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Terms of Service

Last updated: December 12, 2023

Welcome to elevationai.com (the “Site”), which is owned and operated by Elevation AI, Inc (“Elevation AI”, “we” or “us”).

Important. Please read these terms and conditions of service carefully. They contain important information regarding your legal rights, remedies, and obligations. By using our Services, you agree to these terms.

These terms of use (this “Agreement” or these “Terms”) form a binding agreement between you as a user and natural person and entity or sole proprietor on whose behalf an account is created (collectively, “user,” “you,” or “your”) and us and shall be the equivalent of a written paper agreement between you and us. The effective date of this Agreement is when you accept or are deemed to accept this Agreement as discussed below.

These Terms apply to your use of our services and software provided on our Site, our mobile applications (the “App”), any services, content, communications, and product features relating to the Site and the App (collectively with the Site and the App, the “Services”).

Binding arbitration and class action waiver. These Terms contain a binding arbitration provision with a class action waiver and a waiver of the right to a jury trial. Please review Section 19 (Binding arbitration) before downloading or using our Services.

We reserve the right to make modifications to these Terms at any time and for any reason. Please check these Terms regularly to ensure you are aware of any modifications made by us. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms. If you do not agree to these Terms of Service, you must immediately stop using our services.

1. General

Subject to the terms of this Agreement, you are responsible for your use of the Services, and for any information, content, reports, data, databases, graphics, interfaces, web pages, text, files, software, product names, company names, trademarks, logos and trade-names (collectively, the “Content”) you post to the Services, any Content you access from the Services, and for any consequences thereof. You acknowledge and agree that we may modify, update, and otherwise change the Services at any time at our sole discretion.

2. Privacy

By accessing or using the Services, you intend to and expressly agree to be bound by all the terms and conditions of this Agreement and our Privacy Policy (the “Privacy Policy”), which is incorporated herein by reference. If you do not agree to these terms and conditions, you may not use the Services. Any information that you provide to us is subject to the Privacy Policy, which governs our collection and use of your information. You understand that through your use of the Services you consent to the collection and use of your information as set forth in the Privacy Policy.

3. Accounts

Some Services offered by us require you to create an account. If you create an account, you agree that all the information you provide will be true and accurate and that you have the authority to create the account. You are responsible for keeping your account information secure and confidential. You agree to inform us immediately if you suspect that your account or login information has been compromised. If you provide us with an email address as part of an account creation, we may furnish you with written correspondence regarding your account and/or other Elevation AI-related material, including promotional materials.

4. Eligibility

You may provide access to the Services to other users within your organization as authorized by us and/or by your subscription level to our Services in place from time to time (each, an “Authorized User”). You are solely responsible for Authorized User activities and interaction with the Services. You agree to ensure all Authorized Users are aware of all restrictions of use in these Terms, the Privacy Policy, and any other rules or requirements applicable to the Services. You agree to cause Authorized Users to comply with such provisions. You are solely responsible for all actions taken by and interactions with Authorized Users, including providing any disclosures governing an Authorized User’s interaction with the Services, and any applicable Privacy Policy or further obligations required by us or any applicable law. Any obligation imposed on you by these Terms shall be applicable to you and to any Authorized User.

By using our Services, you represent and warrant that you and each Authorized User:

  • If an individual, are at least 18 years old;
  • Are legally qualified to enter a binding contract with us;
  • Are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country;
  • Are not on any list of individuals prohibited from conducting business with the United States;
  • Are not prohibited by law from using our Services;
  • Do not have more than one account on our Services; and
  • Have not previously been removed from our Services by us, unless you have our express written permission to create a new account.

If at any time you cease to meet these requirements, we reserve the right to delete your account with us, to revoke all credentials held by you and any of your Authorized Users, and to delete all Content uploaded by you to our Services.

5. Ownership of submitted content

The Services may allow you from time to time to upload Content and permit the hosting, sharing, or publishing of Content. You have sole responsibility for all Content uploaded to the Services by you. We are not responsible and make no representation or warranty concerning any Content uploaded to the Services by any third party. We reserve the right to impose restrictions on the Content you upload, including, but not limited to, the amount of Content that can be uploaded and the length or expiry period for Content. You shall be solely responsible for the Content you submit and the consequences of our posting, display, distribution, or publishing of such Content. In connection with any Content you or any of your Authorized Users submit, you affirm, represent, and warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Content to enable inclusion and use of the Content in the manner contemplated by these Terms; and (ii) you have the written consent, release, or permission to use the name, image, or likeness of each individual identified in the Content.

