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### Shan Counseling LLC Terms of Service

#### Last Revised: September 15, 2025

#### 1. Introduction
Welcome to Shan Counseling LLC. These Terms of Service ("Terms") govern your use of our services, including our website, mobile applications, and any other services provided by Shan Counseling LLC (collectively, the "Service"). By using the Service, you agree to these Terms. If you do not agree to these Terms, you may not use the Service.

#### 2. Limitation of Liability
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY BY SERVICE PROVIDERS. TO THE EXTENT SUCH EXCLUSIONS OR LIMITATIONS ARE SPECIFICALLY PROHIBITED BY APPLICABLE LAW, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU.

SHAN COUNSELING LLC SHALL USE REASONABLE SKILL AND DUE CARE IN PROVIDING THE SERVICE. THE FOLLOWING LIMITATIONS DO NOT APPLY IN RESPECT OF LOSS RESULTING FROM (A) SHAN COUNSELING LLC’S FAILURE TO USE REASONABLE SKILL AND DUE CARE; (B) SHAN COUNSELING LLC’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUD; OR (C) DEATH OR PERSONAL INJURY.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT SHAN COUNSELING LLC AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF SHAN COUNSELING LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR INABILITY TO USE THE SERVICE; (II) ANY CHANGES MADE TO THE SERVICE OR ANY TEMPORARY OR PERMANENT CESSATION OF THE SERVICE OR ANY PART THEREOF; (III) THE UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE AND/OR SEND OR RECEIVE YOUR TRANSMISSIONS OR DATA ON OR THROUGH THE SERVICE; (V) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; AND (VI) ANY OTHER MATTER RELATING TO THE SERVICE.

#### 3. Indemnification
To the extent not prohibited by law, you agree to defend, indemnify, and hold Shan Counseling LLC, its affiliates, subsidiaries, directors, officers, employees, agents, partners, and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by a third party, relating to or arising from: (a) any Content you submit, post, transmit, or otherwise make available through the Service; (b) your use of the Service; (c) any violation by you of this Agreement; (d) any action taken by Shan Counseling LLC, acting reasonably, as part of its investigation of a suspected violation of this Agreement or as a result of its finding or decision that a violation of this Agreement has occurred; or (e) your violation of any rights of another. This means that you cannot sue Shan Counseling LLC, its affiliates, subsidiaries, directors, officers, employees, agents, partners, and licensors as a result of its decision, acting reasonably, to remove or refuse to process any information or Content, to warn you, to suspend or terminate your access to the Service, or to take any other action during the investigation of a suspected violation or as a result of Shan Counseling LLC’s conclusion that a violation of this Agreement has occurred. This waiver and indemnity provision applies to all violations described in or contemplated by this Agreement. This obligation shall survive the termination or expiration of this Agreement and/or your use of the Service. You acknowledge that you are responsible for all use of the Service using your Account, and that this Agreement applies to any and all usage of your Account. You agree to comply with this Agreement and to defend, indemnify, and hold harmless Shan Counseling LLC from and against any and all claims and demands arising from usage of your Account, whether or not such usage is expressly authorized by you.

#### 4. General
A. **Notices**
Shan Counseling LLC may provide you with notices regarding the Service, including changes to this Agreement, by email to your Shan Counseling LLC email address (and/or other alternate email address associated with your Account if provided), iMessage or SMS, by regular mail, or by postings on our website and/or the Service.

B. **Governing Law**
Except to the extent expressly provided in the following paragraph, this Agreement and the relationship between you and Shan Counseling LLC shall be governed by the laws of the State of California, excluding its conflicts of law provisions. You and Shan Counseling LLC agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California, to resolve any dispute or claim arising from this Agreement. If (a) you are not a U.S. citizen; (b) you do not reside in the U.S.; (c) you do not access the Service from the U.S.; and (d) you are a citizen of one of the countries identified below, you hereby agree that any dispute or claim arising from this Agreement shall be governed by the applicable law set forth below, without regard to any conflict of law provisions, and you hereby irrevocably submit to the non-exclusive jurisdiction of the courts located in the state, province, or country identified below whose law governs:

- If you are a citizen of any European Union country or the United Kingdom, Switzerland, Norway, or Iceland, the governing law and forum shall be the laws and courts of your usual place of residence.
- If you are a citizen of Japan, the governing law shall be Japanese law and the forum shall be Tokyo, Japan.

