Terms & Conditions

Terms & Conditions

TERMS AND CONDITIONS OF SERVICE AND USE OF SBAI

which you agree to when you click on the “I Accept” box during registration for Services. (Version 03/02/2025)

SBAI is an independent contractor to you and is in all respects independent of your business. Nothing in these T & Cs constitute either party, a partner, agent, employee or joint venture of the other. Nor does it create a consultant-client relationship or other professional services relationship between you and SBAI.

 All formal business relationships will be defined by separate agreements.

SBAI acts solely as an independent contractor and assumes no fiduciary duty, obligation, or liability beyond the scope explicitly defined in these Terms.

By gaining access to the SBAI Services (whether or not that access includes purchasing or taking an Assessment or reaching the My Panel page), you agree to follow all these T & Cs. You explicitly agree to hold SBAI harmless in any way for damages arising from decisions you make based on the information available in the Services.

Data that passes from the Public side of SBAI’s website (data collection method) to SBAI’s internal analysis may be processed with AI-based machine-learning models. Data collected by SBAI may be processed using AI-based models strictly for internal operational purposes. SBAI prohibits the extraction, resale, or repurposing of data for AI training outside its intended business use. 

Definitions Used in These Terms and Conditions of Service and Use

 “Assessment” means the diagnostic mechanism that uses Vector Reports™ proprietary analysis methodology to generate the resultant Report that points to a prioritized Prescription path for business process maturity improvement;

 “Client” or “Small-to-Medium Business” refers to the optics and photonics businesses from which SBAI clients are selected. 

 “Client  Information” means the Client business’ name, email address and any other contact information submitted by or on behalf of a Client business in the course of Registration or during other provision of the Service; 

 “Company derivable” or “Company identifiable” means information that provides cues that allows identification of the Client business being referred to by the data even though the company name itself is not divulged.

 “Confidential Information” means any proprietary information, know-how and data disclosed or made available by one party to the other party but does not include any information which (a) is in the public domain without any breach of the Agreement; (b) on receipt by the other party is already known by that party; (c) is at any time after the date of receipt by the other party, received in good faith by that party from a third party; (d) required by law to be disclosed by the other party; 

 “Data” means the information that is entered by the Client and is collected, processed, analyzed, stored, and delivered by the System during provision of the Service; 

 “Eligible Entities” means the class of specific Customers, including Assessors and Owners that, based on their role, have System permission to perform various limited actions (Take Assessment, Transfer Ownership of Assessment, Assign Assessor, or View, Print and Save Report) as a result of delivering the Services;

 “Intellectual Property” includes all copyright, trademarks, designs, patents, domain names, concepts, know-how, trade secrets, logos and all other similar property and rights whether registered or unregistered; 

  “Prescription” means a short report that describes in some detail: the vulnerable quadrant, most vulnerable process, the rated level, the assessor’s documented rationale for the rating, the assessor’s documented impediment preventing the current rating at the next higher level, and the “bite-sized” solution steps needed for the Client business to be rated at a higher level for this most vulnerable process.

 “Provider” or “ESO Provider” means an entity: (i.e. consultant, agency, mentor, accelerator, etc.) that provides assistance to small businesses to help them improve their business processes.

 “Registration” means registration on the SBAI Website for both the Provider that is offering the Service and the Client business that is to receive the Service; 

 “Report” means the compilation of a specific Assessment data analysis and recommendations made available in digital and printed form to only the owner and assessor through the SBAI Website;

 “Service” means the service SBAI provides as described in various pages of the Website as modified from time to time by SBAI and includes: 1) content and services of the Website, 2) administration of a business diagnostic, 3) delivery of a custom, targeted current-state Report, 4) generation of a Prescription, 5) matching of the business with an appropriate Provider that can fill that prescription, 6) selection by the business of the method of improvement, and 7) a follow-up diagnosis to determine improvement of the business challenge(s);

 “System” means, as the context permits, the website and software, assessments, and matching software used by SBAI to provide the Service and/or the equipment on which that software is installed or used to host the Website (whether this is SBAI software or equipment or is third-party software or equipment).

