1. Acceptance of Terms

By accessing or using the website and platform (the "Service") of Gradient HQ, Inc. dba Gradient ("Gradient," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Service.

2. Description of Service

Gradient provides an AI fluency assessment platform that enables organizations to evaluate candidates' ability to collaborate with AI tools on real work tasks. The Service includes assessment creation, candidate evaluation environments, automated scoring, and result reporting.

3. User Accounts

To access certain features, you may need to create an account. You are responsible for maintaining the confidentiality of your credentials and for all activities under your account. You agree to notify us immediately of any unauthorized use.

4. Acceptable Use

You agree not to:

Use the Service for any unlawful purpose
Attempt to gain unauthorized access to any part of the Service
Interfere with or disrupt the Service or servers
Share assessment content, questions, or scoring criteria with unauthorized parties
Impersonate another person or misrepresent your affiliation
Use the Service to discriminate against candidates on the basis of protected characteristics

5. Assessment Terms

For Hiring Organizations

Gradient scores are provided solely as decision support and do not constitute employment decisions. The Service does not advance, reject, or otherwise determine the status of any candidate, and does not make any employment decision. All employment decisions are made by you. We make no representation or warranty that any Gradient score predicts job performance, a hiring outcome, or any other result.

You acknowledge and agree that: (a) a Gradient score constitutes one factor among others in any employment decision and shall not be used as the sole basis for any such decision; and (b) prior to making any employment decision that relies in whole or in part on a Gradient score, a trained individual shall conduct a meaningful human review of the applicable candidate's assessment session and deliverable.

You are the employer with respect to all candidates assessed through the Service, and you retain sole control over your job criteria, your selection procedures, and your employment decisions. Each party shall comply with the laws applicable to it in connection with its performance under these Terms. Without limiting the foregoing, you are responsible for providing notices to candidates, obtaining any required consents, providing accommodations, and maintaining records, in each case as required by applicable law.

Upon request, we will provide our then-current documentation, to the extent reasonably available, regarding the intended use of the Service, the inputs and evaluation criteria it employs, its testing, its limitations, and its accessibility. We will notify you of material changes thereto. We will provide reasonable cooperation, at your expense, with any assessment or review of the Service that applicable law requires you to conduct. We do not intentionally use protected class information, or any proxy therefor, as an input to scoring.

For Candidates

By participating in an assessment, you agree that your interactions within the assessment environment may be recorded, analyzed, and shared with the hiring organization. You retain ownership of any work you produce during an assessment, and you grant Gradient and the hiring organization a non-exclusive license to use, reproduce, and analyze that work for assessment and evaluation purposes and for the other uses described in these Terms.

6. Intellectual Property

The Service, including its design, features, and content, is owned by Gradient and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works of any part of the Service without our prior written consent.

7. De-Identified and Aggregated Data

We may create and use de-identified and aggregated data derived from use of the Service, including assessment sessions, for purposes such as product improvement, analytics, and benchmarking. We will maintain such data in de-identified form and will not attempt to re-identify it.

8. No AI Model Training

Customer data, including candidate and assessment data, is not used to train or fine-tune AI models — neither our own models nor those of third-party providers. Third-party AI service providers that process data on our behalf do so under agreements that prohibit them from training their models on that data.

9. Data Export

You may export your organization's data at any time through the API, or request a structured export (JSON or CSV) by contacting us. We encourage you to export your data before closing your account.

10. Payment Terms

Fees for the Service are as agreed in your subscription or order form. All fees are non-refundable unless otherwise specified. We reserve the right to modify pricing with reasonable notice.

11. Limitation of Liability

To the maximum extent permitted by law, Gradient shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of the Service. Our total liability shall not exceed the amount paid by you to us in the twelve months preceding the claim.

12. Indemnification

You shall defend, indemnify, and hold harmless Gradient and the Gradient Parties (as defined below) from and against any "Indemnified Claim," meaning any third-party claim, suit, action, or proceeding arising out of or related to: (a) your employment decisions, including without limitation any decision made without the human review described in Section 5; (b) your job criteria, your selection procedures, or any use of the Service not permitted by these Terms or by the applicable documentation; (c) any allegation that you failed to provide notices to candidates, obtain required consents, provide accommodations, or comply with recordkeeping obligations required of you by applicable law; (d) your data, or your disclosure of data to any third-party service that you elect to connect to the Service; and (e) any claim brought by a candidate, applicant, User, or employee of yours arising out of or related to use of the Service through your account.

Your obligations under this Section 12 include the retention and payment of attorneys and the payment of court costs, as well as settlement at your expense and the payment of judgments. We will provide prompt written notice of any Indemnified Claim and reasonable cooperation at your expense. We shall have the right, not to be exercised unreasonably, to reject any settlement or compromise that requires that we admit wrongdoing or liability or that subjects us to any ongoing affirmative obligation. (The "Gradient Parties" are Gradient's officers, directors, shareholders, parents, subsidiaries, affiliates, agents, successors, and assigns.)

13. Disclaimer of Warranties

The Service is provided "as is" and "as available" without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

14. Termination

We may terminate or suspend your access to the Service at any time, with or without cause. Upon termination, your right to use the Service ceases immediately. Provisions that by their nature should survive termination shall survive.

Suspension

If your account is suspended for a payment issue or a curable violation of these Terms, you have a 30-day grace period during which access is reinstated if the underlying issue is resolved. If it is not resolved within that period, the account is closed and the data terms below apply. We may suspend or terminate access immediately, without a grace period, where a violation is egregious or where we are required by law to act.

Effect of Termination on Your Data

After your account is closed, your data is retained in an expired state for 90 days, during which you may export it through the Service or via the API. After that 90-day period, the data is deleted from production systems and expires from backups on a short rolling cycle, except where we are required by law to retain it. We encourage you to export your data before closing your account. Where your customer agreement or data processing agreement provides different terms, that agreement governs.

15. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles.

16. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on the Service. Continued use after changes constitutes acceptance.

17. Contact Us

For questions about these Terms, please contact us at: hi@trygradient.ai