Last Updated:
August 14, 2025
These Terms of Service become effective as of August 14, 2025, or on a different date mutually agreed upon in writing between you and Rostra Labs, Inc. This effective date marks the commencement of your rights and obligations under these Terms. Any subsequent amendments or updates to these Terms will be indicated by an updated "Last Revised" date, which will be prominently displayed at the beginning of this document. You are responsible for regularly reviewing the most current version of these Terms. Your continued use of the Platform after the effective date of any revised Terms signifies your full acceptance of those changes.
These Terms of Service ("Terms") form a legally binding agreement between you (the individual or entity accessing or using the Platform) and Rostra Labs, Inc. ("Rostra", "Minibase," "we", "us", or "our"), the owner and operator of the platform located at minibase.ai (the "Minibase Platform" or the "Platform"). By accessing, registering for, or using the Platform and any related services, features, or content (collectively, the "Platform"), you acknowledge that you have read, understood, and agree to comply with these Terms. If you do not accept these Terms, you may not access or use the Platform. If you access or use the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and all references to "you" and "your" will apply to that organization. These Terms expressly incorporate by reference our Privacy Policy as well as any other policies, guidelines, or disclaimers that are referenced within these Terms or made available through the Platform, including but not limited to the Acceptable Use Policy and any posted Disclaimers. You are strongly encouraged to review these Terms, the Privacy Policy, and all other referenced or applicable policies carefully before using the Platform.
By accessing, registering for, or using the Platform provided by Rostra Labs, Inc., you confirm that you have read, understood, and agree to be legally bound by these Terms of Service. If you are accessing or using the Platform on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and your acceptance of these Terms constitutes acceptance by that entity. If you do not accept these Terms, or if you lack authority to bind your organization, you are not permitted to access or use the Platform. These Terms, together with the Privacy Policy and any other policies, guidelines, or disclaimers referenced herein or made available through the Platform, collectively form a legally binding agreement between you and Rostra Labs, Inc. Your ongoing access to or use of the Platform constitutes your continued acceptance of all such terms and conditions. You are encouraged to review all referenced policies and documents carefully, as they are incorporated by reference and govern your use of the Platform.
For the purposes of these Terms of Service, the following definitions apply:
Platform means the proprietary suite of software, developer tools, user interfaces, infrastructure, and related applications provided by Rostra Labs, Inc., primarily accessible at minibase.ai, designed to help users build, train, evaluate, package, and deploy small AI models.
User means any individual or entity that accesses or uses the Platform.
User Content means any data, text, files, datasets, prompts, code, configurations, labels, metadata, annotations, model checkpoints, training logs, evaluation reports, or other materials you upload to, input into, or generate within the Platform.
Services refers to the features and functionality made available through the Platform, which may include dataset tools; training, fine-tuning, distillation, and quantization workflows; evaluation and benchmarking; experiment tracking; model registries; packaging for on-device or edge deployment; hosted inference endpoints; API keys and rate limits; usage analytics; collaboration; and marketplace transactions.
Subscription means any paid plan or access arrangement offered by Rostra that entitles you to use the Services for a defined term, subject to payment terms.
Usage-Based Fees means charges that accrue based on measured or metered use of the Services (for example, training compute time, storage/egress, inference requests, or other consumption metrics).
One-Time Purchases means non-recurring transactions for specific digital items or rights (for example, paid dataset downloads, model artifacts, or add-on features), each governed by the license or terms presented at purchase.
Credits means prepaid balances issued or purchased for use toward Subscriptions, Usage-Based Fees, or One-Time Purchases, subject to any stated expiration or promotional terms.
Rostra Labs, Inc. offers a platform designed to make it simple for anyone to design, fine-tune, train, develop, or deploy AI models. Typical capabilities may include: importing and managing datasets; labeling/annotation tools; training, fine-tuning, distillation, and quantization workflows; evaluation and benchmarking; experiment tracking; model registries; packaging for on-device or edge deployment; hosted inference endpoints; API keys and rate-limits; usage analytics; and collaboration within workspaces or organizations.