“Terms and Conditions of Service and Use (hereafter called T & Cs)” means the agreement between you and SBAI with respect to the Services. Your continued access to, and/or use of, the Services constitutes your continued acceptance of these T & Cs and any revisions thereto; 

 “Website” means www.mySBAI.com.

General: The paragraphs in these T & Cs have been labeled for the convenience of the reader to determine what should be expected within them. Nothing in these labels should be construed to limit the content of, or to mean that topic is restricted to only, that particular labeled paragraph.

Intellectual Property

1. You Share & Protect Released Reports: You understand that, as Assessors, you are free to reproduce or share your Report information for your own process improvement efforts, in either electronic form or paper copy provided that all original copyright notices, and trade and service marks, remain intact and appear on all reproductions thereof, and provided that such Reports have not been edited or modified in any way, and, with the restriction that no other third party may publish any of the information contained in a Vector Reports Assessment Report, in any form, without written permission.

 You may only use the report for internal business process maturity improvements. All other uses are unauthorized, unless a separate contract is agreed to by SBAI and Vector Reports. In no case is any SBAI content and intellectual property to be used to train a smart system, machine learning and/or AI training model, LLM or for developing a competing algorithm. 

2. All Content is Proprietary: All content, including Assessment, scores and results, and trade secrets stored for use by the Services, are proprietary to Vector Reports and are protected by intellectual property laws including, without limitation, copyright and trademark law and nothing in the agreement operates to change that ownership. Content may not be used except as provided in these T & Cs. Vector Reports grants a limited license to eligible entities to view their results for up to two years on the Website.

3. Copied Content Restricted to Fair Use: You agree to not copy any portions of the SBAI Website, Assessment and/or Report beyond fair use. You agree to not alter, modify, duplicate, disassemble, reverse assemble, decompile, reverse compile, reverse engineer, or enhance any SBAI instruments, or any of its digital or paper components (including Website, Assessment, scored items, and/or Reports), in order to create any independent works or derivative works, based on the SBAI technology, or assist anyone in doing so. 

 Users may not create derivative works based on SBAI reports without express written consent. Any unauthorized derivative works shall be considered the property of SBAI, and SBAI reserves the right to take legal action, including cease-and-desist orders and financial penalties.

 Exceptions are allowed only in cases where SBAI has entered into a separate written license agreement on this matter.  

4. All Rights Reserved: SBAI retains all the rights of this Website and the subsequent matching of Provider and Clients through the use of collected data. You are granted the right to view and use this information solely for use in your own internal business process improvement efforts. Any rights not expressly granted in these T & Cs are expressly reserved.

SBAI retains ownership of aggregated and anonymized data but users maintain ownership of their specific business data. Users may request deletion of their identifiable data by contacting SBAI.

Privacy Policy and Duty of Care

5. Limited Transfer Ability: Owners and Assessors are allowed to view, print and download Reports resulting from their previously taken Assessments, except that Owners of Assessments that have not yet been taken may give up their access rights to taking an Assessment and viewing a Report by transferring ownership to another entity. That action removes the rights of the relinquishing Owner to that unique Assessment, and creates a new Owner with those rights transferred to them for that unique Assessment. Assessors who may have previously had access to an Assessment that has been transferred may be replaced by another assigned Assessor prior to the Assessment being taken, which means only the Assessor of record who actually participated in the diagnostic process will be granted access to view, print and/or download the resultant Report. Eligible Entities agree to not permit or enable users other than other Eligible Entities to access or use the Services.

6. Limited Report Access: For safety and convenience, SBAI encourages all Owners and Assessors to download and save their own completed Assessment Reports in a timely manner. Vector Reports™ will endeavor to maintain access by Eligible Entities to their associated Reports for no more than two years from the Assessment date because Assessments represent a “right now” set of current-state conditions and later on only serve as an indicator of progress. There may be other circumstances where these Reports may not be available.

