License Agreement

catalog means the Change Essentials AI skill files licensed to you, together with the installation documentation and practitioner guides supplied with them.

Personnel means your employees and individual contractors, working for you and under your direction, in the course of your business.

License Term means the twelve months beginning on the Valid From date and ending on the Valid Through date, both stated in the Order Form and recorded in the header of every skill file supplied to you.

Order Formmeans the document recording the Licensee’s legal entity, the License ID, the License Term, the fee, and the catalog release supplied.

Outputs means the documents, communications, analyses and other materials your Personnel produce using the catalog.

We grant you a non-exclusive, non-transferable license, for the License Term, to use the catalog within your organization for your business purposes.

The license runs to the organization named in the Order Form. It is not limited by seat, headcount, department or location. Any of your Personnel may use the catalog in the course of their work for you.

You hold a license to use the catalog. You do not own the catalog.

You may use the catalog to produce work in the course of your business, including work performed for your own clients, and including deliverables you provide to those clients.

The Outputs are yours. You may use, adapt, distribute and commercialize them without restriction and without attribution to us. This includes deliverables you charge your clients for.

You may install the catalog in as many Claude accounts belonging to your Personnel as your business requires.

The catalog, including all frameworks, methodologies, prompt logic, proprietary terms, trade marks and documentation, is our intellectual property and is protected by copyright and other laws. All rights not expressly granted to you are reserved.

Nothing in this Agreement transfers ownership of the catalog to you.

Every skill file supplied to you is individually marked and identifies your organization and your License ID. You acknowledge that any copy of a skill file can be traced to the licensee it was issued to.

You must not remove, alter, or obscure these marks. Doing so is a material breach of this Agreement.

Marking identifies the licensed organization. It does not identify individual users, and we do not receive or monitor any information about how or by whom the catalog is used.

First license year only: four one-hour onboarding working sessions, delivered within the first forty-five days.

Anything not listed above is scoped and quoted separately.

We do not receive, store, process, or have access to any information you or your Personnel put into the catalog, or anything it produces. The catalog is a set of instruction files that run inside your own Claude account. Your material goes to Anthropic under your agreement with them and never passes through us.

We are unable to see your work, your clients’ names, or your Outputs.

The license runs for the License Term stated in the Order Form.

The license expires at the end of the License Term. Continued use beyond that date requires payment of the renewal fee for the following year, in advance, before the Valid Through date. Each additional year must be separately paid for. There is no perpetual license and no automatic entitlement to continue.

Renewal fees are set out in the Order Form or notified to you in writing at least sixty days before the Valid Through date.

Fees are payable in advance and are non-refundable once access to the catalog has been provided, except as set out in section 14.

Upon request, we will accept a brief written confirmation that the deletion has occurred.

Sections 5, 6, 9, 10, 15 and 16 survive the end of this Agreement.

The catalog refers to third-party change management frameworks, including ADKAR®, which is a registered trade mark of Prosci Inc., and to frameworks associated with Kotter, ACMP and APMG. Those marks are the property of their respective owners.

Change Essentials AI is not affiliated with, endorsed by or sponsored by Prosci Inc. or any other framework owner. Nothing in the catalog is a substitute for a license, certification or accreditation from those organizations, and this Agreement grants you no rights in respect of them.

The catalog is provided “as is”, without warranties of any kind, express or implied.

Everything the catalog produces is AI-generated. You are responsible for reviewing, editing and approving every Output before you use, send, publish or deliver it. The catalog does not replace your professional judgment, your legal team, your HR process, or any sign-off your organization or your client requires.

We warrant only that a supplied skill file will load and operate substantially as described in its practitioner guide. If a file is defective, tell us, and we will supply a working replacement. That is your sole remedy for a defective file.

To the maximum extent permitted by law, we are not liable for any loss, damage, cost or consequence arising from your use of the catalog or of any Output, including any decision made or action taken based on an Output.

Our total liability under this Agreement, on any basis, is limited to the fees you paid for the License Term in which the claim arose.

Nothing in this Agreement excludes any right or remedy that cannot lawfully be excluded, including under the Australian Consumer Law.

Either party may terminate this Agreement if the other commits a material breach and does not remedy it within thirty days of written notice.

We may terminate immediately, without notice, if you distribute the catalog outside your organization, remove or alter the marking, or use the catalog to build a competing product. In that case, no fees are refunded, and section 12 applies.

This Agreement and the Order Form are the entire agreement between us about the catalog. They replace any earlier terms, including any End User License Agreement published on our website before the date of the Order Form.

Any variation must be in writing and signed by both parties.