The Construct: Terms of Service and End User License Agreement

Effective: July 1, 2026.

These Terms of Service, including the End User License Agreement set out below (together, the "Terms"), are a binding agreement between you ("you" or "User") and AcerLogic Educational Services, LLC, an Oregon limited liability company ("AcerLogic," "we," "us," or "our"), governing your access to and use of The Construct desktop application, the website at theconstructapp.com, and related services (together, the "Service" or the "App").

PLEASE READ THESE TERMS CAREFULLY. THEY INCLUDE IMPORTANT LIMITATIONS ON OUR LIABILITY AND ON THE WAY DISPUTES ARE RESOLVED, AND THEY DESCRIBE HOW THE APP CAN TAKE ACTIONS ON YOUR BEHALF.

By downloading, installing, accessing, or using the App, or by clicking "I agree," you accept these Terms, our Privacy Policy, and our Acceptable Use Policy, each incorporated by reference. If you do not agree, do not use the App.

In plain terms (summary for convenience, not part of the agreement)

This summary is provided for convenience only and is not part of the agreement. The numbered Terms below are what control.

The Construct runs on your Mac with your own AI keys. Your data stays local, and we generally never see it.
The App can act on your behalf and spend money at your AI providers. You decide how much it does on its own through the plan-approval step, involvement levels, cost ceilings, and turn limits. You are responsible for what you direct it to do and for the costs it runs up at your providers.
AI output can be wrong. It is not professional advice. Review it before you rely on it.
It is beta: provided as is, may contain bugs, and may change.
The $99 founding-member offer is a one-time lifetime license. "Lifetime" means for as long as we keep the product available, not your lifetime, and it is not a guarantee of support. All sales are final.
Our liability is limited, disputes go to Oregon courts, and you must be 18 or older.

1. Eligibility and acceptance

You must be at least 18 years old and able to form a binding contract. If you use the App on behalf of an organization, you represent that you are authorized to bind that organization, and "you" includes that organization. You are responsible for compliance with all laws that apply to your use.

2. Definitions

"Agent" means an automated worker within the App that performs tasks you configure or request.
"AI Provider" means a third-party artificial-intelligence service or model runner (for example, Anthropic, OpenAI, Google, or a local runner) that you connect to the App using your own account, credentials, or API key.
"Output" means content, files, code, plans, messages, or other results generated by the App or its Agents.
"Agent Actions" means operations the App or its Agents take on your device or through services you connect, including reading and writing files, running commands, using tools, and sending requests.
"User Content" means the briefs, files, prompts, instructions, credentials, and other materials you provide to or through the App.
"Beta" has the meaning in Section 10.

3. The Service; license grant

Subject to these Terms, AcerLogic grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable license to install and use one copy of the App on Apple-silicon Mac computers you own or control, for your own internal or personal purposes.

The App is licensed, not sold. AcerLogic and its licensors retain all right, title, and interest in and to the App and the Service, including all intellectual property rights. No rights are granted except as expressly stated.

4. License restrictions

You will not, and will not permit anyone to: (a) copy, modify, or create derivative works of the App except as permitted by law; (b) reverse engineer, decompile, or disassemble the App, except to the extent this restriction is prohibited by applicable law; (c) rent, lease, lend, sell, sublicense, distribute, or provide the App as a service to third parties; (d) remove or alter any proprietary notices; (e) circumvent or disable any license, trial, security, or usage-limiting feature, including the trial period or beta-access controls; or (f) use the App in violation of these Terms or the Acceptable Use Policy.

5. Accounts, trial, and access

The App offers a free trial of fourteen (14) days beginning on first launch. After the trial, continued use requires a valid access code or a paid license (see Section 9 and the Founding-Member Lifetime License). Access codes are personal to you; do not share, publish, or transfer them. We may issue, limit, suspend, or revoke codes, and we may change trial terms for future users, at our discretion.

6. Bring Your Own Key; third-party providers and services

The App is "bring your own key." To do useful work, you connect your own AI Provider accounts and credentials, and you may connect other third-party services (for example, voice synthesis or messaging).

