deletion: acceptance records (for the life of the account and six years after), billing and tax records, and security and audit logs, each as the Privacy Policy describes. We continue to protect them under these terms.

What continues after the end

Provisions that by their nature should continue after these terms end will continue, including those on amounts owed, credits and refunds, our right to keep required records, confidentiality, warranties and disclaimers, limitation of liability, indemnity, disputes and arbitration, governing law and the general terms.

Confidentiality

Each of us may receive non-public information from the other: for you, your Customer Content and Session Records; for us, non-public information about the service, its security and our pricing. The party receiving it will use it only to perform these terms, protect it with at least reasonable care, and share it only with its personnel, contractors and providers who need it and are bound to protect it. This does not cover information that is or becomes public through no fault of the receiving party, that it already had or develops independently, or that it lawfully receives from someone else. Either of us may disclose information when the law requires, after telling the other where the law allows. A public institution may disclose what public-records laws require.

Privacy

Our Privacy Policy explains how we handle personal data, including that of account holders, members and participants. The student data and FERPA notice explains how we handle student records, and the Subprocessors page lists the providers that receive data. We decide how account and billing information is used. For Customer Content and Session Records, we act on your behalf and on your instructions, as these terms describe. Our own servers and databases are in the United States; some providers may process data in other countries.

If you are an institution or organization that needs a data processing agreement or student data agreement — for example under FERPA, state student-privacy laws, the GDPR or the California Consumer Privacy Act — ask us at studio@arclightxr.com and we will provide one.

What each of us promises

Each of us confirms that it has the authority to enter into these terms. You also confirm that your use of TutorTalks, your Customer Content and the way you involve participants comply with the law and these terms, and that you have given every notice and obtained every consent and authorization that sections 5 and 7 require.

For any period you have paid for, we promise that the service will perform materially as these terms and the product describe, and that we will not materially reduce its overall security. If we break this promise, tell us and we will work to fix it. If we cannot fix it within 30 days of your notice, you may cancel your subscription (section 13).

Disclaimer

Except for the promises these terms expressly make, TutorTalks, AI Output and all features are provided “as is” and “as available”. To the extent the law allows, Arclight disclaims all other warranties, conditions and representations, whether express, implied or statutory, including any warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy and quiet enjoyment, and any warranty that the service will be uninterrupted, error-free or secure, or that AI Output will be accurate, complete or suitable for your purpose.

To the extent the law allows, neither you nor Arclight will be liable to the other, under or in connection with these terms or the service, however the liability arises — in contract, tort (including negligence), under statute or otherwise — for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, business, goodwill or anticipated savings, even if told that they were possible.

Each party's total liability under or in connection with these terms and the service is limited to the greater of (a) the amounts you paid and owe to Arclight for the service in the 12 months before the event giving rise to the liability, and (b) US$100.

These limits do not apply to your obligation to pay fees and charges, to your obligations under section 18, or to a party's infringement or misappropriation of the other's intellectual property. Nothing in these terms limits or excludes liability for fraud or fraudulent misrepresentation, for gross negligence or willful misconduct, for death or personal injury caused by negligence, or any other liability that applicable law does not allow to be limited or excluded.

These limits apply even if a remedy fails of its essential purpose. They reflect a fair allocation of risk, and our prices are set on that basis.

You will defend Arclight and its officers, employees and contractors against any claim, demand or proceeding brought by a third party — including a participant, a member or a visitor to a page hosting an embedded session — to the extent it arises from:

• your Customer Content, including a claim that it infringes or violates anyone's rights;
• your or your members' use of the service in breach of these terms or the law;
• your failure to give a notice or obtain a consent or authorization that these terms or the law require, including for recording participants; or
• decisions you make about any person using AI Output or Session Records,

and you will pay the damages, settlements, fines and reasonable legal costs finally awarded or agreed in respect of it. This does not apply to the extent the claim results from our breach of these terms, our negligence or our willful misconduct.

We will tell you promptly about any such claim, let you control its defense and settlement, and give you reasonable help at your expense. You may not settle a claim in a way that admits fault on our part or puts obligations on us without our consent, which we will not unreasonably withhold. We may take part with our own lawyers at our own cost.

