Priori Labs

Terms of Service

Effective Date: September 30, 2026

These Terms of Service ("Terms") govern your use of the Priori Labs website (the "Site"), operated by Sean Smith ("we," "us," or "our"). By accessing or using the Site, you agree to these Terms. If you do not agree, please do not use the Site.

About the Site

The Site provides information about our software development, website, and consulting services, along with articles, guides, and other educational content. The Site does not offer accounts, online purchases, or subscriptions.

Client Engagements

Any services we provide are governed by a separate written agreement, proposal, or statement of work between you and us. These Terms do not create a client relationship, and nothing on the Site is an offer to provide services on particular terms. Descriptions of services, pricing, timelines, pilot projects, or consultations on the Site are general information and may change; the scope, price, deliverables, and other terms of an engagement are set only by the written agreement for that engagement. If a written agreement conflicts with these Terms, the written agreement controls for that engagement.

Information you send us when asking about a potential project is handled as described in our Privacy Policy. Unless we have signed a confidentiality agreement with you, please do not send confidential information before an engagement begins.

Informational Content Only

Guides, articles, examples, and other content on the Site are general information provided for educational purposes. They are not legal, tax, financial, accounting, security, or other professional advice, and they are not tailored to your circumstances. You should consult a qualified professional before acting on information that affects your business or legal obligations.

Results described on the Site, including examples involving search rankings, traffic, visibility in AI-generated answers, cost savings, or automation, depend on many factors outside our control. We do not guarantee any particular ranking, traffic, revenue, savings, or other outcome. Third-party platforms, search engines, AI tools, and their policies change frequently, and content may become outdated.

Acceptable Use

You agree not to:

  • Use the Site in violation of any law or the rights of others
  • Attempt to gain unauthorized access to the Site or the systems that host it, or interfere with its operation or security
  • Introduce malicious code or use automated means to place an unreasonable load on the Site
  • Misrepresent your identity or affiliation when contacting us

Intellectual Property

The Site and its content, including text, guides, graphics, logos, and design, are owned by Sean Smith or our licensors and are protected by intellectual property laws. You may view and share links to the Site and print or save individual pages for your own non-commercial reference. You may not republish, sell, or create derivative works from Site content without our written permission, except as permitted by law.

You may not use the Priori Labs name or logo in a way that suggests our sponsorship or endorsement without our written permission. Other names and marks mentioned on the Site belong to their respective owners, and their mention does not imply endorsement.

Third-Party Links and Services

The Site may link to or reference third-party websites, tools, and services. We provide these links for convenience; we do not control and are not responsible for third-party content, products, services, or practices, and a link does not imply endorsement. Your use of third-party sites is governed by their own terms and policies.

Disclaimer of Warranties

THE SITE AND ITS CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND AVAILABILITY. WE DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, Sean Smith WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING FROM OR RELATING TO THE SITE OR YOUR RELIANCE ON ITS CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY ARISING FROM OR RELATING TO THE SITE WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100). Some jurisdictions do not allow certain limitations of liability, so some of these limitations may not apply to you. This section does not limit liability under a separate written client agreement, which is governed by its own terms.

Indemnification

You agree to indemnify and hold harmless Sean Smith from claims, losses, liabilities, and expenses, including reasonable attorneys' fees, arising from your misuse of the Site or your violation of these Terms.

Governing Law and Disputes

These Terms are governed by the laws of the State of Tennessee, without regard to its conflict-of-law rules. Before filing a formal claim, please contact sean@priori-labs.com so we can try to resolve the dispute informally. Any court proceeding arising from these Terms or the Site will be brought in the state or federal courts located in Tennessee, and you and we consent to their jurisdiction.

Changes to These Terms

We may update these Terms from time to time. We will post the revised Terms on this page with an updated effective date. Your continued use of the Site after the changes take effect means you accept the revised Terms.

General

If any provision of these Terms is found unenforceable, the remaining provisions remain in effect. Our failure to enforce a provision is not a waiver of our right to do so later. These Terms, together with our Privacy Policy, are the entire agreement between you and us regarding the Site; client engagements are governed by their separate written agreements.

Contact

Questions about these Terms may be sent to sean@priori-labs.com.