Terms of service.

EloraHQ, Inc. Terms of Service


Effective Date: 1/1/2024

Last Update: 8/13/2024

Terms of Service


Our Terms of Service (“Terms”) are a legally binding agreement between you and EloraHQ, Inc. (“us”, “we”, or “our”). Our Terms govern your use of https://www.elorahq.com/ and https://chat.elorahq.com/, including their web interfaces, application programming interfaces (APIs), and other software, services, tools, documentation, content, intellectual property, and functionalities that we make available to you (collectively, our “Services”).


Please read our Terms carefully before you use our Services. By accepting our Terms or otherwise accessing or using our Services, you agree to be bound by and comply with our Terms, and acknowledge that you have read and understand our Privacy Policy. If you do not agree to our Terms, or if you object to our Privacy Policy, you must not access or use our Services.

 

  1. Changes to Terms


We may revise and update our Terms from time to time in our sole discretion. If you continue to use the Services after we post the updated Terms on the Services or otherwise give you notice of such changes, it means that you accept and agree to the updated Terms. If you do not accept the updated Terms, you must not continue to access or use the Services.

  1. Accounts

To access or use the Services, we may ask you to register for an account (“Account”) and provide certain information to us. You agree that we may use this information to communicate with you about our Services and that our communications to you will satisfy any requirements for legal notices.


You acknowledge that your account is specific to you. You must keep all passwords, API keys, or other credentials to access or use our Services confidential and not disclose them to any other person or entity. You also must not provide any other person or entity with access to our Services using your account credentials. You are responsible for all activity occurring under your account or with use of your access credentials, and you agree to notify us immediately if you become aware of any unauthorized access to or use of your account or access credentials by sending an email to info@elorahq.com. Unless we specifically state otherwise in a separate agreement with you, we may terminate your access to the Services or your account in accordance with Section 8 below.


You may close your account at any time by contacting us at info@elorahq.com. 

  1. Usage Rights, Requirements, and Restrictions

Our usage rights are intended to help users stay safe and ensure that our Services are used responsibly. Our Services may pose an “Elevated Risk” of harm because users often use the Services in domains that are vital to public and social welfare, including and not limited to:

  • Healthcare

  • Legal

  • Financial

  • Insurance

  • Senior Care

  • Senior Housing

Guidance in Elevated Risk domains may influence critical decisions with legal, health, financial, and other implications. We disclose that users are interacting with an AI system rather than a human. We use citations to indicate the source of information provided in our Services, where possible. We strive to improve the accuracy and appropriateness of the information provided by our Services. We work to refine the AI to monitor, prevent, and remove harmful and unintended outputs. 


Professional Guidance (Human in the Loop)


When using our products and Services to provide advice, guidance, recommendations, or subjective decisions, a qualified professional in that field must review the content or decision prior to finalization or dissemination. This requirement applies to content or decisions that are provided to consumers or to the general public, as well as to decisions made about an individual or individuals. 


While we strive to improve the accuracy and appropriateness of the information from our Services, you, the user, are responsible for the accuracy and appropriateness of any additional decisions, actions, and communications resulting from that information. 


Disclosure 


You must disclose to any other individuals, customers, or end users that you are using our Services to inform your decisions or recommendations, and that clearly disclose to your users that they are interacting with an AI system rather than a human.


Restrictions


You may not use the Services to: 

  • Compromise any individual’s safety, including a child or senior’s safety

  • Compromise critical infrastructure

  • Facilitate or incite violence, hateful, or discriminatory behavior

  • Compromise some else’s privacy or identity, including the misuse, collection, or gaining of access to another person’s private information without permission

  • Create or spread misinformation, fraud, abuse, or predatory practices

  • Generate sexually explicit content


You may not access or use the Services in the following ways: 

  • In any manner that violates any applicable law—including, without limitation, any laws about exporting data or software to and from the United States or other countries. 

  • To develop any products or services that supplant or compete with ourServices, including to develop or train any artificial intelligence, machine learning, or data algorithms or models. 

  • To decompile, reverse engineer, disassemble, or otherwise reduce ourServices to human-readable form, except when these restrictions are prohibited by applicable law. 

  • To crawl, scrape, or otherwise harvest data or information from ourServices other than as permitted under these Terms. 

  • To use our Services or Materials to obtain unauthorized access to any system or information or to deceive any person. 

  • To infringe, misappropriate, or violate intellectual property or other legal rights (including the rights of publicity or privacy). 

  • Except with respect to use of our APIs, to use the Services through automated or non-human means, whether through a bot, script, or otherwise. 

  • To engage in any other conduct that restricts or inhibits any person from using or enjoying our Services, or that in our sole judgment exposes us—or any of our users, affiliates, or any other third party—to any liability,damages, or detriment of any type, including reputational harms. 

  • To assist any person in doing any of the above.


