Orbit Authority
Shaping Rooms LLC

Terms of Service

Effective Date: April 13, 2026

1.Acceptance of Terms

These Terms of Service ("Terms") govern your use of the ORBIT platform, API, and related software (the "Service") provided by Shaping Rooms LLC ("Company," "we," or "us"). The intellectual property underlying the Service is utilized under license from RabbitHoleSpiral LLC. By registering for an account or using the Service, you represent that you are entering into a binding business-to-business agreement on behalf of a corporation or legal entity ("Customer" or "you") and that you have authority to bind that entity to these Terms. The Service is not available to individual consumers.

2.Description of Service and Tiered Proof Claims

ORBIT is a runtime AI governance infrastructure platform that sits between AI reasoning models and irreversible execution targets. ORBIT evaluates proposed AI actions against Customer-defined governance policies ("Charters"), issues cryptographic receipts, and conditionally permits or denies execution. ORBIT provides specific cryptographic proofs based on the product tier selected by the Customer: Gateway Tier: Proves that an AI-proposed action was evaluated against the active Charter and that governance was applied before the action was permitted to proceed. Does not verify execution at the commit boundary. Enterprise Tier: Includes the Boundary Pack, which proves that the exact execution parameters matched the governance authorization at the commit boundary, verifying exact-instance integrity. ORBIT ATMOSPHERE: Proves that the underlying AI reasoning and context stayed within Customer-defined epistemic and postural bounds. Does not verify execution at the commit boundary.

3.What Receipts Prove and Do Not Prove

ORBIT generates cryptographic, tamper-evident receipts for all governed actions, including denials. Receipts prove: (a) The proposed action was evaluated against the specific active Charter at a precise timestamp; (b) The governance verdict (allow or deny) was immutably recorded before the execution-permitting signal was issued; (c) The receipt has not been tampered with since it was written; (d) For denial receipts: the action was blocked and the reason for denial is cryptographically recorded. Receipts do not prove: (a) That execution actually occurred in the target system (unless utilizing the Enterprise Tier Boundary Pack); (b) That the AI's underlying reasoning was secure or authorized (unless utilizing ORBIT ATMOSPHERE); (c) That the Customer is in compliance with any specific law, framework, or regulation. Receipts are cryptographic evidence, not legal compliance guarantees.

4.Charter Responsibility

The Service enforces governance policies ("Charters") configured exclusively by the Customer. The Customer is solely responsible for designing, testing, and deploying their Charters. ORBIT enforces these Charters strictly as configured. We make no representations that any Charter is adequate, appropriate, or sufficient for the Customer's specific use case, business requirements, or regulatory environment. Charter design is the Customer's responsibility.

5.AI Action Blocking and Business Impact

The fundamental purpose of ORBIT is to block unauthorized AI actions. When ORBIT denies an action based on the Customer's active Charter, that action will not execute. Customer expressly acknowledges and agrees that ORBIT will block AI actions in production environments based on Customer's Charter configurations. Shaping Rooms LLC shall have no liability for any business interruption, lost revenue, failed transactions, or other impact resulting from actions correctly denied by the Service in accordance with the Customer's active Charter. This acknowledgment is a material condition of these Terms. Customers are responsible for ensuring their Charters are correctly configured before deploying ORBIT in production environments.

6.Evidence and Admissibility

Customers may export ORBIT cryptographic receipts (.orbitproof files) for use as evidence in internal audits, regulatory proceedings, insurance claims, or litigation. ORBIT receipts are independently verifiable using the ORBIT public key without requiring access to ORBIT infrastructure. Shaping Rooms LLC makes no warranties regarding the legal admissibility, weight, or sufficiency of receipts in any specific jurisdiction or legal proceeding. We will cooperate with reasonable, legally mandated requests to authenticate our cryptographic architecture. We are not responsible for the outcome of any evidentiary proceeding.

7.Data Portability and Termination

Upon account termination, Customers have ninety (90) days to export their governed action records and cryptographic receipts via the ORBIT export API or dashboard. We will provide written notice of upcoming data deletion. After the ninety-day window, governed action records are permanently deleted from our systems. Cryptographic receipts already held by the Customer remain independently verifiable using the ORBIT public key indefinitely after account termination and data deletion. Verification does not require ORBIT infrastructure.

8.Account Registration and API Key Security

Customer is responsible for maintaining the confidentiality of all API keys and administrative credentials. Customer is fully responsible for all activities that occur under their API keys. API keys are presented in full only once at creation and cannot be recovered. If a key is lost, it must be revoked and a new key generated.

9.Fees and Payment

Fees are billed monthly in advance via Stripe and are based on the selected product tier and metered usage (governed action volume for Gateway tier). All fees are non-refundable except as required by applicable law. Customer is responsible for all applicable taxes. Late payments may result in suspension of the Service.

10.Acceptable Use

Customer shall not: (a) Use the Service for any illegal purpose or in violation of applicable law; (b) Reverse engineer, decompile, or attempt to extract the source code or cryptographic mechanisms of the Service; (c) Use the Service to benchmark or develop a competitive product; (d) Attempt to bypass, disable, or circumvent the cryptographic governance mechanisms; (e) Use the Service to process content that violates applicable law or third-party rights.

11.Warranty Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." SHAPING ROOMS LLC AND ITS LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL GUARANTEE REGULATORY COMPLIANCE, PREVENT ALL FORMS OF AI MALFUNCTION, OR OPERATE WITHOUT INTERRUPTION OR ERROR.

12.Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SHAPING ROOMS LLC, ITS LICENSORS (INCLUDING RABBITHOLESPIRAL LLC), OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION. OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL BE LIMITED TO THE TOTAL FEES PAID BY CUSTOMER TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13.Indemnification

Customer agrees to indemnify, defend, and hold harmless Shaping Rooms LLC and its licensors from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) Customer's Charter configurations, including any misconfiguration resulting in unauthorized actions or production system disruption; (b) Claims by Customer's end users arising from Customer's use of the Service; (c) Customer's violation of applicable law.

14.Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles. Any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall be resolved by final and binding arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures. The arbitration shall take place in California. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Class Action Waiver: All claims must be brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate more than one person's claims.

15.Term and Termination

These Terms remain in effect until terminated. Either party may terminate for material breach upon thirty (30) days written notice if the breach remains uncured. Customer may terminate for convenience at any time by deleting their account and ceasing use of the Service. We may suspend or terminate immediately for violation of Section 10 (Acceptable Use) or applicable law. Sections 3, 5, 6, 7, 10, 11, 12, 13, and 14 survive termination.

16.Changes to Terms

We reserve the right to modify these Terms at any time. We will provide written notice of material changes at least fourteen (14) days prior to their effective date. Continued use of the Service after the effective date constitutes acceptance of the modified Terms. If you do not agree to modified Terms, you must stop using the Service before the effective date.

17.Contact

For legal inquiries or questions about these Terms: legal@orbitauthority.com Shaping Rooms LLC California, USA
Questions? Contact us at legal@orbitauthority.com