You acknowledge and agree that:

You are the customer of those providers. Your use of an AI Provider or other third-party service is governed by that provider's terms and privacy policy, and you are responsible for complying with them.
You pay them directly. AcerLogic does not sell, meter, or mark up AI usage. The App can consume tokens, compute, or other metered resources at your AI Provider, and you are solely responsible for all charges and costs those providers bill you, including charges resulting from Agent Actions you authorize.
We do not control them. Provider availability, models, pricing, output, and changes are outside our control. We are not responsible for any provider's acts, omissions, downtime, content moderation, billing, or discontinuation, and any such event may affect or disable App functionality.
Your keys. The App stores your credentials locally and encrypted, and transmits them only to the provider they belong to. You remain responsible for safeguarding your accounts and credentials.

7. Artificial intelligence; Output; and autonomous Agent Actions

This Section is essential. The App uses AI and can act on your behalf. Read it.

No professional advice; verify before relying. Output is generated by AI and may be inaccurate, incomplete, outdated, biased, or unsuitable for your purpose. Output is not legal, financial, medical, tax, or other professional advice. You are responsible for reviewing, verifying, and deciding whether and how to use any Output. Do not rely on Output for decisions that require professional judgment or that could cause harm without independent verification.
You direct and control the Agents. The App acts according to the instructions, permissions, tools, credentials, and autonomy settings you provide. The App provides controls (including a plan-approval step, involvement levels, cost ceilings, and turn limits) that let you decide how much the Agents do on their own. The more access, credentials, and autonomy you grant, the more the Agents will do without further prompting, including actions that spend money or that cannot be undone.
You are responsible for Agent Actions you authorize. You are solely responsible for the configuration you choose and for all Agent Actions taken under your direction or with the access you grant, including the creation, modification, deletion, sending, or transmission of files, messages, code, or data, and any resulting costs or consequences. You will not authorize the App or its Agents to do anything you are not permitted to do yourself.
No guarantee of outcomes. We do not warrant that Output or Agent Actions will be accurate, complete, fit for purpose, error-free, or non-infringing, and we are not liable for actions taken, or not taken, by the App at your direction. See Sections 13-15.
Ownership of Output. As between you and AcerLogic, and subject to the rights of your AI Providers under their terms, you own the User Content you provide and the Output generated for you, to the extent such Output is capable of ownership under applicable law. AI-generated material may not be protectable by copyright in some jurisdictions, and similar Output may be generated for others.

8. Acceptable use

Your use of the App is subject to the Acceptable Use Policy, which prohibits, among other things, illegal, infringing, harmful, or abusive uses, and which applies to what you direct the Agents to do. Violation is a material breach of these Terms.

9. Fees, payment, and refunds

Some features and continued use require payment. AcerLogic currently offers a one-time Founding-Member Lifetime License, described in and governed by the Founding-Member Lifetime License, incorporated by reference.

Processor. Payments are processed by a third-party payment processor (Stripe). Your payment is also subject to the processor's terms and privacy policy. We do not receive or store full payment-card numbers.
Taxes. Prices exclude taxes unless stated. You are responsible for applicable taxes.
Refunds. The App is delivered electronically. Once you download or activate a paid license, all sales are final and fees are non-refundable, except as required by applicable law.
Changes to pricing. We may change prices and offers for future purchases. Changes do not retroactively affect a license you have already purchased, except as stated in its terms.

10. Beta

The App, or features of it, are provided as a pre-release beta. Beta software is made available for evaluation, is provided "as is" and "as available," may contain errors, may change materially or be withdrawn, and is not a final product. We do not promise any feature, performance level, uptime, support response, or backward compatibility during beta. You use the beta at your own risk and should maintain your own backups. If you provide feedback, suggestions, or bug reports ("Feedback"), you grant AcerLogic a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that Feedback without restriction or obligation to you.

11. Your responsibilities; data and backups

You are responsible for your devices, accounts, credentials, network, and for maintaining backups of your data. Although the App keeps your data locally and offers backup features, you are responsible for retaining copies of anything important. We are not responsible for any loss of data, configuration, or work.