Minibase provides tools and infrastructure to help users build and operate small AI models. Capabilities may include importing and managing datasets; labeling/annotation; training, fine-tuning, distillation, and quantization; evaluation and benchmarking; experiment tracking; model registries; packaging for on-device or edge deployment; hosted inference endpoints; collaboration; and a marketplace for One-Time Purchases (e.g., paid datasets or model artifacts). Certain features are billed as Subscriptions, while others incur Usage-Based Fees or One-Time Purchases at the time of transaction.
To access certain features or services offered by Rostra Labs, Inc., you may be required to create an account. When registering, you must provide information that is accurate, current, and complete, and you agree to promptly update this information to maintain its accuracy. You are solely responsible for safeguarding your account credentials, including your username and password, and for all activities that occur under your account. Credentials must not be shared with unauthorized individuals or third parties. If you become aware of or suspect any unauthorized use of your account or any security breach, you are required to notify Rostra immediately. Rostra disclaims any liability for losses or damages resulting from your failure to maintain the confidentiality and security of your account credentials. You are responsible for obtaining, maintaining, and bearing all costs associated with the necessary devices, software, and internet connectivity required to access and use the Platform, including any applicable fees or charges. Rostra reserves the right, in its sole discretion, to impose usage limits, require additional security measures such as two-factor authentication, or implement other security protocols to protect user accounts and the integrity of the Platform.
Access to the Services may require payment of Subscriptions, Usage-Based Fees, One-Time Purchases, or any combination thereof, as shown in the product, at checkout, or in an order form.
5.1 Subscriptions. All annual and other prepaid subscription terms are non-cancellable and non-refundable, except as required by law or if Rostra materially breaches these Terms. Some plans renew automatically at the end of each term unless you cancel before the renewal date using the account tools or by contacting support as directed. Where required by law, we will provide renewal notices.
5.2 Usage-Based Fees (Metered Billing). Certain features (for example, training jobs, inference usage, storage/egress, or evaluation runs) are billed based on actual consumption measured by our systems, which you agree are authoritative for billing. Estimates shown in the UI are not binding; final charges are based on actual metered usage. You authorize Rostra to automatically bill your saved payment method for accrued usage on a periodic basis (e.g., daily or monthly), and to place a temporary authorization hold or pre-authorization to verify funding and manage risk. You may set spending limits where available; if a limit is reached, we may throttle, queue, or stop jobs until additional funds or limits are provided.
5.3 Training Jobs and Cancellations. You may cancel a training job before it is queued or starts without charge. If you cancel after a job has started, you will be billed for compute and resources consumed up to the time our systems confirm cancellation. We may automatically retry failed jobs. If a job fails due to our infrastructure, your sole remedy is a re-run or account credit, at our discretion.
5.4 One-Time Purchases (Digital Goods). Paid datasets, model artifacts, and other digital items are made available as digital content licenses, not sales of ownership, and are governed by the specific license or use terms shown at purchase. All One-Time Purchases are final once delivery begins (for example, when a download link, API access, or any portion of the content is made available), except as required by law or where the item is defective or materially misdescribed, in which case our sole obligation is replacement or account credit at our discretion.
5.5 Credits and Promotions. Prepaid Credits and promotional balances may be used as described in your account. Unless otherwise stated, Credits are non-refundable, non-transferable, not redeemable for cash, and may expire. We may modify or discontinue promotional programs at any time.
5.6 Taxes and Currency. Fees are payable in USD and exclude applicable taxes (e.g., sales, VAT, GST, withholding). You are responsible for such taxes, except taxes on Rostra’s net income. If withholding is required by law, you will gross-up payments so Rostra receives the full amount invoiced.
5.7 Invoicing; Late Payments; Chargebacks. For approved accounts, we may invoice with stated payment terms (e.g., Net 15/30). Late amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law, plus reasonable collection costs. If a payment is rejected or you initiate a chargeback, we may suspend or terminate access and you remain responsible for undisputed amounts.
5.8 No Refunds. Except as required by law or for Rostra’s material breach, there are no refunds or credits for prepaid Subscriptions, accrued Usage-Based Fees, or One-Time Purchases once delivery has begun.