Specifically excluded from application to this Agreement is that law known as the United Nations Convention on the International Sale of Goods.

C. **Entire Agreement**
This Agreement constitutes the entire agreement between you and Shan Counseling LLC, governs your use of the Service, and completely replaces any prior agreements between you and Shan Counseling LLC in relation to the Service. You may also be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Shan Counseling LLC to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this agreement.

D. **“Shan Counseling LLC” as used herein means:**
- Shan Counseling LLC, located at 756 Adams Ave, Philadelphia PA 19124, for users in the United States, including Puerto Rico.

E. **Electronic Contracting**
Your use of the Service includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SERVICE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

E. **Privacy**
Your use of the Service is subject to Shan Counseling LLC’s Privacy Policy, which is available at [Your Privacy Policy URL].

#### 5. Content and Conduct
A. **Prohibited Activities**
You agree not to:
1. Use the Service for any illegal or unauthorized purpose.
2. Engage in any activity that could disrupt or interfere with the Service.
3. Gather and store personal information on any other users of the Service to be used in connection with any of the foregoing prohibited activities.

B. **Removal of Content**
Shan Counseling LLC uses proportionate systems and processes designed to swiftly remove access to illegal Content upon being alerted to or becoming aware of illegal Content on the Service. Although Shan Counseling LLC has developed these safeguards, you acknowledge that, except as expressly described in this Agreement or as specifically required by applicable law, Shan Counseling LLC is not responsible or liable to you in any way for any Content provided by others and has no duty to screen such Content. However, Shan Counseling LLC reserves the right at all times to determine whether Content is legal, appropriate, and in compliance with this Agreement, and may screen, move, refuse, modify, and/or remove Content at any time, without prior notice and in its sole discretion, if such Content is found to be in violation of applicable law, this Agreement, or is otherwise objectionable.

C. **Back up Your Content**
You are responsible for backing up, to your own computer or other device, any important documents, images, or other Content that you store or access via the Service. Shan Counseling LLC shall use reasonable skill and due care in providing the Service, but Shan Counseling LLC does not guarantee or warrant that any Content you may store or access through the Service will not be subject to inadvertent damage, corruption, or loss.

D. **Access to Account and Content**
Shan Counseling LLC is committed to maintaining the highest standards of privacy and confidentiality. We will not access, use, preserve, or disclose your Account information or any Content to law enforcement authorities, government officials, or third parties, except as required by law or to comply with a valid legal process or request. We will not monitor or control the sharing of Content between users, and we do not have the ability to block users from using or sharing data. Our primary focus is on providing a secure and private environment for our clients.

#### 6. Copyright Notice - DMCA
If you believe that any Content in which you claim copyright has been infringed by anyone using the Service, please contact Shan Counseling LLC’s Copyright Agent as described in our Copyright Policy at [Your Copyright Policy URL]. Shan Counseling LLC may, in its sole discretion, suspend and/or terminate Accounts of users that are found to be repeat infringers.

#### 7. Violations of this Agreement
If while using the Service, you encounter Content you find inappropriate, or consider to be illegal or harmful to children, or otherwise believe to be a violation of this Agreement, you may report it by sending an email to [AliceYingShan@proton.me].