If you are a public institution, this section applies only to the extent the law that governs you permits, and nothing in these terms waives any immunity you have.

Please read this section carefully. It affects your legal rights, including your right to go to court and to bring or join a class action.

What this section covers

This section covers any dispute, claim or controversy between you and Arclight arising out of or relating to these terms, the service or our relationship, whether based on contract, tort, statute or any other legal theory (a “dispute”). It applies to disputes that arise on or after the date you first accept a version of these terms that contains it; a dispute that arose earlier is governed by the terms in force when it arose. It continues to apply after these terms end.

First, try to resolve it informally

Before starting an arbitration or a court case, the party with the dispute must send the other a written notice of dispute: you to studio@arclightxr.com with the subject “Notice of dispute”, and we to the account owner's email address. The notice must give the sender's name and account email address, describe the dispute and the relief sought, and be signed by the person bringing it (and their lawyer, if they have one). For 45 days after the notice is received, we will both try in good faith to resolve the dispute. If either of us asks, we will meet by phone or video; the person bringing the dispute (for an organization, someone authorized to act for it) and someone from Arclight with authority to settle will attend, and lawyers may join. Limitation periods are paused from the date the notice is sent until the 45 days end. A court may enforce this step, and an arbitration started without it may be paused until it is completed.

Binding individual arbitration

If the dispute is not resolved within those 45 days, it will be resolved by binding arbitration before a single neutral arbitrator, not in court, except as this section provides. The Federal Arbitration Act governs this agreement to arbitrate, including its interpretation and enforcement.

The American Arbitration Association (“AAA”) will administer the arbitration under its rules in effect when the arbitration is filed: its Consumer Arbitration Rules or its Commercial Arbitration Rules, as the AAA decides apply, together with its Mass Arbitration Supplementary Rules where they apply (the “AAA Rules”), as modified by this section. The AAA Rules are available at adr.org. If a change to the AAA Rules made after you last accepted these terms would be materially less favorable to you than the rules in effect on that date, you may choose to have the earlier rules apply. If the AAA cannot or will not administer the arbitration, we will agree on another administrator, or a court will appoint one.

The arbitrator may award any relief that a court could award to an individual party under the governing law, but only in favor of the individual party seeking relief and only to the extent needed to provide relief on that party's individual claim. The arbitrator will apply these terms and the governing law, and will give a written decision explaining the essential findings if either party asks. Hearings will be held by video unless the arbitrator decides that an in-person hearing is needed; an in-person hearing will be held in the county of your billing address, or in New York County, New York, if your billing address is outside the United States, or in another place we agree. If the amount claimed is US$25,000 or less, the party bringing the claim may choose to have it decided on written submissions alone. Judgment on the award may be entered in any court with jurisdiction.

Arbitration fees

Each party pays the fees the AAA Rules assign to it, except that, for any dispute in which you seek US$75,000 or less, Arclight will pay, or reimburse you for, the AAA's filing, administration and arbitrator fees beyond the amount you would have paid to file a claim in court, unless the arbitrator finds that your claim was frivolous or brought for an improper purpose. Each party bears its own lawyers' fees and costs, unless the arbitrator awards them under the governing law or the AAA Rules. We will pay the fees we owe on time.

Who decides what

The arbitrator decides all questions about a dispute, including whether it must be arbitrated and whether this section is valid or enforceable, except that a court decides whether the class-action waiver, the mass-filing procedure or the jury waiver in this section is valid or enforceable or has been breached; whether a dispute falls within an exception below; and whether a party has opted out.

Exceptions

• Small claims. Either party may bring an individual claim in a small-claims court in the county of your billing address or in New York County, New York, if the claim qualifies and stays there on an individual basis. Before an arbitrator is appointed, either party may also choose to move a claim filed in arbitration to small-claims court if it qualifies.
• Intellectual property and confidential information. Either party may ask a court under section 20 for an injunction or other equitable relief to stop the infringement, misappropriation or violation of its intellectual property rights or confidential information.
• Signed agreements and public institutions. This section does not apply where a signed agreement between you and Arclight provides a different way of resolving disputes, or to a public institution, such as a public university or a government body, that the law governing it does not permit to agree to arbitration. Those disputes are resolved in the courts named in the signed agreement or, if none is named, under section 20.