You agree to use the Platform solely for lawful purposes and in full compliance with these Terms and all applicable local, national, and international laws, regulations, and industry standards. You are strictly prohibited from using, or enabling others to use, the Platform for any illegal, fraudulent, harmful, harassing, threatening, defamatory, infringing, or abusive activity. This includes, but is not limited to, conduct that violates intellectual property, privacy, or other rights of any individual or entity. You must not transmit, store, upload, or distribute any content that is unlawful, harmful, obscene, libelous, deceptive, or otherwise objectionable. Prohibited activities further include the use of the Platform for distributing malware or malicious code, phishing, perpetrating fraud, sending spam, unsolicited advertising, or bulk communications, or engaging in activities that violate applicable export control or sanctions laws.
If you access or use the Platform in a regulated industry such as healthcare, finance, or legal services, you are solely responsible for ensuring that all use complies with all applicable laws, professional standards, and regulatory obligations (for example, HIPAA, financial regulations, or legal ethics rules). Rostra does not assume any responsibility for your compliance with such laws and regulations. You must independently determine and ensure that you have all necessary rights, authorizations, and consents to use the Platform for your intended purposes and that your use is lawful in your jurisdiction.
You must not compromise the integrity or security of the Platform. This includes refraining from attempting to gain unauthorized access to any part of the Platform, its systems, or networks; circumventing or attempting to circumvent security or authentication measures; probing, scanning, or testing for vulnerabilities without written authorization; or interfering with the normal operation or availability of the Platform, including through denial-of-service attacks, excessive automated usage, or actions that negatively affect other users’ experiences.
You are responsible for using any models generated from the Platform responsibly. You must not misrepresent AI-generated outputs as human-generated, especially in contexts where such misrepresentation could cause confusion or harm. You remain solely responsible for any actions or decisions you take based on information or content provided by the Platform, particularly in scenarios involving advice, critical decision-making, or published materials. Prohibited uses include violating intellectual property, privacy, or other rights; uploading unlawful, defamatory, deceptive, or harmful content; or distributing malware or malicious code; violating export control or sanctions laws.
If you become aware of any misuse of the Platform or of any content or behavior that violates this Acceptable Use Policy, you are encouraged to promptly notify Rostra at hello@minibase.ai. Rostra reserves the right to investigate alleged violations and may suspend or terminate user accounts or access to the Platform for any conduct that, in its sole discretion, violates these Terms or applicable laws, or that threatens the integrity, security, or lawful operation of the Platform. We may suspend jobs, downloads, or access if you have an outstanding balance, exceed spending limits, or engage in suspected abuse of billing, metering, or licensing controls. Where practicable, we will notify you and provide steps to restore access upon cure (e.g., payment, identity verification, or removal of abusive automations).
During your use of the Platform, you may upload, input, or generate data, materials, or other content ("User Content"). You retain all rights, title, and interest in and to your User Content. Rostra Labs, Inc. does not claim ownership of any User Content you provide or create through the Platform or Services.
You are solely responsible for all User Content you submit, upload, or otherwise make available through the Platform. Rostra does not monitor, review, or endorse User Content, and disclaims any responsibility or liability arising from User Content provided by you or other users. You are responsible for ensuring that your User Content complies with all applicable laws and these Terms, including but not limited to obtaining all necessary rights, licenses, authorizations, and consents to use, upload, and share such content. You agree not to upload, transmit, or make available any User Content that is unlawful, confidential to a third party without authorization, infringes intellectual property rights, violates privacy, or otherwise violates the rights of others.
By submitting User Content to the Platform, you grant Rostra a limited, non-exclusive, worldwide, royalty-free, and sublicensable license to use, reproduce, process, transmit, and display your User Content solely as necessary to provide, operate, maintain, and improve the Services, and to fulfill Rostra’s obligations under these Terms. This includes, for example, storing your content, processing it to generate outputs, and enabling collaboration features. Personal data within your User Content will be processed in accordance with Rostra’s Privacy Policy. Rostra acquires no rights in your User Content except as expressly set forth in this section.
If you choose to share User Content with others—for example, by using collaborative tools or inviting other users to access your workspace—you acknowledge and accept that those individuals may access, use, or further share your content. Rostra is not responsible for any actions taken by other users with respect to your User Content once it has been shared.