You may not use our AI Services for: 

  • Reverse Engineering. You may not use the Services to discover any underlying components of the models, algorithms, and systems. For example, you may not try to determine and remove the weights of models.

  • Extracting Data. You may not use web scraping, web harvesting, or web data extraction methods to extract data from the Services.

  • Limits on use of data from the Services. You may not use the Services, or data from the AI services, to create, train, or improve (directly or indirectly) any other AI service. 

  • Use of Your Content. As part of providing the Services, we will process and store your inputs to the service as well as output from the service, for the primary purpose of monitoring and improving our Services and preventing abusive or harmful uses or outputs of Services.

  • Third party claims. You are solely responsible for responding to any third-party claims regarding your use of the Services in compliance with applicable laws (including, but not limited to, copyright infringement or other claims relating to content output during your use of the AI services).

  1. Ownership of the Services


The Services are owned and operated by us and our affiliates, licensors, and service providers (collectively “Providers”). We and our Providers retain all our respective rights, title, and interest, including intellectual property rights, in and tothe Services. Other than the rights of access and use expressly granted in ourTerms, our Terms do not grant you any right, title, or interest in or to our Services. 


  1. Prompts, Outputs, and Materials

  1. Rights to Materials. Our Services may allow you to submit text and other materials to the Services for processing (“Prompts”). Our Services may generate responses based on your Prompts (“Outputs”). Outputs and Prompts collectively are “Materials.” You represent and warrant that you have all rights, and have provided any notices and obtained any consents, that are necessary for us to process any Prompts you submit to the Services in accordance with our Terms. You also represent and warrant that your submission of Prompts to us will not violate our Terms, or any laws applicable to those Prompts—including intellectual property laws and any privacy or data protection laws governing personal information contained in your Prompts. Except as expressly provided in our Terms, you retain all right, title, and interest—including any intellectual property rights—that you have in and to your Prompts. 

  2. Personal Information. If you submit any personal information to us in connection with your use of the Services, you acknowledge that our Privacy Policy governs our use and processing of such personal information. 

  3. Nature of Outputs. Responses that the Services generate based on materials submitted by third parties (“Third-Party Outputs”) may be identical or similar to third-party materials or Outputs that the Services generate based on your Prompts. You acknowledge that Third-PartyOutputs are not your Outputs and that you have no right, title, or interest in or to any Third-Party Outputs. 

  4. Reliance on Outputs. We make no representations or warranties with respect to the accuracy of any Outputs. You should not rely on any Outputs without independently confirming their accuracy with a professional in a relevant field. Outputs may contain material inaccuracies even if they appear accurate because of their level of detail or specificity. The Services and any Outputs may not reflect correct, current, or complete information. 

  5. Our Use of Materials. We may use Materials to provide, maintain, and improve the Services and to develop other products and services. We will not train our machine learning models on any Materials that are not publicly available, except in two circumstances: 

    1. If you provide Feedback to us (through the Services or otherwise) regarding any Materials, we may use that Feedback in accord with the following: You grant to us an irrevocable, royalty-free, perpetual license to use all feedback, ideas, or suggested improvements you provide to us (through the Services or otherwise) regarding the Services, Prompts, or Outputs (collectively, “Feedback”),and you agree that we and our Providers may use the Feedback—together with the related Prompts and Outputs or any derivative thereof—in any manner without any payment or credit to you, including in connection with our development, improvement, and marketing of our Services or other products or services. 

    2. We may use and analyze information you provide in Prompts and Services to improve the accuracy and appropriateness of our Outputs, in consistency with our mission and the safety of our users. 


  1. Suspension or Revocation of Services


Unless we specifically state otherwise in a separate agreement with you, we reserve the right to temporarily or permanently modify, suspend, or discontinue the Services or your access to the Services or account at any time, in our sole discretion, without notice to you, and we will not be liable for any change to or any suspension or discontinuation of the Services or your access to them, to the maximum extent permissible under applicable law. 


  1. Fees, Subscriptions, and Payments


  1. Fees. You may be required to pay fees to us to access or use the Services or certain features of the Services. You are responsible for paying any applicable fees listed on the Services. Except as expressly provided in these Terms, all fees are non-refundable, to the fullest extent permissible under applicable law. 

  2. Payment Method. Fees may be recurring or based on usage. If these fees are specified to be recurring or based on usage, you agree that we may charge such fees on a periodic basis to a payment method you specify (your “Payment Method”). By using a Payment Method to pay fees, you are expressly agreeing that we are authorized to charge to the Payment Method the fees, together with any applicable taxes. You confirm that the card or bank account which is being used as your Payment Method is yours, or that you have the authorization of the account holder to use it. If you use a Payment Method which you are not authorized to use, you will be liable to us for any losses that we suffer because of your use of that Payment Method. 