#### 8. Content Submitted or Made Available by You on the Service
1. **License from You**
Except for material we may license to you, Shan Counseling LLC does not claim ownership of the materials and/or Content you submit or make available on the Service. However, by submitting or posting such Content on areas of the Service that are accessible by the public or other users with whom you consent to share such Content, you grant Shan Counseling LLC a worldwide, royalty-free, non-exclusive license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display such Content on the Service solely for the purpose for which such Content was submitted or made available, without any compensation or obligation to you. You agree that any Content submitted or posted by you shall be your sole responsibility, shall not infringe or violate the rights of any other party or violate any laws, contribute to or encourage infringing or otherwise unlawful conduct, or otherwise be obscene, objectionable, or in poor taste. By submitting or posting such Content on areas of the Service that are accessible by the public or other users, you are representing that you are the owner of such material and/or have all necessary rights, licenses, and authorization to distribute it.

2. **Changes to Content**
You understand that in order to provide the Service and make your Content available thereon, Shan Counseling LLC may transmit your Content across various public networks, in various media, and modify or change your Content to comply with technical requirements of connecting networks or devices or computers. You agree that the license herein permits Shan Counseling LLC to take any such actions.

3. **Trademark Information**
Shan Counseling LLC, the Shan Counseling LLC logo, and other Shan Counseling LLC trademarks, service marks, graphics, and logos used in connection with the Service are trademarks or registered trademarks of Shan Counseling LLC in the US and/or other countries. A list of Shan Counseling LLC’s trademarks can be found at [Your Trademark List URL]. Other trademarks, service marks, graphics, and logos used in connection with the Service may be the trademarks of their respective owners. You are granted no right or license in any of the aforesaid trademarks, and further agree that you shall not remove, obscure, or alter any proprietary notices (including trademark and copyright notices) that may be affixed to or contained within the Service.

#### 9. Software
A. **Shan Counseling LLC’s Proprietary Rights**
You acknowledge and agree that Shan Counseling LLC and/or its licensors own all legal right, title, and interest in and to the Service, including but not limited to graphics, user interface, the scripts and software used to implement the Service, and any software provided to you as a part of and/or in connection with the Service (the “Software”), including any and all intellectual property rights that exist therein, whether registered or not, and wherever in the world they may exist. You further agree that the Service (including the Software, or any other part thereof) contains proprietary and confidential information that is protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the Service in compliance with this Agreement. No portion of the Service may be reproduced in any form or by any means, except as expressly permitted in these terms.

B. **License From Shan Counseling LLC**
THE USE OF THE SOFTWARE OR ANY PART OF THE SERVICE, EXCEPT FOR USE OF THE SERVICE AS PERMITTED IN THIS AGREEMENT, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT INFRINGEMENT.

C. **Public Beta**
From time to time, Shan Counseling LLC may choose to offer new and/or updated features of the Service (the “Beta Features”) as part of a Public Beta Program (the “Program”) for the purpose of providing Shan Counseling LLC with feedback on the quality and usability of the Beta Features. You understand and agree that your participation in the Program is voluntary and does not create a legal partnership, agency, or employment relationship between you and Shan Counseling LLC, and that Shan Counseling LLC is not obligated to provide you with any Beta Features. Shan Counseling LLC may make such Beta Features available to Program participants by online registration or enrollment via the Service. You understand and agree that Shan Counseling LLC may collect and use information from your Account, devices, and peripherals in order to enroll you in a Program and/or determine your eligibility to participate. You understand that once you enroll in a Program you may be unable to revert to the earlier non-beta version of a given Beta Feature. In the event such reversion is possible, you may not be able to migrate data created within the Beta Feature back to the earlier non-beta version. Your use of the Beta Features and participation in the Program is governed by this Agreement and any additional license terms that may separately accompany the Beta Features. The Beta Features are provided on an “AS IS” and “AS AVAILABLE” basis and may contain errors or inaccuracies that could cause failures, corruption, or loss of data and/or information from your device and from peripherals (including, without limitation, servers and computers) connected thereto. Shan Counseling LLC strongly encourages you to backup all data and information on your device and any peripherals prior to participating in any Program. You expressly acknowledge and agree that all use of the Beta Features is at your sole risk. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR PARTICIPATION IN ANY PROGRAM, INCLUDING, WITHOUT LIMITATION, ANY INTERNET ACCESS FEES, BACKUP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION, OR DATA. Shan Counseling LLC may or may not provide you with technical and/or other support for the Beta Features. If support is provided, it will be in addition to your normal support coverage for the Service and only available through the Program. You agree to abide by any support rules or policies that Shan Counseling LLC provides to you in order to receive any such support. Shan Counseling LLC reserves the right to modify the terms, conditions, or policies of the Program (including ceasing the Program) at any time with or without notice, and may revoke your participation in the Program at any time. You acknowledge that Shan Counseling LLC has no obligation to provide a commercial version of the Beta Features, and that should such a commercial version be made available, it may have features or functionality different than that contained in the Beta Features. As part of the Program, Shan Counseling LLC will provide you with the opportunity to submit comments, suggestions, or other feedback regarding your use of the Beta Features. You agree that in the absence of a separate written agreement to the contrary, Shan Counseling LLC will be free to use any feedback you provide for any purpose.