Model Outputs and Artifacts. As between you and Rostra, and to the extent permitted by applicable law and third-party licenses, you own (a) the outputs generated from your inputs and (b) the model artifacts you create via your authorized use of the Services (e.g., fine-tuned weights, checkpoints), excluding the underlying Platform, base models, components, or third-party materials. Your rights may be subject to third-party terms (e.g., dataset/model licenses) and applicable law; you are responsible for compliance.
Purchased Content (One-Time Purchases). For paid datasets, model artifacts, or other digital items acquired through the Platform, you receive the license rights expressly presented at purchase (for example, internal research-only, commercial use, redistribution restrictions, attribution requirements, or field-of-use limitations). Unless the relevant purchase page or license expressly allows it, you may not resell, re-license, or publicly redistribute Purchased Content. Third-party suppliers may be the licensors of certain items; their licenses govern your use. If there is a conflict between these Terms and the license shown at purchase, the license shown at purchase controls for that item.
Rostra reserves the right, at its sole discretion, to remove or disable access to any User Content that it determines violates these Terms, applicable law, or the rights of third parties, including but not limited to content that is unlawful or infringes intellectual property. Rostra will, where feasible, notify you prior to removing or disabling access to your User Content, unless prohibited by law, court order, or urgent circumstances. You remain solely responsible for ensuring that your User Content is lawful and appropriate, and for compliance with any legal requirements, such as redacting or deleting information as necessary. Rostra will comply with valid legal requests or orders, including but not limited to DMCA takedown notices or subpoenas, as required by law.
All rights, title, and interest in and to the Rostra Platform, including but not limited to its software, algorithms, designs, user interfaces, documentation, and underlying know-how, are and will remain the exclusive property of Rostra Labs, Inc. and its licensors. Except for the limited license expressly granted herein, no rights are granted to you by implication, estoppel, or otherwise. You acknowledge and agree that you do not acquire any ownership interest in the Platform or any related intellectual property rights.
Rostra's trademarks, trade names, service marks, logos, and product names ("Rostra Marks") are the exclusive property of Rostra Labs, Inc. You may not use any Rostra Marks without prior written consent, except solely to factually identify your use of the Platform. Any unauthorized use of Rostra Marks may result in legal action.
Subject to your compliance with these Terms and the timely payment of all applicable fees, you are granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your internal business purposes during the term of your active subscription. This license will automatically terminate upon the expiration or termination of your subscription or account for any reason. You must promptly discontinue all use of the Platform and destroy any materials obtained from it upon termination.
You may not, without Rostra's prior written consent: copy, reproduce, modify, adapt, translate, distribute, transmit, display, publish, create derivative works from, license, sell, rent, lease, assign, sublicense, transfer, or otherwise commercially exploit the Platform or any portion thereof; reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for any part of the Platform; remove, alter, or obscure any proprietary notices or labels on the Platform or related materials; or permit any third party to do any of the foregoing. Any transfer, sharing, or provision of access to the Platform or your subscription credentials to unauthorized persons, including sharing access outside your organization in violation of your subscription plan, is strictly prohibited and constitutes a material breach of these Terms.
If you submit suggestions, feedback, or ideas regarding the Platform ("Feedback"), you do so voluntarily and grant Rostra an unrestricted, perpetual, irrevocable, worldwide, royalty-free right to use, modify, and incorporate such Feedback in any manner, without any obligation or attribution to you.
The Platform may allow you to integrate, access, or use third-party services, software, application programming interfaces (APIs), or data sources in conjunction with your use of Rostra. Links to external third-party websites or resources may also be provided for your convenience and do not imply endorsement by Rostra. Rostra does not endorse, control, or assume responsibility for the content, operation, security, or practices of any third-party services or websites. Your access to and use of any third-party service is governed solely by the terms and privacy policies of the provider of that service, and not by these Terms. It is your sole responsibility to review and accept any applicable third-party agreements before enabling or using such integrations.