In connection with Content, you further agree that you will not submit material that is copyrighted, protected by trade secret, or otherwise subject to third-party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us the necessarily rights granted in these Terms. You agree to defend, indemnify, and hold us harmless for all damage or liability we incur because of your violation of this Section.

6. Compliance with laws

You agree to use the Services only for lawful purposes, and to conduct your business and any transaction that uses the Services, in accordance with all applicable laws and regulations, including all federal and state laws and regulations relating to taxes, banking, money laundering, securities, and counterterrorism. You will not use the Services for any fraudulent or illegal activity.

7. Financing services

The Services may permit you, on behalf of yourself or your business, to apply for cash advances and other financing services (collectively, the “Financing Services”). Such Financing Services are provided by separate funding entities (the “Funding Entities”) and not Lyra Management LLC as the owner and operator of the Services. The submission of your application on the Services will be remitted to such Funding Entities and their affiliates for review and underwriting, as further disclosed in our Privacy Policy, and such Funding Entities may require you to enter into separate agreements, instruments, and documents to govern the terms of your Financing Services (collectively, the “Financing Agreements”). These Terms apply only to your use of the Services only. The Financing Agreements shall govern the terms of the Financing Services provided to you. Some of the Funding Entities may share common ownership with Lyra Management LLC; however, the Financing Agreements will be directly between you and such Funding Entities and not Lyra Management LLC. You agree that any information supplied by you to the Services in connection with applying for Financing Services is true and accurate in all respects and do not breach any confidentiality or other agreements to which you are bound. Furthermore, you understand that the accuracy and currentness of certain information provided to you on the Services, for example, certain account, balance, and other information relating to your Financing Services, depends on the information provided to us by the Funding Entities, which may not be, at any given time, accurate or up-to-date and we have no responsibility for such information provided to us.

8. Your license to the Services

Subject to your continued compliance with this Agreement and any separate agreements we may have with you, we hereby grant you a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to access the Services as authorized in these Terms. Except for the limited license to access the Services identified in the preceding paragraph, you acknowledge that nothing contained in these Terms shall be construed as granting or conferring to you, by implication, estoppel or otherwise, any right, title, or interest to any intellectual property belonging to us, our third-party service providers or any other third party, including any (i) inventions (whether patentable or not in any country), patents, patent applications, invention disclosures, improvements, trade secrets, proprietary information, know-how, information, or technical data; (ii) copyright-protected works, copyright registrations, mask works, mask work registrations or applications in the United States or any foreign country; (iii) trademarks, trademark registrations, service marks, logos or applications therefor in the United States or any foreign country; (iv) trade secrets; or (v) any other tangible or intangible proprietary rights anywhere in the world.

9. Restrictions on use

You agree that you will not:

  1. distribute the Services for any purpose, including, without limitation, compiling an internal database, redistributing or reproducing the Services by way of the press or media or through any commercial network, cable, or satellite system;
  2. create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sublicense, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the Services in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise;
  3. permit, allow, or do anything that would infringe or otherwise prejudice the proprietary rights belonging to us or our licensors or allow any third party to access the Services;
  4. prob, scan, or test the vulnerability of the Services and any system or network;
  5. breach or otherwise circumvent any security or authentication measures;
  6. send or post information that involves unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other forms of solicitation;
  7. access, tamper with, or use non-public areas or parts of the Services, or shared areas of the Services you have not been invited to;
  8. access, search, or create accounts for the Services by any means other than our publicly supported interfaces;
  9. promote or advertise products or services other than your own without appropriate authorization;
  10. circumvent storage space, usage, or transaction limits for improper means;
  11. publish or share materials that are unlawful, obscene, or indecent, or that contain extreme acts of violence or terrorist activity;
  12. advocate bigotry or hatred against any person or group of people based on their race, religion, ethnicity, sex, gender identity, sexual orientation, disability, or impairment;
  13. harass or abuse our personnel or representatives or agents performing services on our behalf;
  14. storing, publishing, or sharing material that is fraudulent, defamatory, or misleading;
  15. violate the privacy or infringe the rights of others; or
  16. violate the law in any way; or
  17. interfere with, disrupt or otherwise adversely impact the use of the Services by any other individual or entity.

