TERMS OF USE AND SALE

Re: amandaheyman.com and related sites

Effective Date: August 17, 2026
Last Updated: August 17, 2026

Relationship to Privacy Policy: These Terms of Use and Sale are governed by and must be read in conjunction with the Privacy Policy ("Privacy Policy"), which is incorporated by reference. In the event of a conflict between these Terms and the Privacy Policy, these Terms control with respect to platform use, intellectual property, liability, purchases, and enforcement, and the Privacy Policy controls with respect to data collection, use, and processing.

The following Terms of Use and Sale ("Terms") constitute a binding agreement between Amanda Heyman, d/b/a A. Heyman Strategies ("A. Heyman Strategies," "we," "us," or "our") and you ("User" or "you") governing your use of:

The websites we operate at amandaheyman.com and its subdomains, together with any successor or replacement site (the "Website");
The Base Layer digital platform, including all associated materials, content, and tools (the "Platform");
Our newsletters, publications, and other subscription content (the "Publications"); and
Events we host or organize, whether online or in person (the "Events").

The Website, Platform, Publications, and Events are referred to collectively as the "Services."

By accessing or using any of the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Services. We reserve the right to modify these Terms at any time. Your continued use of the Services following any modification constitutes your acceptance of the revised Terms, except as provided in Section 19(a) with respect to purchases already made.

IMPORTANT NOTICE: THE SERVICES PROVIDE BUSINESS CONSULTING, STRATEGIC ADVISORY, AND EDUCATIONAL CONTENT ONLY. NOTHING ON THE WEBSITE, PLATFORM, PUBLICATIONS, OR AT ANY EVENT CONSTITUTES LEGAL ADVICE OR CREATES AN ATTORNEY-CLIENT RELATIONSHIP. AMANDA HEYMAN IS LICENSED TO PRACTICE LAW IN THE STATE OF MINNESOTA ONLY. SHE IS NOT LICENSED TO PRACTICE LAW IN THE STATE OF CALIFORNIA. USE OF THE SERVICES DOES NOT CREATE AN ATTORNEY-CLIENT RELATIONSHIP UNDER ANY CIRCUMSTANCES.

1. Description of Services

a. Website

The Website is a publicly accessible site hosted on Squarespace that provides information about A. Heyman Strategies and its consulting and advisory services. The Website may contain links to the Platform, which is hosted on a third-party platform.

b. Base Layer Digital Platform

The Platform is a members-only digital learning and resource environment, currently hosted on Notion, available to authorized users (including but not limited to Base Layer clients and other clients of A. Heyman Strategies). The Platform contains educational materials, templates, frameworks, videos, and other resources (collectively, "Platform Materials"). Access to the Platform is granted only upon authorization and is subject to the additional terms set forth herein.

c. Newsletter and Publications

We may publish content through a publicly accessible newsletter and publication hosted on Kit. Published content is available to any internet user without registration. Users who voluntarily subscribe to our newsletter through Kit are subject to Kit's terms of service and privacy policy in addition to these Terms.

d. Events

We host and organize Events, both online and in person. Participation in Events may be subject to additional terms, including registration terms and any waiver or release required for in-person Events. Those terms are presented at or before registration and apply in addition to these Terms.

e. Paid Services

Access to paid consulting, advisory, and program services is governed by the separate engagement agreement, order form, or terms of sale applicable to that service, together with Section 19 below. These Terms govern your use of the Website, Platform, Publications, and Events generally. Where a separate written engagement agreement conflicts with these Terms, that agreement controls as to that engagement.

2. Eligibility and Platform Access

Access to the Platform is granted only to individuals who are active Base Layer clients or otherwise expressly authorized by Amanda Heyman.

Unless otherwise stated in a separate written agreement:

Platform access is provided for the duration of the applicable consulting or program engagement, with any additional access to be determined by the program guidelines;
After the access period, access may be revoked automatically and without notice.

Platform access is personal, revocable, non-transferable, and may not be shared with any other individual or entity.

3. Use of the Website

Subject to these Terms, you may access and use the Website for lawful, personal, and purposes related to your internal business use. You may view and print pages for personal reference only.

The following uses are expressly prohibited:

Republication, redistribution, sale, rental, or sublicensing of any Website content;
Reproduction or duplication of any content for commercial purposes;
Modification of any Website content;
Systematic or automated data collection, including scraping, data mining, or data harvesting, without express written permission;
Transmitting or sending unsolicited commercial communications or spam;
Using the Services to transmit malicious code, spyware, viruses, or other harmful software;
Decompiling, reverse engineering, or disassembling any component of the Services.

4. Platform Materials and Intellectual Property

a. Ownership

All Platform Materials, and all content, design elements, frameworks, methodologies, templates, tools, videos, written materials, and other resources available through the Services are the exclusive intellectual property of Amanda Heyman / A. Heyman Strategies, protected by United States copyright, trademark, and other applicable laws.

