Terms of Use

Effective Date: February 5, 2026

Welcome to Pencil, a product by High Agency, Inc. By using Pencil, you agree to these Terms of Use. Please read them carefully.

1. What Pencil is

Pencil is a software tool that helps people design, build, or enhance content using AI. It's currently available as a Cursor extension and may include future web or desktop versions.

Distribution via third-party registries

Our extensions may be distributed through third-party registries (e.g., Open VSX, VS Code/Cursor marketplaces). Registry terms may also apply, and you must comply with them. Distribution via a registry does not grant any additional rights beyond this Agreement and our EULA. Registries are not parties to this Agreement and have no obligation to provide support, maintenance, or warranties for our extensions. We may update, suspend, or remove the extension from any registry at any time. If there is a conflict, this Agreement and our EULA govern your use of Pencil, while the registry's terms govern your use of the registry platform.

2. Your account

You'll need to provide accurate information during onboarding — including your email and role.

You're responsible for keeping your account secure and for all activity under it.

3. Acceptable use

You agree not to:

Use Pencil for unlawful, harmful, or abusive purposes
Try to hack, reverse-engineer, or interfere with the service
Use outputs in ways that violate laws or others' rights

We may suspend or terminate your access if you violate these terms.

Anti-scraping and model building

You must not scrape, crawl, bulk-export, or otherwise extract datasets from the Services or Outputs, and you must not use the Services or Outputs to develop, train, or improve any model or service that competes with ours, except under a separate written agreement with High Agency, Inc.

High-risk data

Do not submit or process high-risk data (including payment card data, bank or government ID numbers, health information, biometric identifiers/templates, precise geolocation, minors' data, or GDPR special-category data) without our prior written consent and appropriate safeguards (e.g., encryption in transit/at rest, strict access controls, data minimization, and a signed DPA/BAA where applicable).

4. AI-generated content

Pencil is provided on an "as is" and "as available" basis, with no warranties or guarantees of any kind. You are solely responsible for reviewing, validating, and deciding whether to use any Outputs or suggestions.

Pencil may use AI models to generate content or suggestions.

AI outputs can be imperfect, biased, or unexpected. You're responsible for how you use them.

We don't guarantee that any output is accurate, appropriate, or fit for a particular purpose.

We do not store or record Inputs/Outputs on our servers.

4a. Third-party image services & stock content

Certain features may use third-party services to generate or source images, including Reve Image (reve.art), Google Gemini Nano Banana, and Unsplash. We may change or add providers over time. When you use image-related features, we may share only the minimum necessary content you submit to fulfill your request with those providers. We do not store or record any user Inputs or Outputs on our servers (including in logs, telemetry systems, caches, or storage). Third-party services and content are subject to their own terms, and you are responsible for complying with those terms (including any attribution or usage requirements). We disclaim responsibility for third-party content and do not guarantee the accuracy, legality, availability, or non-infringement of third-party images.

5. Intellectual property

All rights, title, and interest in Pencil (and all related materials) belong to High Agency, Inc.

You retain ownership of any content you create or submit to the Services ("Inputs"). You grant us a limited, non-exclusive license to process and transmit your Inputs solely as necessary to provide the Services (e.g., to generate and return results to you).

As between you and us, you own the AI-generated outputs produced for you ("Outputs"), subject to any third-party rights. We do not guarantee that Outputs are unique or non-infringing, and you are responsible for reviewing and using them lawfully.

Inputs/Outputs storage. We do not store or record user Inputs or generated Outputs on our servers (including in logs, telemetry systems, caches, or storage). Any storage of Inputs/Outputs is for the user's convenience on the user's local device (e.g., browser localStorage or OS filesystem).

Model training. We do not use Inputs/Outputs to train our models unless you explicitly opt in.

Feedback

If you provide suggestions, ideas, or feedback, you grant High Agency, Inc. a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate them into the Services without restriction or attribution.