10. License grant to your content

Except for your nonpublic personal information, you hereby grant to us the perpetual, unlimited, royalty-free, worldwide, non-exclusive, irrevocable, transferable license to use, display, reproduce and store any Content or other information you provide on or through the Services or which is sent to us by email or other correspondence. We shall not be obligated to provide you compensation of any sort for such a license. We are not subject to any obligations of confidentiality regarding any such Content or information unless specifically agreed to by us in writing or required by law. You represent and warrant that you have the right to grant the license set out above.

11. Suspension of transactions and services

Without limiting our ability to terminate under this Agreement or our right to change, modify, suspend or discontinue the Services at any time as set forth elsewhere in these Terms, we also reserve the right to cancel or suspend transactions and/or our Services due to fraud or compliance-related concerns.

Our Services may contain links to other sites. We do not assume responsibility for the accuracy or appropriateness of the information, data, opinions, advice or statements contained at such sites, and when you access such sites, you are doing so at your own risk. In providing links to the other sites, we are in no way acting as a publisher or disseminator of the material contained on those other sites and do not seek to monitor or control such sites. A link to another site should not be construed to mean that we are affiliated or associated with the same. We do not recommend or endorse any of the content, including without limitation any hyperlinks to, or content found, on other websites. The mention of another party or its product or service on this website should not be construed as an endorsement of that party or its product or service. We will not be responsible for any damages you or any third party may suffer because of the transmission, storage or receipt of confidential or proprietary information that you make or that you expressly or implicitly authorize us to make, or for any errors or any changes made to any transmitted, stored or received information.

13. Feedback

If you or any of your employees or Authorized Users sends or transmits any communications or materials to us by mail, email, telephone, or otherwise, suggesting or recommending changes to the Services, including, without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), we are free to use such Feedback and any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, without any attribution or compensation to any party, although we are not required to use any Feedback.

14. Indemnity

You always agree to indemnify, defend and hold harmless us, our agents, suppliers, licensors, affiliates and our and their respective directors, officers and employees (collectively, the “Indemnified Parties”) against all losses, liabilities, suits, claims, actions, costs, damages and expenses (including, without limitation, reasonable attorneys’ fees and expenses) sustained, incurred or paid by any Indemnified Party directly or indirectly resulting from, arising out of, relating to or in connection with: (i) violation of these Terms by you, any Authorized User or other person using your account or credentials; (ii) your or any Authorized User’s access to or use of the Services, (iii) any information used, stored, or transmitted in connection with your account or credentials; (iv) breach of the rights of any third party, including but not limited to privacy, publicity, intellectual property, or other proprietary rights, by you, any Authorized User or anyone using your account or credentials; or (v) violation of any law, regulation, or other legal requirement. This paragraph is intended to be applicable to the maximum extent allowed by law.

15. Limitations on liability and disclaimers

No warranties

EXCEPT AS EXPRESSLY PROVIDED IN A SEPARATE AGREEMENT WITH YOU, THE SERVICES ARE PROVIDED “AS IS” WITHOUT ANY REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS, OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO UNINTERRUPTED OR ERROR-FREE OPERATION, AVAILABILITY, ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, LEGALITY, SUITABILITY, PRIVACY, SECURITY, MERCHANTABILITY, QUALITY, TITLE, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE.

No special damages

IN NO EVENT WILL WE, OUR AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, OR OUR AND THEIR RESPECTIVE DIRECTORS, OFFICERS, OR EMPLOYEES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, AGGRAVATED, ECONOMIC OR CONSEQUENTIAL DAMAGES, HOWSOEVER CAUSED, INCLUDING BUT NOT LIMITED TO: DAMAGES FOR LOSS OF USE, LOST PROFITS OR LOST SAVINGS, EVEN IF WE OR ANY OF OUR LAWFUL AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM.