"Base Layer" is a pending federal trademark of Amanda Heyman d/b/a A. Heyman Strategies. Unauthorized use of this mark is prohibited. Nothing in these Terms grants User any ownership interest in the Services or Platform Materials.

b. Limited License

Upon authorization, User is granted a limited, revocable, non-exclusive, non-transferable license to access and use Platform Materials solely for User's own internal business purposes during the applicable access period.

c. Prohibited Uses of Platform Materials

User may not, directly or indirectly:

Copy, reproduce, distribute, publish, display, transmit, or create derivative works from Platform Materials;
Share login credentials or Platform Materials with any third party;
Use Platform Materials to provide consulting, coaching, advisory, or educational services to others;
Create or sell any product, whether paid or free, including courses, templates, playbooks, or lead magnets, based on Platform Materials;
Upload Platform Materials into any AI system that trains on user inputs;
Use AI tools to recreate, summarize, extract, or repurpose Platform Materials for redistribution or derivative use.

Unauthorized use of Platform Materials constitutes a material breach of these Terms and an infringement of our intellectual property rights.

5. Content You Submit

In certain circumstances, you may submit content to the Services, including through contact forms, application forms, or Platform features. Any content you submit must not be illegal, unlawful, or infringing of any third party's rights.

By submitting content, you grant A. Heyman Strategies a worldwide, non-exclusive, royalty-free license to use, reproduce, adapt, and distribute such content in connection with operating and improving the Services. This license does not extend to confidential information submitted in connection with a consulting engagement, which is governed by your consulting agreement.

We reserve the right to edit or remove any content submitted to the Services at our sole discretion.

6. Artificial Intelligence and Data Use

a. Our Use of AI Tools

A. Heyman Strategies may use AI-enabled tools to support internal operations, including note-taking, transcription, summarization, and workflow support (including tools such as Granola). Our use of AI tools is subject to the following:

Participants in consultations or meetings are notified of AI-assisted transcription in advance through scheduling confirmations, written agreements, and/or verbal disclosure at the start of each call;
Confidential client information is not knowingly used to train AI models;
AI tools are used solely to support service delivery and internal operations;
AI-generated summaries, notes, or outputs do not constitute legal, business, or professional advice;
Use of AI tools does not alter the advisory nature of the Services or create any professional-client relationship.

b. User Restrictions on AI Use

User expressly agrees not to:

Upload Platform Materials into any AI system that trains on user inputs;
Use Platform Materials to fine-tune, train, or inform any AI model;
Use AI tools to recreate, summarize, extract, or repurpose Platform Materials for redistribution or derivative use.

Any such use constitutes a material breach of these Terms and an infringement of our intellectual property.

c. Platform Materials Are Not User Data

User acknowledges that Platform Materials are proprietary intellectual property, not user data. Nothing in the Privacy Policy grants User any rights to Platform Materials, analytics derived from Platform use, or any other of our intellectual property.

7. No Legal, Tax, or Investment Advice; No Professional Relationship

Platform Materials and all other content available through the Services are provided for educational and informational purposes only.

Although Amanda Heyman is an attorney licensed in the State of Minnesota:

Access to the Services does not create an attorney-client relationship;
No legal advice is provided through the Services;
AI-generated summaries, notes, or outputs available through the Services do not constitute legal analysis or advice;
Platform Materials do not constitute legal, tax, accounting, or investment advice.

Users must consult their own qualified professional advisors before making any legal, financial, or business decisions.

8. Third-Party Platforms and Links

The Services operate on or link to third-party platforms, including Notion (Platform host), Squarespace (Website host), Kit (newsletter and email), Stripe (payment processing), and others listed in the Privacy Policy. These third-party platforms are not owned or controlled by A. Heyman Strategies.

User acknowledges and agrees that:

Platform availability, features, and functionality are determined by third-party providers and may be modified, interrupted, or discontinued at any time;
A. Heyman Strategies is not responsible for outages, data loss, or access interruptions caused by third-party platforms;
Third-party platforms are governed by their own terms of service and privacy policies;
Links to third-party websites from the Services do not constitute an endorsement of those sites or their content.

You expressly hold A. Heyman Strategies harmless from any liability arising from your use of any third-party platform or website.

9. Communication and Electronic Notice

By submitting your email address through any component of the Services, including the Website, Platform, Publications, or Events, you consent to receive electronic communications from A. Heyman Strategies. Electronic communications satisfy any requirement for written notice.

You may opt out of non-essential marketing communications at any time by following the unsubscribe link in any email or by contacting hello@amandaheyman.com. Opting out of marketing communications does not affect transactional or account-related communications.