5a. Design Assets License (Style Guides, Design Kits, Icons)

Certain design assets may be made available by us within Pencil, including style guides, design kits, UI components, and icons (collectively, "Design Assets"). Design Assets do not include the Pencil software, the Product's user interface, or any other Product features unless we explicitly label them as Design Assets.

Our Design Assets. Only Design Assets that we make available and identify as Design Assets are covered by this section. To the extent we own the rights in the Design Assets and make them available to you within the Product, we release those Design Assets under the Unlicense (public-domain-equivalent). You may use, copy, modify, publish, distribute, sublicense, and/or sell such Design Assets for any purpose, including commercially, without attribution. The full text of the Unlicense is available at https://unlicense.org/.

Third-party Design Assets. Design Assets provided by third parties (including any assets that reference third-party brands, libraries, icon sets, or style systems) are not covered by the Unlicense and remain subject to their own licenses/terms. You are responsible for complying with any applicable third-party license terms (including attribution, redistribution limits, and commercial-use restrictions). If there is a conflict between this Agreement and a third-party license, the third-party license controls for those third-party assets.

No warranty. Design Assets are provided "as is" and we make no warranties regarding non-infringement or fitness for a particular purpose.

6. Future paid plans

Pencil is currently free. In the future, we may introduce paid features or plans.

If we do, we'll clearly describe the terms and pricing before you're charged.

7. Disclaimer of warranties

Pencil is provided "as is" and "as available."

We make no warranties of any kind — express or implied — including fitness for a particular purpose or non-infringement.

AI outputs

AI-generated content may be incorrect, incomplete, or inappropriate. You are responsible for reviewing and validating all outputs before use. Do not rely on the Services or Outputs in safety-critical or life-critical contexts (e.g., medical or clinical use, emergency services, aviation, automotive control systems, industrial control, energy, defense), or in any scenario where failure could result in personal injury, death, or significant property/environmental damage.

8. Limitation of liability

To the maximum extent permitted by law, High Agency, Inc. will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenues, business, goodwill, or data, arising out of or relating to the Services or Outputs. Our total aggregate liability for all claims will not exceed the greater of (a) USD 100 or (b) the amounts you paid to us for the Services during the twelve (12) months before the event giving rise to the claim. This limitation applies to all theories of liability (contract, tort, statute, and otherwise). This cap does not apply to liability that cannot be limited by law (including death or personal injury caused by negligence, or fraud or willful misconduct). Your indemnification obligations are not limited by this cap.

9. Indemnification

You will indemnify and hold High Agency, Inc. harmless from claims arising out of your use of the services, your Inputs/Outputs, or your breach of these Terms.

10. DMCA/Takedown

If you believe content infringes your rights, email hq@pencil.dev with the required DMCA details. We may remove content and terminate repeat infringers.

Mailing address: High Agency Inc., 440 N BARRANCA AVE #2993, COVINA, CA 91723

11. Export & sanctions

You must comply with applicable export control and sanctions laws and not use Pencil in embargoed jurisdictions or for prohibited end uses.

12. Extension distribution & EULA

The IDE/Editor extension is licensed under this Agreement and the EULA. Certain paid or enterprise features may require a separate written commercial agreement with High Agency, Inc. Distribution via a registry (e.g., Open VSX) does not grant additional rights beyond this Agreement and the EULA.

13. Termination

We may suspend or terminate access for any breach or risk to the service. You may stop using the services at any time.

14. Changes

We may update these Terms from time to time.

If we make major changes, we'll post them here or notify you by email.

If there is any conflict between these Terms and the EULA for our extensions, the EULA controls for the software/extension, and these Terms control for the Services generally. For privacy matters, the Privacy Policy governs.

15. Governing law

These Terms are governed by the laws of the State of Delaware, USA. Exclusive jurisdiction and venue lie in the state or federal courts located in Delaware, USA.

16. Contact us

Questions? Email hq@pencil.dev.

Mailing address:

High Agency Inc.

440 N BARRANCA AVE #2993

COVINA, CA 91723