Additional limitation

IN NO EVENT WILL WE, OUR AFFILIATES, AGENTS, LICENSORS, SUPPLIERS, OR OUR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, OR EMPLOYEES BE LIABLE FOR DAMAGES OR LOSSES RESULTING FROM: VIRUSES, DATA CORRUPTION, FAILED MESSAGES, TRANSMISSION ERRORS, OR PROBLEMS; TELECOMMUNICATIONS SERVICE PROVIDERS; LINKS TO THIRD PARTY WEBSITES; THE INTERNET BACKBONE; PERSONAL INJURY; THIRD PARTY CONTENT, PRODUCTS OR SERVICES; DAMAGES OR LOSSES CAUSED BY YOU OR YOUR RESPECTIVE EMPLOYEES, AGENTS OR SUBCONTRACTORS; LOSS OF USE OR LACK OF AVAILABILITY OF FACILITIES, INCLUDING COMPUTER RESOURCES, ROUTERS, AND STORED DATA; THE USE OR INABILITY TO USE THE SERVICES; ANY OTHER WEBSITE ACCESSED TO OR FROM THE SERVICES; OR EVENTS BEYOND OUR REASONABLE CONTROL, EVEN IF WE OR ANY OF OUR LAWFUL AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM.

Aggregate liability

IN NO CASE WILL OUR, OUR AFFILIATES', AGENTS', LICENSORS', SUPPLIERS', AND OUR AND THEIR RESPECTIVE DIRECTORS', OFFICERS', AND EMPLOYEES' CUMULATIVE TOTAL LIABILITY FOR ANY CAUSE WHATSOEVER (INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, TORT, NEGLIGENCE, GROSS NEGLIGENCE OR OTHERWISE) ARISING UNDER OR RELATING TO THE SERVICES BE MORE THAN ONE HUNDRED DOLLARS ($100.00).

16. Term and termination

  1. We may, at any time and in our sole discretion, without prior notice, and without any liability to you, modify or discontinue any portion of our Services, either temporarily or permanently.
  2. At any time and in our sole discretion, without prior notice, and without any liability to you, we may (i) cancel or deactivate your account; or (ii) temporarily or permanently, suspend, restrict, or terminate access to any or all of Services for any reason or for no reason. We are under no obligation to disclose our reason for any termination or suspension of the Service to you or generally.
  3. In the event of any termination of this Agreement, discontinuation of all Services, or termination of your right to access all Services: (i) all fees and amounts payable to us by you shall immediately become due, (ii) we may delete any of your user data without any liability to you, provided that we also reserve the right to retain your user data for seven (7) years following termination; and (iii) we may cancel any open order, trades, or transactions that are pending at the time of the termination of your right to access all Services or discontinuation of the Services. We reserve the right to retain aggregated anonymized user data for longer to improve Services, prevent fraud and produce aggregated statistics.
  4. The provisions of these Terms relating to indemnification, or limitations of liability and disclaimers, your warranties, and any other provisions which by their terms should reasonably survive termination, shall survive termination of the Services or this Agreement.

17. Separate agreement

From time to time, we may enter into separate agreements to govern your use of the Services (for example, enterprise-level customers). Except otherwise replaced by the terms of such separate agreements, these Terms shall govern and control with respect to your use of the Services.

18. Notices

We may provide you with notices in any of the following methods: (1) via the Services, including by a banner or pop-up within the applicable Site, Account, or elsewhere; (2) by email, sent to the e-mail address you provided us; and/or (3) through any other means, including any phone number, SMS or text message or physical address you provided us. Such notice to you will be deemed received and effective upon receipt or twenty-four (24) hours after it was published or sent through any of the foregoing methods unless otherwise indicated in the notice. If we choose to notify you through electronic communication, you agree to receive such communications, including but not limited to our applicable policies, statements, reports, invoices, receipts, disclosures, legal or regulatory statements, or documents via electronic delivery.

19. Binding arbitration

Please read this section carefully. It limits the manner in which you may seek relief, and requires you to arbitrate disputes with us. If you have a dispute with us, we will first seek to resolve such a dispute through our support team.

Except for disputes in which either party seeks equitable and other relief for the alleged unlawful use of intellectual property, copyrights, trademarks, trade names, logos, trade secrets, or patents, any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, will be determined by binding arbitration. The location of the arbitration will be in New York City (Manhattan). The arbitration will be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. Disputes will not be resolved in any other forum or venue. You agree that any arbitration will be conducted by a sole arbitrator. Pre-arbitration discovery will be limited to the greatest extent provided by the rules of AAA, the arbitration award will not include factual findings or conclusions of law, and no punitive damages will be awarded. Notwithstanding any other rules, no arbitration proceeding brought against us will be consolidated with any other arbitration proceeding without our written consent. Judgment may be entered upon any award granted in any arbitration in any court of competent jurisdiction in the county and state in which we maintain our principal office at the time the award is rendered, in the county and state where we are organized or incorporated, or in any other court having jurisdiction. The arbitrator will, in the award, allocate all of the costs of the arbitration, including the fees of the arbitrator and the reasonable attorneys’ fees of the prevailing party, against the party who did not prevail.