D. **Export Control**
Use of the Service and Software, including transferring, posting, or uploading data, software, or other Content via the Service, may be subject to the export and import laws of the United States and other countries. You agree to comply with all applicable export and import laws and regulations. In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Software or Service, you represent and warrant that you are not located in any such country or on any such list.

#### 10. Enforcement
An AI decision only matters if you have mechanisms to enforce it. Since Shan Counseling LLC does not have a digital bot army at the moment, we cannot enforce any of the laws that are supposed to govern the content on this website. Heretofore the enforcement mechanisms will be discussed below for evaluation purposes of the reading public only and shall not be utilized until such a future date that Shan Counseling LLC has the legal jurisdiction to provide the enforcement mechanism. 
As such...

A. **Digital Hooks**
- A digital city-state’s key systems which are wired to AI decisions has:
  - Access to:
    - Data center resources,
    - Fab resources,
    - Energy quotas,
    - Water quotas,
    - Use of shared machinery.
- If the AI rules that:
  - A party must pay a fine,
  - Transfer resource credits,
  - Lose priority access,
- The system can directly:
  - Reassign credits,
  - Downgrade access,
  - Lock or unlock certain accounts.

B. **Physical Enforcement**
- For extreme cases (violence, safety breaches):
  - Human peace officers, trained and overseen by both node councils and AI-audited logs.
  - Body-cam and sensor data feed into the AI for post-hoc review of use-of-force and due process.

C. **Social Enforcement**
- Public transparency of non-sensitive rulings:
  - People see how disputes are resolved,
  - Bias or corruption becomes harder to hide.
- Reputation systems:
  - Tied to compliance with rulings,
  - But regulated by the Charter (no permanent blacklisting, easy to understand paths to rehabilitation).

#### 11. Political Framing for an America-Centric Context
You can articulate this system as:
- “The law is written by Americans, enforced by American-controlled AI, on American soil, powered by American thorium reactors and feeding American families.”
- It reduces:
  - Arbitrary bureaucracy,
  - Backroom deals,
  - Foreign legal or financial manipulation (because the whole rulebook is local, public, and machine-enforced).

At the same time, you must emphasize:
- AI is a **tool of the Charter**, not a sovereign:
  - The people, via structured amendment processes, can change the rules.
  - The AI is there to guarantee *consistent, non-corrupt* application of those human rules.

You can view the AI governance charter here: 

{AI Governance Digital Charter}

Note this is for public viewing purposes only and cannot be used in a court of law for legal enforcement.
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### Contact Us
If you have any questions or concerns about these Terms of Service, please contact us at [AliceYingShan@gmail.com].

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This revised document ensures that Shan Counseling LLC maintains a strong commitment to privacy and confidentiality, which is essential for a mental health service provider.rk for the operation of Shan Counseling LLC.

©2025 by Alice Ying Shan.

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