Class-action waiver

You and Arclight may each bring claims against the other only in an 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 party's claims, except as the mass-filing procedure below allows, and may not preside over any form of class, collective or representative proceeding. Administering claims in batches under that procedure is not a class proceeding.

If a court decides, after any appeal, that this class-action waiver cannot be enforced for a particular claim or request for relief, that claim or request, and only that one, will be severed and decided by a court under section 20 — never in a class arbitration — after any individual claims that remain in arbitration are decided. If the law does not allow a particular remedy, such as public injunctive relief, to be waived or decided in arbitration, the claim for that remedy will likewise be decided in court after the arbitration.

Mass filings

If 25 or more demands for arbitration raising similar claims against, or by, Arclight are filed by or with the help of the same or coordinated lawyers or organizations (a “mass filing”), the AAA's Mass Arbitration Supplementary Rules apply, together with these rules:

• Batches. The claims will be administered in batches of up to 100 (the last batch may be smaller), each assigned to a single arbitrator, with one set of filing and administrative fees per batch.
• Individual claims. Every claim remains individual, so a decision on one claim or batch does not bind any other claimant, and there are no bellwether proceedings.
• Questions for a court. Nothing in this procedure delays a court's decision on any question this section leaves to a court.
• Limitation periods. Limitation periods for the claims in a mass filing are paused from the date their notices of dispute are sent until their batch is assigned to an arbitrator.

If the AAA will not administer the claims in this way, they will proceed individually under the AAA Rules.

Jury trial waiver

If a dispute proceeds in court rather than in arbitration, including where you have opted out of arbitration, you and Arclight each waive the right to a trial by jury, to the extent the law allows.

Opting out

You may opt out of arbitration by emailing studio@arclightxr.com, with the subject “Arbitration opt-out”, within 30 days after the date you first accept a version of these terms that contains this section. Include your name, your account's email address, the organization you accept for (if any), and a clear statement that you opt out of arbitration. If you opt out, the parts of this section headed “Binding individual arbitration”, “Arbitration fees”, “Who decides what”, “Class-action waiver” and “Mass filings” do not apply to you, and our disputes will be resolved in court under section 20; the informal-resolution step and the jury waiver still apply. Opting out does not affect any other part of these terms.

Changes to this section

If we change this section after you have accepted it, the change applies only to disputes that arise after you accept the changed version; a dispute that arose earlier stays under the version of this section that applied to you when it arose. If we make a material change to this section, you may reject it by emailing studio@arclightxr.com, with the subject “Arbitration opt-out”, within 30 days after you accept the changed version, and the version of this section you last accepted will continue to apply to you.

These terms, and any dispute arising out of or relating to them or the service, are governed by the laws of the State of New York, without regard to its conflict-of-laws rules, except that the Federal Arbitration Act governs section 19. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Any dispute that is not arbitrated — because it falls within an exception in section 19, because you opted out, or because section 19 does not apply — must be brought only in the state or federal courts located in New York County, New York, and you and Arclight consent to the jurisdiction of those courts and to venue there. Small-claims cases may instead be brought as section 19 allows.

If you are a consumer, nothing in these terms takes away the protection of mandatory laws of the country where you live. If you are a public institution, section 23 explains how requirements of the law that governs you apply.

We may update these terms, for example to reflect changes to TutorTalks, our prices, our providers or the law. Each version carries a version date, and we keep every version.