NOTICE: BOTH YOU AND ELEVATION AI ARE AGREEING TO HAVE ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT DECIDED BY NEUTRAL BINDING ARBITRATION AND ARE GIVING UP ANY RIGHTS IT MIGHT POSSESS TO HAVE THOSE MATTERS LITIGATED IN A COURT OR JURY TRIAL. BY AGREEING TO THIS ARBITRATION AGREEMENT, BOTH YOU AND ELEVATION AI ARE GIVING UP THEIR RESPECTIVE JUDICIAL RIGHTS TO DISCOVERY AND APPEAL EXCEPT TO THE EXTENT THAT THEY ARE SPECIFICALLY PROVIDED FOR UNDER THIS AGREEMENT. BY AGREEING TO ARBITRATION, YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. IF ANY PARTY REFUSES TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, THAT PARTY MAY BE COMPELLED TO ARBITRATE UNDER FEDERAL OR STATE LAW. THIS ARBITRATION AGREEMENT EVIDENCES A TRANSACTION IN INTERSTATE COMMERCE, AND THUS TO THE EXTENT APPLICABLE, THE U.S. FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS PROVISION. BOTH YOU AND ELEVATION AI CONFIRM THAT OUR RESPECTIVE AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY.

20. Governing law

This Agreement shall be governed pursuant to the laws of the State of New York, USA, without regard to principles of conflict of laws. You agree that we may initiate a proceeding related to the enforcement or validity of our intellectual property rights in any court having jurisdiction. With respect to any proceeding that is not subject to arbitration under this Agreement or policies incorporated herein, you agree that any proceedings shall be in the federal or state courts located in New York City (Manhattan). You waive any objection to the venue and submit to personal jurisdiction in any such courts.

21. Interpretation

The division of this Agreement into sections and the insertion of headings are for the convenience of reference only and shall not affect the construction or interpretation of this Agreement. In this Agreement, words importing the singular number include the plural and vice versa; words importing gender include all genders; and words importing persons include individuals, sole proprietors, partnerships, corporations, trusts, and unincorporated associations.

22. Entire agreement

This Agreement as it may be amended from time to time in accordance with these Terms, and all other legal notices and policies on this website, constitute the entire agreement between you and us with respect to the use of the Services.

23. Amendment and waiver

We reserve the right, in our discretion, to amend this Agreement at any time by posting amendments on this website. You are responsible for periodically reviewing the amendments on this website, and you are deemed to be aware of such amendments. If you do not agree to the amended terms and conditions, you shall immediately stop using this website. Access to this website or use of the Services after any amendments have been posted shall constitute your acknowledgment and acceptance of the amended terms and conditions; provided, however, that we will provide you any notice and opportunity to accept any updates and changes as may be required under applicable law. No supplement, modification, or amendment to this Agreement and no waiver of any provision of this Agreement shall be binding on us unless executed by us in writing. No waiver of any of the provisions of this Agreement shall be deemed to be or shall constitute a waiver of any other provision (whether or not similar) nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.

24. Severability

Any provision of this Agreement that is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable in such jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity, or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of this Agreement or affecting the legality, validity or enforceability of the such provision in any other jurisdiction.

25. Inurement

This Agreement shall inure to the benefit of and be binding upon each of us and our respective successors and permitted assigns. You acknowledge having read this Agreement before accepting it, having the authority to accept this Agreement, and having received a copy of this Agreement.

26. Assignment

You shall not assign or transfer any of your rights or obligations under this Agreement without our prior written consent, which we may withhold at our sole and absolute discretion. Any actual or attempted assignment hereof by you contrary to the terms of this Agreement shall be null and void. We may, at our discretion, assign some or all our rights or obligations to a third party, without your consent or approval. If we are acquired by, sold to, or merged with a third-party entity, we reserve the right to transfer or assign all your user data as part of such merger, acquisition, sale, or change of control.

27. Support

Please direct questions, complaints, or issues to operations@elevationai.com.