Any data exchanged with a third-party service through the Platform is subject to the policies and procedures of that provider. Rostra disclaims all liability for any issues, including but not limited to data loss, unauthorized access, or other damages, arising from your use of third-party integrations. You acknowledge that enabling integrations may involve sharing your data with third-party providers, and you do so at your own risk. Rostra is not responsible for any additional fees, charges, or usage limits imposed by third-party providers, and you are solely responsible for paying any such costs.
Rostra will take reasonable measures to ensure that officially supported integrations operate as described. If a third-party integration or service negatively impacts Platform performance or security, Rostra may suspend, restrict, or disable that integration at its discretion in order to protect users and the integrity of the Platform. Rostra will attempt to notify you if such action is taken, unless immediate action is necessary due to security or legal concerns. You are encouraged to disconnect or remove any third-party integrations that you no longer use or trust, and it is your responsibility to manage these connections appropriately.
Rostra will make reasonable efforts to ensure that the Platform is generally available and functional for users. However, you acknowledge that, as with any internet-based service, the Platform may experience limitations, interruptions, delays, or other problems inherent to electronic communications and network connectivity. Rostra does not guarantee that the Platform will be continuously available, uninterrupted, timely, secure, or free from errors or defects. Scheduled maintenance, updates, or upgrades may be necessary from time to time to improve or maintain the Platform, and Rostra will provide advance notice of such maintenance when reasonably possible. In certain cases, such as emergencies or events outside of Rostra’s control, notice may not be feasible or may be limited. Service interruptions or downtime may also result from causes beyond Rostra’s reasonable control, including but not limited to failures of internet service providers, acts of God, force majeure events, or interruptions caused by third-party service providers. Rostra will not be liable for any loss or damages resulting from service unavailability or interruptions due to such circumstances.
Rostra may suspend or terminate your access to the Platform, in whole or in part, if you violate these Terms, engage in unlawful, fraudulent, or improper use of the Services, create or contribute to security risks, fail to pay required fees by their due date, or if required to do so by law, regulation, or a valid court order. Whenever reasonably practicable, Rostra will provide you with advance notice of such suspension or termination and, where appropriate, an opportunity to cure the violation. However, Rostra reserves the right to take immediate action without prior notice in cases where urgent circumstances exist, such as to prevent ongoing misuse, protect the security or integrity of the Platform, comply with legal obligations, or safeguard other users.
Suspension or termination of your account does not relieve you of any outstanding payment obligations; you remain responsible for all amounts due through the effective date of suspension or termination. No credits or refunds will be issued for any prepaid or unused subscription fees except as required by applicable law or if Rostra materially breaches these Terms.
You may terminate your account or subscription at any time by providing the required notice as specified in Section 5. Termination by you will be effective at the end of your then-current subscription term, and any prepaid fees are non-refundable except where mandated by law. You are solely responsible for exporting or retrieving your data from the Platform before termination becomes effective. Upon expiration or termination of your account or subscription, your right to access and use the Platform will immediately cease, and Rostra may disable your account. Rostra will manage retention and deletion of your data in accordance with its then-current data retention and deletion policies, which are designed to protect your privacy and comply with applicable legal requirements.
The Platform and all related services are provided strictly on an "as is" and "as available" basis. Rostra Labs, Inc. disclaims all warranties and representations, whether express, implied, statutory, or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising out of course of dealing or usage of trade. Rostra Labs, Inc. does not warrant that the Platform will meet your specific requirements, operate without interruption, be timely, secure, or error-free, or that any defects will be identified or corrected. No advice or information, whether oral or written, obtained by you from Rostra Labs, Inc. or through the Platform, shall create any warranty not expressly stated in these Terms. Rostra Labs, Inc. makes no guarantee regarding the accuracy, reliability, completeness, or suitability of any content, information, results, or outputs obtained through the Platform. Any material or data downloaded or otherwise acquired through the Platform is accessed at your sole risk, and you are exclusively responsible for any damage to your systems or loss of data that may result from such activity.
To the maximum extent permitted by applicable law, Rostra, its affiliates, officers, directors, employees, and agents will not be liable to you or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, revenue, data, business interruption, goodwill, or anticipated savings, that result from or relate to your access to, use of, inability to use, or reliance on the Platform or these Terms, even if Rostra has been advised of the possibility of such damages. This limitation applies to all causes of action, whether arising in contract, tort (including negligence), strict liability, or any other legal theory.