7. Process to Control Website Access: SBAI has created a secure process to officially designate Eligible Entities and deliver Assessment and Report results only to them. Through its Website, SBAI provides the assessed entity’s Report only to Eligible Entities: Current Owners, and Assessors of record at the time the Assessment was taken. 

8. Data Privacy: Eligible Entities that use the Service agree and understand that in the course of selecting rankings or ratings, the Assessor may be exposing process status information about their company that the company may consider confidential and/or competition sensitive. Our Assessments may store Confidential Information relating to status provided by the Assessor, and as such, SBAI strictly limits the Eligible Entities who can access Assessment results through our Website to protect the confidentiality of the data provided to the System. This may include company and personal contact information, the responses provided when making Assessment rankings, and customized Report recommendations. However, since we do not monitor nor control distribution of Reports by Eligible Entities, we cannot be held liable for data or information from specific Assessment results if it is released, whether intentionally or unintentionally, by Eligible Entities after they come into possession of it. 

 SBAI does not disclose any Report information to third parties. Each entity that possesses a Report, however obtained, agrees to protect that information, especially company-identifiable data, from unauthorized disclosure to other parties. In no event will SBAI be held liable for producing or distributing any materials that are used by other parties to elicit company-derivable data, whether intentionally or unintentionally disseminated. 

While SBAI implements security measures to protect user data, SBAI is not liable for breaches caused by third-party service providers, cyber-attacks, or user negligence. Users are responsible for safeguarding their login credentials and preventing unauthorized access.

9. Non-identifiable Aggregated Data: SBAI has put in place safeguards to prevent unauthorized access to Assessment results through its Website and has taken reasonable care to protect the confidentiality of the data provided. SBAI may at its discretion collect, analyze and publish non-identifiable, aggregated data that does not identify individuals, teams, projects or organizations, in any venue or format including but not limited to published research, website information, blog posts, presentations, training, demonstrations, videos, articles, news releases, marketing materials and other forms of publicity. In all cases, SBAI is committed to keeping company-identifiable data private.

10. Login Sharing (Not Recommended): We recognize that, for efficiency, people and organizations sometimes share login credentials. SBAI considers this a bad practice and does not encourage credential sharing. Eligible Entities who share their login info, and who distribute Reports, agree to prevent disclosure to unauthorized individuals of Assessment result information in their possession, and agree that they are responsible to maintain the same standards of the “duty of care” and “privacy” as described in these T & Cs, and they agree to be responsible for the asset they use and any subsequent use of information contained in that asset.

11. Duty of Care: SBAI respects company privacy and therefore makes Assessment Report data available only through its Website and only through limited secure login credentials to specific Eligible Entities. Eligible Entities who are “helpers” to the assessed client (e.g. helping Ecosystem or Enterprise Support Organizations, consultants, internal trainers and change agents, potential lenders, and other stakeholders) can utilize diagnostic insights to assist the assessed client in support of positive business change and improvement efforts. We encourage these “helping” organization Owners and individual Owners to establish and share their own privacy policies, with respect to the protection of data in SBAI’s Website, Assessment and/or Reports content, with their clients.

 Providers and principal representatives of SBAI—that come into possession of or view of any data (paper, digital, and/or CSV Export file) that was created by or gathered by SBAI as a result of client companies utilizing the Smart Growth System (particularly the matching system) providing any demographic and/or assessment rating data (particularly any that contains company-private, company-sensitive and company-identifiable data of businesses) that is or will be matched with specific improvement areas through SBAI analysis and interpretation, including, but not limited to, process vulnerabilities of specific named businesses, and recommendations for improvement activities of specific named businesses, compiled and delivered to SBAI as a consequence of the stated purposes in the RIC Contract, the Proposal, and the SBAI Teaming Agreement—shall have a duty of care to protect such data from disclosure to third parties.

Prohibited Use

12. Not For Storing Classified Material: You agree to not use the Service or System to store Classified Material, or Unclassified Material whose distribution is limited by law or by your company’s internal regulations or policies.

