JEDI End-User License Agreement

Version 2.0 · Effective November 10, 2026

This End-User License Agreement (the "Agreement") is between Manufacturing Entropy LLC, an Indiana limited liability company ("ME," "we," "us"), and the company or organization that buys, installs or uses the JEDI software ("Customer," "you"). The person who accepts this Agreement represents that they have authority to bind Customer. This version replaces version 1.5, which described an earlier server edition of JEDI that ME no longer offers.

1. Acceptance

You accept this Agreement, and it becomes binding, on the earliest of: (a) completing checkout for a JEDI subscription; (b) signing an order or quote that references it; or (c) installing or using the Software. If you do not agree, do not buy, install or use the Software. Customer's own purchase-order terms do not apply, even if ME accepts or fills the purchase order.

2. Definitions

• "Software" means the JEDI local program (JEDI: JEEVES Entropy Detection Intelligence by Nathan Scalf) in the form ME delivers it to Customer, including its browser window served from Customer's own computer, the sample files, any updates ME chooses to provide, and the accompanying documentation (including README.md and INSTALL.md).
• "Subscription" means Customer's paid JEDI subscription bought through ME's online checkout (including any payment processor ME uses) or through an order, quote or invoice ME accepts.
• "Paid Period" means each week of the Subscription that Customer has paid for.
• "Customer Data" means the shift handoffs, emails, messages, logs and other text or files Customer chooses to give the Software, and the reports the Software produces from them.
• "Site" means the single plant location for which Customer buys the Subscription.

3. What JEDI does

JEDI is a plant floor-communications tool. It reads the text Customer chooses and produces red / yellow / green reports that map each signal to one of the five sources of value erosion and name the role that should own the fix. Reports address process, not individual people. The Software runs on Customer's own computer.

4. License grant

Subject to this Agreement and payment of the fees, ME grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable license, during each Paid Period, to install and use the Software on computers Customer controls, for the Site and for Customer's internal business operations only. Customer may make backup copies of the Software. All rights not expressly granted are reserved by ME.

5. Fees, renewal and cancellation

5.1 Price. JEDI costs $250 for the first week, charged at checkout. After 7 days, the Subscription renews automatically at $500 every week until Customer cancels.

5.2 Cancellation. Customer may cancel anytime in the billing portal or by emailing hello@manufacturingentropy.com. Cancellation stops all future charges and takes effect at the end of the Paid Period already paid for. Payments already made are not refunded, except where the law requires or as stated in Section 12.2.

5.3 Order terms. If an order, quote or invoice ME accepts states different fees or terms, it controls for those fees and terms only.

5.4 No technical lock. The Software has no license key, activation, account or expiry check. The limits in this Agreement are contractual: Customer agrees to follow them even though the Software does not enforce them.

6. Restrictions

Customer will not, and will not permit anyone to: - (a) copy, modify or create derivative works of the Software, or reuse its code, rules, scoring or report method in any other product, except backups under Section 4. The Software may be delivered in readable form; that does not grant any right beyond this Agreement; - (b) sell, resell, rent, lease, lend, sublicense, distribute, publish, share or transfer the Software, or host or run it for third parties or as a service bureau or time-sharing service; - (c) use the Software for any location other than the Site, or after the last Paid Period ends; - (d) use the Software or its output to build a competing product; or - (e) remove or alter any proprietary notices.

7. Customer Data and privacy

7.1 Ownership. As between the parties, Customer owns all Customer Data, including all reports, and may keep them after the Subscription ends.

7.2 No collection. As shipped, the Software runs on Customer's computer, reads only the files or text Customer picks, and writes reports only where Customer tells it to. It has no accounts, no license check, no analytics and no telemetry, uploads nothing, and blocks network connections that are not to the same computer. ME never receives Customer Data unless Customer chooses to send it to ME (for example, in a support request). ME will use any Customer Data Customer sends only to provide the requested support, will treat it as Customer's Confidential Information, and will delete it on request. Billing and contact details collected at checkout are handled as described in ME's Privacy page.

7.3 Optional local AI model. The Software can ask an optional AI (artificial intelligence) model for a second opinion if Customer installs and runs Ollama on Customer's own computer. The Software accepts only a model address on that same computer. Ollama and any model are third-party software that ME does not supply; Customer's use of them is under their own licenses and at Customer's own risk.

7.4 Customer responsibilities. Customer is responsible for the content of Customer Data, for having the right to give it to the Software (including any employee-privacy notices or consents required by law or labor agreements), and for securing, backing up and controlling access to its computers and reports. If Customer modifies the Software or its settings, the statements in Section 7.2 may no longer hold, and ME is not responsible for the result.

8. Ownership

ME and its licensors own all right, title and interest in the Software, the JEDI name and the underlying methods, rules and documentation, including all modifications and improvements. This Agreement is a license, not a sale. If Customer gives ME feedback or suggestions, ME may use them without restriction or obligation.

9. Confidentiality

"Confidential Information" means non-public information a party discloses to the other that is marked confidential or that a reasonable person would understand to be confidential. ME's Confidential Information includes the Software's code, rules and non-public methods. Customer's Confidential Information includes Customer Data. The receiving party will use the other's Confidential Information only to perform under this Agreement, protect it with at least reasonable care, and disclose it only to employees and contractors who need to know it and are bound by similar duties. These duties do not apply to information that is or becomes public through no fault of the recipient, was already lawfully known to it, is independently developed, or is lawfully received from a third party. A party may disclose Confidential Information if required by law, after giving prompt notice where lawful. These duties survive for 5 years after termination, and for as long as the information remains a trade secret.