12. Privacy

Your use of the App is subject to our Privacy Policy. Because the App is local-first, most of your content stays on your device and is not transmitted to AcerLogic. The Privacy Policy describes the limited information we and certain third parties receive.

13. Disclaimers of warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE APP, THE SERVICE, AND ALL OUTPUT AND AGENT ACTIONS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. ACERLOGIC AND ITS LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, AND STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE APP WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT OUTPUT WILL BE ACCURATE OR RELIABLE, OR THAT DEFECTS WILL BE CORRECTED.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you. In that case, such warranties are limited to the minimum scope and duration permitted by law.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

AcerLogic and its members, employees, licensors, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, data, goodwill, or business interruption, or for the cost of substitute products or services, or for any damages arising from Output, Agent Actions, AI Provider charges, or loss of data, whether based in contract, tort, strict liability, or otherwise, even if advised of the possibility.
AcerLogic's total aggregate liability for all claims relating to the App or these Terms will not exceed the greater of (a) the amounts you paid AcerLogic for the App in the twelve (12) months before the event giving rise to the claim, or (b) fifty U.S. dollars (US$50).

These limitations are an essential basis of the bargain and apply even if a remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you; in that case our liability is limited to the least extent permitted by law.

15. Indemnification

You will defend, indemnify, and hold harmless AcerLogic and its members, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your User Content; (b) your use of the App, including Agent Actions you authorize and Output you use; (c) your AI Provider and other third-party accounts and the charges they incur; (d) your violation of these Terms, the Acceptable Use Policy, or any law or third-party right.

16. Term and termination

These Terms apply while you use the App. You may stop using the App at any time. We may suspend or terminate your access, or discontinue the App in whole or in part, at any time, with or without notice, including for breach of these Terms. Sections that by their nature should survive termination (including Sections 4, 6-9 and 11-18) survive. Termination does not entitle you to a refund except as required by law or as stated in the Founding-Member Lifetime License.

17. Governing law; dispute resolution

These Terms are governed by the laws of the State of Oregon, without regard to conflict-of-laws rules, and excluding the U.N. Convention on Contracts for the International Sale of Goods.

Informal resolution first. Before filing any claim, you agree to contact us at info@theconstructapp.com and attempt in good faith to resolve the dispute for at least thirty (30) days.

Venue. You and AcerLogic submit to the exclusive jurisdiction of the state and federal courts located in Clackamas County, Oregon (and the U.S. District Court for the District of Oregon), and waive any objection to venue there. Disputes are resolved in court; the parties have not agreed to arbitration.

18. Changes to these Terms

We may update these Terms. If we make material changes, we will provide reasonable notice (for example, by posting the updated Terms with a new date or notifying you in the App). Changes are effective when posted unless stated otherwise. Your continued use after changes take effect constitutes acceptance. If you do not agree, stop using the App.

19. Miscellaneous

Entire agreement. These Terms, the Privacy Policy, the Acceptable Use Policy, and the Founding-Member Lifetime License are the entire agreement between you and AcerLogic regarding the App and supersede prior agreements on that subject.
Severability. If any provision is unenforceable, the rest remains in effect, and the unenforceable provision is modified to the minimum extent necessary.
No waiver. Our failure to enforce a provision is not a waiver.
Assignment. You may not assign these Terms without our consent. We may assign them in connection with a merger, acquisition, or sale of assets.
Force majeure. We are not liable for delays or failures due to causes beyond our reasonable control.
Notices. Legal notices to AcerLogic must be sent to info@theconstructapp.com and to AcerLogic Educational Services, LLC, 5844 Bay Point Dr., Lake Oswego, OR 97035, USA. We may give you notice through the App, the website, or any contact information you provide.
Export and sanctions. You represent that you are not located in, and will not use the App in, a country or by a party subject to applicable embargoes or sanctions.
Contact. Questions: support@theconstructapp.com.

AcerLogic Educational Services, LLC, 5844 Bay Point Dr., Lake Oswego, OR 97035, USA