  3. Additional Fees. Except where we specifically agree otherwise in a separate contract with you, you acknowledge and agree that any fees for access to or use of the Services may increase at any time. Additional fees may apply for additional Services or features of the Services that we make available. In those cases, we will provide you with notice before charging the additional fees. If we charge additional fees in connection with our Services, you will have an opportunity to review and accept the additional fees that you will be charged, before being charged. If you do not accept any such additional fees, we may discontinue your access to the Services or features. You acknowledge and agree that we will not be held liable for any errors caused by third-party payment processors that we may use. 


  1. Disclaimer of Warranties, Limitations of Liability, and Indemnification


  1. YOUR USE OF THE SERVICES AND MATERIALS IS SOLELY AT YOUR OWN RISK. THE SERVICES AND OUTPUTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE AND OUR PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, ACCURACY, AVAILABILITY, RELIABILITY, SECURITY, PRIVACY, COMPATIBILITY, NON-INFRINGEMENT, AND ANY WARRANTY IMPLIED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. 

  2. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL WE, OUR PROVIDERS, OR OUR OR THEIR RESPECTIVE AFFILIATES, INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS, HEREAFTER “THE PARTIES” BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR OTHER DAMAGES ARISING OUT OF OR IN ANYWAY RELATED TO THE SERVICES, THE MATERIALS, OR THESE TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY, EVEN IF ANY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, AND EVEN IF THE DAMAGES ARE FORESEEABLE. 

  3. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES, THE MATERIALS, OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID TO US FOR ACCESS TO OR USE OF THE SERVICES (IF ANY) IN THE SIX MONTHS PRECEDING THE DATE SUCH DAMAGES, LOSSES, AND CAUSES OF ACTION FIRST AROSE. THE FOREGOING LIMITATIONS ARE ESSENTIAL TO THESE TERMS, AND WE WOULD NOT OFFER THE SERVICES TO YOU UNDER THESE TERMS WITHOUT THESE LIMITATIONS. 

  4. YOU AGREE TO INDEMNIFY AND HOLD THE PARTIES HARMLESS FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF OR RELATED TO YOUR BREACH OR ALLEGED BREACH OF THESE TERMS; YOUR ACCESS TO, USE OF, OR ALLEGED USE OF THESERVICES OR THE MATERIALS; YOUR FEEDBACK; ANY PRODUCTS OR SERVICES THAT YOU DEVELOP, OFFER, OR OTHERWISE MAKE AVAILABLE USING OR OTHERWISE IN CONNECTION WITH THE SERVICES; YOUR VIOLATION OF APPLICABLE LAW OR ANY THIRD-PARTY RIGHT; AND ANY ACTUAL OR ALLEGED FRAUD, INTENTIONAL MISCONDUCT, GROSS NEGLIGENCE, OR CRIMINAL ACTS COMMITTED BY YOU OR YOUR EMPLOYEES OR AGENTS. WE RESERVE THE RIGHT TO ENGAGE SEPARATE COUNSEL AND PARTICIPATE IN OR ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU HEREUNDER, IN WHICH CASE YOU AGREE TO COOPERATE WITH US AND SUCH SEPARATE COUNSEL AS WE REASONABLY REQUEST. 

  5. THE LAWS OF SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES OR CERTAIN TYPES OF DAMAGES, SO SOME OR ALL OF THE DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS MAY NOT APPLY TO YOU. 



  1. Miscellaneous


  • Additional Terms. When using our Services, you agree to comply with and are subject to any guidelines, rules, or supplemental terms applicable to such Services that may be posted on the Services from time to time. To the extent that we ask you to review and accept any supplemental terms that expressly conflict with our Terms, the supplemental terms will supersede our Terms with respect to your use of the portion of the Services governed by such supplemental terms, solely to the extent of the conflict. 

  • Entire Agreement; No Assignment. Our Terms and any other terms expressly incorporated by reference form the entire agreement between you and us regarding the subject matter of our Terms. Our Terms may not be transferred or assigned by you without our prior written consent, but may be assigned by us without restriction. 

  • No Joint Venture, Partnership, Employment, or Agency Relationship. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us because of our Terms or your access to or use of the Services. 

  • No Sponsorship. You may not, without our prior written consent, use ourname, logo, or other trademarks to promote products or services other than the Services, or in any other way that implies our affiliation, endorsement, or sponsorship. 

  • Severability. If any provision of our Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision will be eliminated or limited to the minimum extent necessary to comply with applicable law, such that the remaining provisions of our Terms will continue in full force and effect. 

  • No Waiver. No waiver by us of any term or condition set forth in our Terms will be deemed a further or continuing waiver of such term or condition, ora waiver of any other term or condition, and any failure by us to assert a right or provision under our Terms will not constitute a waiver of such right or provision. 

  • Legal Compliance. We may comply with governmental, court, and law enforcement requests or requirements relating to provision or use of the Services, or to information provided to or collected under our Terms. We reserve the right, at our sole discretion, to report Prompts or Outputs to law enforcement. 

Contact Us

If you have any questions about this Terms of Service, please contact us:

By email: info@elorahq.com.