• Notice. We will tell the account owner about a material change by email and, where we can, in TutorTalks, at least 30 days before it takes effect, unless a shorter period is needed to comply with the law or to deal with a security risk. Changes to recurring prices follow section 11.
• Acceptance. You will be asked to accept a new version in the acceptance dialog before your next payment. A new version applies to you from when you accept it.
• If you do not accept. The version you last accepted continues to govern your subscription. We may decide not to continue a subscription on an earlier version; if so, we will give you at least 30 days' notice, and your subscription will end at the end of a billing period after that notice, with nothing further charged.
• No retroactive changes. A change applies only going forward. A dispute that arose before you accepted a version is governed by the version that applied to you when it arose.
• Data you have already given us. We will not use Customer Content or Session Records already collected in a materially different way, for example for a purpose these terms do not allow today, without your agreement and, for student records, the institution's.
• Corrections. Corrections and clarifications that do not change your rights or obligations may be published without advance notice, and you will still be asked to accept the new version before your next payment.

Notices

We send notices to the account owner's email address (and, for billing matters, to the billing contact we hold) or show them in TutorTalks. An emailed notice counts as received when it is sent, unless we learn that it was not delivered. You send notices to us by email to studio@arclightxr.com; please name a legal notice in the subject line, for example “Notice of dispute” or “Arbitration opt-out”. We do not yet publish a postal address. If you need one to serve a legal document, ask us by email and we will give you one.

Electronic communications and signatures

By accepting these terms, you agree to receive these terms, the record of your acceptance, receipts, invoices, notices of changes and of price changes, and other communications about your account electronically, by email or in TutorTalks, and you agree that your electronic acceptance is your signature. This consent works as follows.

• Paper copies. You may ask for a paper copy of any of these documents at no charge by emailing us.
• Withdrawing consent. You may withdraw this consent by emailing us. Withdrawal does not affect anything delivered before it. Because TutorTalks is provided online, if you withdraw consent we may end your subscription at the end of the current billing period, without any fee for doing so.
• Keeping your details up to date. To change the email address we use for you, email us from your current address.
• What you need. A device with a current version of a major web browser, such as Chrome, Edge, Safari or Firefox; an internet connection; an email account; and the ability to view and save web pages or PDF files. Reading these terms in the acceptance dialog shows that you can access them electronically.

Export controls and sanctions

You must comply with US and other applicable export control and sanctions laws. You must not use the service, or allow participants to use it, from a country or region subject to comprehensive US sanctions, if you or they are on a US government list of restricted or sanctioned persons, or for any purpose those laws prohibit.

Public institutions

If you are a public institution and the law that governs you does not permit you to agree to a provision of these terms — for example on indemnity, governing law, courts, arbitration or automatic renewal — that provision applies to you only to the extent that law permits, and the rest of these terms continue to apply.

Transfer

Neither party may transfer these terms without the other's written consent, except that either may transfer them, with notice, to a successor in a merger, acquisition or sale of all or substantially all of the business or assets concerned, if the successor takes on its obligations. Any other attempted transfer has no effect.

Events beyond control

Neither party is liable for a delay or failure caused by events beyond its reasonable control, such as natural disasters, war, terrorism, civil unrest, labor action, failures of the internet or utilities, or the failure of a third-party provider that the party did not cause, as long as it tries to limit the effect. This does not excuse paying amounts due.

Entire agreement

These terms, with the documents listed in section 1, are the entire agreement between you and Arclight about TutorTalks and replace any earlier agreement on the same subject, except a signed agreement, which continues to apply as section 1 says. Terms in a purchase order or other document you send us do not apply unless we sign it.

Severability and waiver

If any provision of these terms is found unenforceable, it will be enforced to the greatest extent possible and the rest of these terms will remain in effect, except as section 19 provides for its class-action waiver. Not enforcing a provision is not a waiver of it.

Relationship and third parties

We are independent contractors, and these terms create no partnership, employment or agency. These terms are for the benefit of you and Arclight only, except that the officers, employees and contractors protected by section 18 may rely on it; no one else, including participants, may enforce them.

Language

These terms are written in English. If we provide a translation, the English version governs.

TutorTalks is operated by Arclight Innovation LLC. Questions about these terms, billing, refunds, cancellation, closing an account, a data request or a security concern go to studio@arclightxr.com. For a security concern, use the subject “Security”; for a copyright notice, “Copyright notice”.

If you are a participant or student: requests to see, correct or delete your records go first to the instructor or organization that invited you, or to your school's registrar. They decide those questions, and we carry out their instructions. If you write to us, we will pass your request to them.