Terms of Service

These Terms of Service ("Terms") are a legal agreement between AI Advantage, LLC ("Provider", "we", "us") and the organization that subscribes to or uses our software platform ("Customer", "you"). By accessing or using the Platform, you agree to these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization.

1. Definitions

• "Platform" means the senior-placement workflow software provided by Provider, including its web application, features, and related services.
• "Authorized User" means an individual (such as your owners, admins, and agents) whom you permit to access the Platform under your account.
• "Customer Data" means all information you or your Authorized Users submit to the Platform, including records about the individuals you serve (such as prospective residents and their contacts) and your facility and business records.

2. License to Use the Platform

Subject to these Terms and your payment of applicable fees, Provider grants you a non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during your subscription term, solely for your internal business operations.

3. Ownership and Intellectual Property

Provider owns and retains all right, title, and interest in and to the Platform, including all software, designs, and intellectual property. These Terms grant you a license to use the Platform — they do not transfer any ownership of the Platform to you. You receive no rights except those expressly granted here.

You retain all right, title, and interest in your Customer Data. If you give us feedback or suggestions, you grant us a perpetual, royalty-free license to use it to improve the Platform.

4. Accounts and Authorized Users

You are responsible for your account, for the acts and omissions of your Authorized Users, and for keeping login credentials confidential. Each agency's data is isolated from every other agency on the Platform; you are responsible for managing who within your organization has access.

5. Acceptable Use

You agree not to:

• Copy, modify, reverse engineer, or attempt to derive the source code of the Platform;
• Resell, sublicense, or provide the Platform to third parties as a service bureau;
• Use the Platform to violate any law or the rights of others, or to upload malicious code;
• Attempt to gain unauthorized access to the Platform or to other customers’ data, or interfere with the Platform’s operation.

6. Customer Data and Your Responsibilities

You are responsible for your Customer Data and for the accuracy and legality of the information you enter. You represent that you have the necessary rights and permissions to collect and submit information about the individuals you serve and to use the Platform for that purpose, and that you will comply with all laws applicable to your business.

You grant Provider the right to host, process, and transmit Customer Data as needed to provide and support the Platform.

7. Third-Party Services

The Platform integrates with third-party services (for example, hosting, email, e-signature, fax, calendar, and AI features). Those services are provided by their respective vendors and may have their own terms. We are not responsible for third-party services, and their availability is not guaranteed. See our Privacy Policy for the list of service providers that process data on our behalf.

8. Fees and Payment

Fees for the Platform are as agreed between you and Provider in the applicable order, proposal, or subscription arrangement. Unless stated otherwise, fees are billed in advance and are non-refundable except as required by law. We may suspend access for non-payment after reasonable notice.

9. Confidentiality

Each party may receive confidential information of the other. Each party agrees to protect the other’s confidential information with reasonable care and to use it only to perform under these Terms. Customer Data is your confidential information.

10. Warranties and Disclaimer

Provider will use commercially reasonable efforts to make the Platform available and to operate it in a professional manner. EXCEPT AS EXPRESSLY STATED, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AI-assisted features (such as facility matching) produce suggestions to assist your judgment and are not a substitute for professional decision-making.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS OR DATA. PROVIDER’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES YOU PAID TO PROVIDER IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

12. Indemnification

You will defend and indemnify Provider against third-party claims arising from your Customer Data, your use of the Platform in violation of these Terms, or your violation of law or the rights of the individuals you serve.

13. Term, Termination, and Data Export

These Terms apply while you use the Platform. Either party may terminate for material breach that is not cured within thirty (30) days of notice. You may stop using the Platform at any time.

On termination, your right to use the Platform ends. For thirty (30) days after termination you may request an export of your Customer Data, after which we may delete it from our active systems in the ordinary course (subject to backups and legal requirements).

14. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice. Your continued use of the Platform after changes take effect constitutes acceptance.

15. Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in California.

16. Contact

Questions about these Terms? Contact AI Advantage at info@aiadvantage.ai.