10. Confidentiality

User agrees to treat all Platform Materials as confidential and proprietary and not to disclose them to any third party without prior written consent from A. Heyman Strategies.

Confidentiality obligations survive termination of Platform access and any related consulting agreement.

11. Suspension or Termination of Access

A. Heyman Strategies reserves the right to suspend or terminate your access to all or any part of the Services immediately and without notice if you:

Violate any provision of these Terms;
Misuse Platform Materials;
Breach any related consulting or engagement agreement;
Engage in conduct that harms A. Heyman Strategies or its intellectual property.

Termination may occur without refund unless otherwise required by a separate written agreement or by Section 19.

12. No Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED. A. HEYMAN STRATEGIES MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, BE AVAILABLE WITHOUT INTERRUPTION, OR BE FREE FROM ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS.

A. Heyman Strategies makes no representations or warranties regarding:

The accuracy, completeness, or fitness for purpose of Platform Materials or other content;
Business outcomes, fundraising success, revenue results, or any other outcome arising from use of the Services;
The availability or performance of any third-party platform used to deliver the Services.

Use of the Services is at your own risk.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, A. HEYMAN STRATEGIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING FROM OR RELATED TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

A. Heyman Strategies shall not be liable for:

Errors, omissions, or outcomes resulting from AI-assisted summaries, notes, or organizational tools;
User's interpretation of or reliance on Platform Materials;
Decisions made based on educational content available through the Services;
Loss or damage resulting from third-party platform outages, modifications, or terminations.

14. Indemnification

User agrees to defend, indemnify, and hold harmless Amanda Heyman, A. Heyman Strategies, and their respective agents, contractors, and representatives from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

User's access to or use of the Services or Platform Materials;
User's violation of these Terms or any related agreement;
User's misuse, sharing, or unauthorized exploitation of Platform Materials;
User's business decisions, actions, or omissions taken in reliance on Platform Materials or any content available through the Services;
Any claim brought by a third party arising from User's conduct, business, or representations.

This indemnification obligation includes the duty to defend A. Heyman Strategies against any covered claim and to pay all associated legal fees and costs as incurred. These obligations survive termination of Platform access and any related consulting agreement.

15. Force Majeure

A. Heyman Strategies shall not be liable for any failure or delay in performance of obligations under these Terms arising from causes beyond our reasonable control, including but not limited to illness, third-party platform outages, acts of God, natural disasters, government action, or other circumstances outside our reasonable control.

16. Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the State of California, without regard to conflict-of-law principles.

Any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The place of arbitration shall be San Mateo County, California. Judgment on any award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing, A. Heyman Strategies reserves the right to seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property rights or confidential information.

17. Miscellaneous

Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. If a provision is found to be excessively broad, it shall be limited in scope to the extent necessary to make it enforceable.

Assignment. These Terms may not be assigned by User without prior written consent. A. Heyman Strategies may assign these Terms in its sole discretion.

Entire Agreement. These Terms, together with the Privacy Policy and any applicable consulting or engagement agreement, constitute the entire agreement between the parties with respect to the Services.

No Waiver. Failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

Updates. We may update these Terms from time to time. Updates will be posted on the Website with a revised effective date. Continued use of the Services after any update constitutes acceptance of the revised Terms, except as provided in Section 19(a).

18. Contact Information

Questions regarding these Terms may be directed to:

Amanda Heyman
d/b/a A. Heyman Strategies
Email: hello@amandaheyman.com
Website: www.amandaheyman.com

19. Purchases and Terms of Sale

This section applies when you purchase a service through the Website or a linked checkout page.

a. Terms in effect at purchase. The version of these Terms in effect at the time you complete a purchase governs that purchase. Later modifications to these Terms do not alter the terms of a purchase already made.

b. What is included. Each service is sold at a flat fee for a defined scope, described on the page for that service at the time of purchase. Work outside that scope is not included and is quoted separately.

c. Scheduling. Unless otherwise agreed upon in writing, sessions must be scheduled within 30 days of purchase and completed within 90 days of purchase. We will follow up if a purchase goes unscheduled. Purchases not scheduled within 90 days expire without refund.

d. Rescheduling. You may reschedule once without charge with at least 24 hours notice. With less notice, or failure to attend a scheduled session, the session is forfeited.

e. Refunds. You may cancel for a full refund at any time before the first scheduled session. Once the first session has taken place, fees are non-refundable, because the engagement is fixed-scope and delivery has begun.

f. If we cannot deliver. If we are unable to deliver a purchased engagement, we will reschedule or refund in full, at your election.

g. No guarantee of outcome. Fees are paid for the work described, not for any particular result. This includes investor interest, meetings, introductions, or funding.

h. Payment processing. Payment is processed by Stripe. You submit payment details directly to Stripe, and we do not receive or store full payment card information.