Rostra’s total aggregate liability for all claims, damages, losses, or causes of action arising out of or relating to these Terms or your use of the Platform will not exceed the total amount you paid to Rostra for the Services in the twelve (12) months immediately preceding the event giving rise to the claim.
Some jurisdictions do not permit the exclusion or limitation of liability for certain types of damages. In such cases, the exclusions and limitations in this section will apply only to the extent allowed by the laws of the applicable jurisdiction. Nothing in these Terms shall exclude or limit any liability that cannot be excluded or limited under applicable law.
You agree to indemnify, defend, and hold harmless Rostra Labs, Inc., including its affiliates, officers, directors, employees, and agents, from and against any and all claims, demands, causes of action, liabilities, damages, losses, and expenses (including reasonable legal fees and costs) arising out of or relating to: (a) your access to or use of the Platform; (b) any User Content you upload, submit, post, transmit, or otherwise make available through the Platform; (c) your violation or alleged violation of these Terms; or (d) your violation of any applicable law, regulation, or the rights of any third party. This obligation includes, without limitation, claims relating to intellectual property infringement, data privacy or security breaches, and any conduct by you or anyone using your account that is improper, unlawful, or in breach of these Terms. Rostra reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate fully with Rostra in asserting any available defenses.
In the event of any dispute, claim, or controversy arising out of or relating to these Terms, your use of the Platform, or any related matters ("Dispute"), both you and Rostra Labs, Inc. agree to pursue a fair and efficient resolution process as follows. Prior to commencing any formal proceedings, either party must first provide the other with written notice of the Dispute, describing its nature and the relief sought. Upon receipt of such notice, both parties will engage in good faith efforts to resolve the Dispute informally, with a period of up to sixty (60) days for these negotiations.
If the Dispute is not resolved through informal means within this period, it must be resolved exclusively and finally by binding arbitration administered by the American Arbitration Association (AAA) under its applicable rules. The arbitration will be conducted by a single, neutral arbitrator in the State of Delaware, USA, unless both parties agree to another location. The arbitration will proceed on an individual basis only; neither party may bring or participate in any class or collective action in arbitration or in court. By agreeing to these Terms, both you and Rostra expressly waive the right to a jury trial and to participate in any class action or class-wide arbitration.
The arbitrator’s decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party shall be responsible for its own attorneys’ fees and costs, except as may be provided by the arbitrator in accordance with applicable law or AAA rules. This section does not preclude either party from seeking interim or injunctive relief from a court of competent jurisdiction where such relief is necessary to protect its interests or to enforce intellectual property rights. Additionally, either party retains the right to bring individual actions in small claims court or to pursue claims with applicable government agencies, where permitted by law.
Before initiating any formal legal action or arbitration, you agree to make a good faith effort to resolve any dispute, claim, or controversy with Rostra through informal means. To begin this process, you must send a detailed written notice describing the nature of your dispute and the specific relief you are seeking to legal@minibase.ai. Upon receipt of your detailed written notice, both you and Rostra will engage in good faith discussions to attempt to resolve the dispute. Unless otherwise mutually agreed, both parties will allow at least thirty (30) days from the date the notice is received to attempt informal resolution before commencing any formal legal proceeding. Completion of this informal resolution process is a mandatory prerequisite before either party may initiate arbitration or other legal action.
If a dispute, claim, or controversy arising from or relating to these Terms, or your use of the Platform or Services ("Dispute"), cannot be resolved informally, it must be resolved exclusively through binding arbitration. By agreeing to these Terms, both you and Rostra irrevocably waive the right to a trial by jury and the right to participate in any class action or class-wide proceeding, whether in arbitration or otherwise.
Arbitration will be administered by the American Arbitration Association (AAA) in accordance with its then-applicable Commercial Arbitration Rules, except as modified in this section. The AAA Rules can be found at www.adr.org. The arbitration will be conducted by a single, neutral arbitrator appointed under the AAA Rules. Unless otherwise agreed by the parties, the arbitration proceedings will take place in Wilmington, Delaware, USA.