13. Not Use Services in Prohibited Manner: You agree to not use the Service or System in any way prohibited by these T & Cs, and to not use the Service otherwise than in the manner in which the Service is designed to be used. You are prohibited from attempting to reverse engineer, decompile, or disassemble any part of our website or its underlying technology to gain access to our proprietary algorithms or data processing methods.  In no way are any actions allowed that have a negative effect on SBAI’s market potential by directly competing with or diminishing the market for SBAI’s intellectual property.

14. Subject to Applicable Laws: Your use of the Service and System is subject to all applicable international, federal, state and local laws and regulations.

15. Use Only for Legal Purposes: You agree to not use the Service for any illegal purpose or in any manner which could damage, disable, or impair the System or interfere with any other party’s use and enjoyment of the Service and System.

16. Obtain Data Only as Provided: You agree to not obtain or attempt to obtain Assessment and Report data through any means not intentionally made available to eligible entities and provided through the Website.

Disclaimer of Warranties

 17. Results Based Upon Client Expert Knowledge: While SBAI is highly confident of the content of its assessment and matching Services, the Customer acknowledges that all ranked or rated input in an Assessment is at the sole determination of the Customer’s employees or agents and is, therefore, out of the control of SBAI. Since these rankings and ratings provide the basis for subsequent Reports, recommendations, Prescriptions and matching to Providers, makes no warranty that, beyond the identification of business process vulnerabilities, any of the Services are suitable for any other purpose. Results are intended for use in decision-making about operational process improvements, and are specifically not for pre-employment screening, terminations, personality assessment, predicting behaviors, abilities and/or skills, or future business outcomes. Because we do not control what ratings were selected or use or misuse of the results, should you be unhappy with your results your sole and exclusive remedy is to stop use and ignore the results.

18. Input Affects Output: User acknowledges the results of this Assessment are based upon the Assessor’s individual knowledge of the organization’s processes used by the Assessor’s team or organization. As such, supplying inaccurate ranking or rating information can and will likely affect results. However, since all recommendations are based on sound, proven business practices, the user understands that the effect of an inaccurate ranking or rating would result in a recommendation to work on solid improvement practices, although probably in a less efficient sequence.

19. Access to System: Access to the System is provided on an “as available” basis. We are dependent on factors outside of our control including without limitation the availability of telecommunications networks and hosting systems and as such we cannot and do not warrant that the Service or Systems will be continuously available or available without interruption. SBAI’s commitment to service availability is described below: 

• We intend that the Service and Systems are available 24 hours a day seven days a week. Exceptions to this may occur for any planned maintenance, emergency maintenance or unplanned outages;
• Planned maintenance: Planned site down time will take place at times as notified on the Website;
• Emergency maintenance and unplanned outages – where emergency maintenance is necessary or where unplanned outages occur, this will be notified on the Website as soon as possible following this coming to SBAI’s attention.

20. Suitability of Use: SBAI, and its officers, directors, employees, parent company, partners, successors, agents, content providers, affiliates, subsidiaries, and their related companies disclaim any and all warranties relating to the Services, whether express or implied including, without limitation, any warranties of title, merchantability, fitness for a particular purpose, or non-infringement; and warranties concerning the availability, accuracy, security, usefulness, or informational content in the Services.

Limitation of Liability

21. Hold Harmless: To the maximum extent permitted by applicable law, in no event will SBAI be liable to you or any third party for any indirect, consequential, exemplary, incidental, special or punitive damages arising from, relating to, or in any way connected with the Services, including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the Services, with the delay or inability to use the System, for breach of information including without limitation personal information you provided to SBAI or submitted on the Website, whether based on contract, tort, negligence, strict liability or otherwise, even if SBAI is aware or has been advised of the possibility of such damages.

22. Limit Amount of Remedies: In no event will total liability of SBAI, under or related to these T & Cs, the termination thereof, and/or the provision of the Services and/or System, regardless of the form of action, exceed the fees we actually received from you during the one (1) year period preceding the incident giving rise to the claim of such liability. 