10. Disclaimer

10.1 Disclaimer. THE SOFTWARE AND REPORTS ARE PROVIDED "AS IS." ME DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Reports are based only on the text Customer provides; a source with no signals means the text did not mention it, not that it is healthy. Any optional AI second opinion can be wrong or generic. ME does not guarantee any outcome, savings or improvement, and does not warrant that the Software will be error-free or uninterrupted.

10.2 Safety and compliance. JEDI is a communications and analysis aid. It is not a safety system, control system, or substitute for professional judgment, and must not be relied on for any safety-critical decision. Customer remains solely responsible for workplace safety, equipment, operations, personnel decisions, and compliance with all laws and regulations (including OSHA (Occupational Safety and Health Administration) and environmental rules).

11. Limitation of liability

11.1 No indirect damages. NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, PRODUCTION, OR DATA, ARISING OUT OF THIS AGREEMENT, EVEN IF ADVISED OF THEIR POSSIBILITY.

11.2 Cap. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF THIS AGREEMENT IS LIMITED TO THE FEES PAID IN THE 4 WEEKS BEFORE THE CLAIM.

11.3 Exclusions. Sections 11.1 and 11.2 do not limit: (a) Customer's payment obligations; (b) a party's indemnity obligations under Section 12; (c) Customer's breach of Section 6 or either party's breach of Section 9; (d) infringement or misappropriation of the other party's intellectual property; or (e) liability for gross negligence, willful misconduct or fraud, or any liability that cannot be limited by law.

12. Indemnity

12.1 By Customer. Customer will defend and indemnify ME against third-party claims arising from (a) Customer Data or Customer's right to use it, (b) Customer's use of the Software in breach of this Agreement or the law, or (c) decisions or actions Customer takes based on the Software or reports, including any workplace injury or regulatory matter.

12.2 By ME. ME will defend and indemnify Customer against third-party claims that the Software, as delivered and used according to this Agreement, infringes a United States or Canadian patent, copyright or trademark or misappropriates a trade secret. This does not apply to claims arising from Customer Data, modifications not made by ME, combinations with items not supplied by ME (including Ollama or any AI model), or use after ME offers a non-infringing version. If such a claim occurs or is likely, ME may modify the Software, obtain the right for Customer to continue using it, or end the license and refund the prepaid, unused fees for the current Paid Period. This Section states ME's entire liability for infringement.

12.3 Procedure. The indemnified party must give prompt written notice, let the indemnifying party control the defense and settlement (no settlement may impose obligations on the indemnified party without its consent), and reasonably cooperate at the indemnifying party's expense.

13. Term and termination

13.1 This Agreement lasts while Customer has an active Subscription, through the end of the last Paid Period, unless terminated earlier.

13.2 Either party may terminate this Agreement if the other materially breaches it and does not cure within 30 days after written notice. ME may terminate immediately on written notice if Customer breaches Section 6 or 9, or does not pay fees within 30 days after notice of non-payment.

13.3 When this Agreement ends, Customer's license ends. Customer must stop using the Software and delete its copies of the Software, and delete or return ME's Confidential Information on request. Customer keeps all Customer Data, including reports already produced. Fees already paid are non-refundable, except where the law requires or as stated in Section 12.2.

13.4 Sections 6 through 9, 10, 11, 12, 13.3, 13.4 and 14 through 17 survive.

14. Export control and government use

Customer will comply with all applicable export control and sanctions laws, including the U.S. Export Administration Regulations and OFAC (Office of Foreign Assets Control) sanctions. Customer will not export, re-export or transfer the Software to any embargoed country or region or to any restricted or sanctioned person, and represents that it is not such a person. The Software is commercial computer software; any U.S. government use is subject to this Agreement under FAR (Federal Acquisition Regulation) 12.212 and DFARS (Defense Federal Acquisition Regulation Supplement) 227.7202. Customer represents it is a business located in the United States or Canada, outside the Province of Quebec, unless ME agrees otherwise in writing.

15. Governing law and venue

This Agreement is governed by Indiana law. Any dispute will be brought exclusively in the state or federal courts located in Tippecanoe County, Indiana, and both parties consent to that jurisdiction. The UN Convention on Contracts for the International Sale of Goods does not apply. Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

16. Notices

Notices under this Agreement must be in writing and sent by email. A notice is effective when sent, unless the sender receives an automated message that it was not delivered, in which case the sender must resend it to any other address the recipient has given. - To ME: Manufacturing Entropy LLC, hello@manufacturingentropy.com - To Customer: the email address used to buy the Subscription, or the one in Customer's order. Either party may change its notice email by giving notice under this section. Legal process may be served as permitted by law.

17. General

• Entire agreement. This Agreement, the JEDI terms at manufacturingentropy.com/terms/ and any order ME accepts are the entire agreement between the parties about the Software and replace all prior or contemporaneous proposals, statements and agreements, including version 1.5 of this Agreement.
• Changes. ME may post a new version of this Agreement at manufacturingentropy.com/eula/. A new version applies to Customer from the start of the next Paid Period after it is posted; if Customer does not agree, Customer may cancel before then. Any other change must be in a writing signed by both parties. A failure to enforce a provision is not a waiver.
• Assignment. Customer may not assign this Agreement without ME's prior written consent. ME may assign it to a successor to its business.
• Severability. If any provision is unenforceable, it will be enforced to the maximum extent permitted and the rest remains in effect.
• Independent parties. The parties are independent contractors.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, except payment obligations.

© 2026 Manufacturing Entropy LLC. JEDI is a product of Manufacturing Entropy LLC.

JEDI terms · JEDI