The arbitrator has the sole authority to resolve all procedural and substantive issues, including the interpretation, applicability, enforceability, and scope of this arbitration provision. The arbitrator is empowered to grant any relief that would be available in court under law or equity, subject to the limitations of these Terms. The arbitrator’s decision will be final and binding on both parties, and judgment on the award may be entered in any court of competent jurisdiction.
Notwithstanding the foregoing, this arbitration agreement does not apply to: (i) individual claims brought in small claims court; (ii) actions by Rostra seeking injunctive or other equitable relief to prevent the actual or threatened misuse, unauthorized access, or infringement of intellectual property rights; or (iii) claims that cannot be subject to arbitration as a matter of applicable law. Each party will bear its own attorneys’ fees and costs unless the arbitrator determines an award of fees and costs is appropriate under applicable law or the AAA Rules.
Rostra reserves the right to modify or update these Terms at any time at its sole discretion. When changes are made, we will notify you by posting the revised Terms on our website at minibase.ai, by sending an email to the address linked to your account, or through notifications within the Platform. The amended Terms will become effective as of the date indicated as the 'Effective Date' or 'Last Updated' at the top of the Terms. Your continued use of the Platform after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must discontinue your use of the Platform immediately.
These Terms of Service, and any dispute or claim arising from or related to their interpretation, validity, or enforcement (including non-contractual disputes or claims), are governed by the laws of the State of Delaware, United States of America, without regard to any principles of conflicts of law that would result in the application of the laws of another jurisdiction. Any legal action or proceeding arising out of or relating to these Terms that is not subject to mandatory arbitration must be instituted exclusively in the federal or state courts located in the State of Delaware. Each party irrevocably submits to the personal jurisdiction and venue of such courts and waives any objection to such jurisdiction and venue, including any claim that such action or proceeding has been brought in an inconvenient forum.
These Terms, along with any policies, agreements, or documents expressly referenced or incorporated by reference (including the Privacy Policy), represent the complete and exclusive agreement between you and Rostra Labs, Inc. with respect to your access to and use of the Platform and Services. This agreement fully supersedes and replaces any and all prior or contemporaneous communications, negotiations, proposals, representations, agreements, or understandings, whether written, oral, or electronic, between you and Rostra relating to the subject matter addressed herein. No statement, agreement, or representation not expressly included in these Terms shall have any force or effect unless agreed to in a written amendment signed by both parties.
No waiver by Rostra of any provision or condition of these Terms, whether by conduct or otherwise, shall be construed as a continuing or further waiver of that provision or any other provision of these Terms. Any failure or delay by Rostra to exercise or enforce any right, provision, or remedy under these Terms shall not be deemed a waiver of such right, provision, or remedy. Any waiver by Rostra will be effective only if it is set forth in a written document signed by an authorized representative of Rostra. The single or partial exercise of any right or remedy will not preclude the further exercise of that or any other right or remedy.
If any provision of these Terms is determined by a court of competent jurisdiction to be invalid, unlawful, or unenforceable, that provision will be construed, limited, or, if necessary, severed to the minimum extent required to render it valid and enforceable. Such a finding will not affect the validity or enforceability of the remaining provisions, which will continue to be fully effective and enforceable to the maximum extent permitted by law. The parties intend that these Terms remain in effect even if any individual provision is found to be invalid or unenforceable.
You may not assign, delegate, or otherwise transfer these Terms, or any of your rights or obligations under them, whether by operation of law or otherwise, without the prior written consent of Rostra. Any purported assignment, delegation, or transfer in violation of this provision will be null and void and of no effect. Rostra may assign, delegate, or transfer these Terms, in whole or in part, at its sole discretion and without restriction, including in connection with a merger, acquisition, corporate restructuring, or sale of all or substantially all of its assets.
Rostra Labs, Inc. operates the Platform accessible at minibase.ai. For general inquiries or support related to the Platform, please contact us at support@minibase.ai. For formal legal notices, including service of process, claims, or other legal correspondence, please direct communications to legal@minibase.ai. You consent to receive notices from Rostra via email sent to the address associated with your account, through notifications within the Platform, or by publication on the website. Notices will be considered delivered and effective upon transmission by email, display within the Platform, or posting on the website, as applicable.