23. Dissatisfaction with Services: If you are dissatisfied with any portion of the Services, and/or with any of these T & Cs, your sole and exclusive remedy is to discontinue use of the Services.

24. No Liability for Data Release: You agree to hold SBAI harmless for any liability for data release beyond that provided for in our Website. Since we don’t monitor or control distribution of Report results by Eligible Entities, the effects of such distribution are out of our ability to influence. SBAI is not responsible if users share their own data, whether by accident or on purpose.

Modifications of T & Cs

25. Right to Revise T & Cs: SBAI reserves the right to make revisions to these T & Cs from time to time, in its sole discretion. These updated T & Cs are available to the User on SBAI’s Website. Please check the T & Cs before using the Services to determine whether any changes have been made thereto. If you do not agree to any changes, please: (a) notify SBAI that you are unwilling to accept the changes to the T & Cs, and (b) discontinue your access to and use of the Services and System. Your continued access to and/or use of SBAI’s Services and System constitutes your acceptance of these T & Cs and any revisions thereto.

26. Right to Revise Content: SBAI reserves the right, in its sole discretion, to make changes to or discontinue Content and/or Services, or portions thereof, including, without limitation, changing pricing of Products and Services, with or without notice to you, and without liability to you or any third party.

Applicable Law

 Jurisdiction: To the maximum extent permitted by law, this agreement regarding the T & Cs is governed by the laws of the State of Arizona and you hereby consent to the exclusive jurisdiction and venue of courts in Tucson, Arizona, in all disputes arising out of or relating to the use of the Services. Use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.

28 Subject to Existing Laws:  Performance of this agreement by SBAI is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of SBAI’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Services or information provided to or gathered by SBAI with respect to such use.

29. Continue in Effect: If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

30. Entire Agreement: Unless otherwise specified herein, these T & Cs constitutes the entire agreement between User and SBAI with respect to the Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and SBAI with respect to the Services. Notwithstanding, SBAI may make special-purpose contracts between SBAI and Providers and/or Clients. 

31. Admissible Format: A printed version of this agreement in English and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

32. Arbitration: To the maximum extent permitted by law, this agreement is governed by the laws of the State of Arizona. Any disputes arising from or related to these Terms and Conditions shall first be resolved through binding arbitration in Tucson, Arizona, in accordance with the American Arbitration Association’s (AAA) rules. If arbitration is not possible, parties consent to the exclusive jurisdiction of the state and federal courts in Tucson, Arizona.

Correction of Inaccurate Content and/or Information

33. Remove Incorrect Information: In the event that SBAI becomes aware of any inaccurate representation of any information contained therein, in any manner or venue, public or private, whether by you or any third party, SBAI may, at its discretion, request the correction or removal of that information.

34. Replace Incorrect Information: You agree to cooperate by immediately correcting or removing any such information, if within your control, or to assist in requiring any third party to promptly correct or remove that information. SBAI may at its discretion disclose alternative information that corrects the inaccuracy, and disclose whether a User has been found to inaccurately represent any of the information contained in any SBAI Report. Should any inaccurate representation of any SBAI Report or the information contained therein, in any manner or venue, public or private, whether by you or any third party, we may elect to correct that information in the original.

35. Force Majeure: SBAI shall not be held liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, government restrictions, cyberattacks, pandemics, or other unforeseen circumstances. In such cases, SBAI will make reasonable efforts to resume services as soon as practicable.

35. User Conduct & Acceptable Use: Users agree not to:

• Engage in unauthorized scraping, data mining, or automated access of SBAI services.
• Use SBAI services for fraudulent, illegal, or deceptive activities.
• Upload viruses, malware, or harmful code.
• Attempt to gain unauthorized access to SBAI’s systems, networks, or data.
• Harass, abuse, or defame other users, providers, or SBAI personnel.

37. Survival of Terms: The following sections shall survive termination of this Agreement:

• Intellectual Property
• Data Ownership & Usage Rights
• Indemnification
• Limitation of Liability
• Dispute Resolution
  This ensures that obligations related to confidentiality, IP, and liability do not expire just because a user discontinues use of the site.

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