Terms of Service

Last updated: August 2026

Effective Date: Phase-0 (pre-launch); commercial activity has not commenced.

These Terms of Service ("Terms") form a binding agreement between Ellis Intelligence LLC, a Colorado limited liability company doing business as Ellis Intelligence LLC ("Ellis Intelligence LLC", "we", "us"), and the customer subscribing to or using the Service ("Customer", "you").

The Service is for use by businesses — including prospective customers, partners, vendors, and other visitors researching our brand portfolio. The Service is not for use by consumers.

1. The Service

1.1 Ellis Intelligence LLC's corporate site is an informational website. It does not offer a product or service for sale, create any account, or process any payment. Nothing on the Site is an offer, a contract, or a binding commitment. Descriptions of our brands are for general information; each brand's own product, where offered, is governed by that brand's own terms of service and privacy policy.

1.2 Tier-specific features and limits (including any request-volume or usage bands) are described at ellisintel.com. Tier names, and the figures behind them, live on that page and are never restated in these Terms. The Site offers no product, service, subscription, or tier of any kind; there is nothing to price here. Each brand's own product is priced and tiered on that brand's own pricing page.

1.3 Business Use Only. The Service is intended for use by businesses for business purposes.

1.4 No Professional Advice. Content on the Site is general information, not legal, financial, insurance, security, compliance, or other professional advice, and does not create any advisory or client relationship.

1.5 This Site Is Not a Product; Each Brand's Own Terms Govern Its Own Product. Nothing on the Site is an offer, a contract, or a binding commitment. Each brand's own product, where offered, is governed by that brand's own terms of service and privacy policy, not by these Terms.

1.6 Ellis Intelligence LLC Is the Parent Operating Entity Behind Its Brands. Ellis Intelligence LLC is the parent operating entity behind its brand products, each offered as a d/b/a of Ellis Intelligence LLC. This Site describes those brands for general information only; it does not itself offer any brand's product.

5. Acceptable Use

5.1 No reverse engineering, no scraping, no building a competing product from the Service, no resale.

5.2 No Unauthorized Access or Disruption. You will not use the Site in violation of applicable law, or attempt to gain unauthorized access to, probe, or disrupt the Site.

5.3 No Scraping or Misrepresentation. You will not scrape or harvest content from the Site except as permitted by our robots.txt, or misrepresent your identity or affiliation when contacting us.

8. Intellectual Property

8.1 Site IP. We own the Site and its content — text, design, logos, and the Ellis Intelligence name and marks — or license it from others. You may view and share links to the Site; you may not copy, modify, or reuse its content or marks without permission, except as fair use or applicable law allows.

8.2 Feedback. Standard perpetual-license grant on feedback.

8.3 Customer References. We may identify you as a customer (name, logo) on the customers page unless you opt out.

8.4 IP & Assignment Rider. An IP & Assignment Rider addressing ownership and assignment of intellectual property is incorporated by reference into these Terms and controls over this §8 and over §15.4 on the subjects within its scope.

8.5 Present assignment of Derivative IP. To the extent any Derivative IP would otherwise vest in Customer — by operation of law, under any work-made-for-hire or commissioned-work doctrine, because Customer's use, Inputs, or Feedback contributed to it, or on any other basis — Customer hereby irrevocably and presently assigns to Company all right, title, and interest in and to that Derivative IP, effective automatically upon its creation and without further action or consideration.

9. Privacy and Data Processing

9.1 Privacy Policy at ellisintel.com/privacy. We are the controller for marketing-site visitors and Customer account/billing contacts, and the processor for the compliance data you place under your tenant. Where the Data Processing Addendum and these Terms conflict as to the processing of Customer Data, the DPA controls; this Privacy Policy is a notice, not a contracting instrument.

11. Confidentiality

Treat all Customer Data as confidential information; standard confidentiality commitments; 5-year survival; trade-secret indefinite.

12. Warranties and Disclaimers

12.1 Limited Warranty. The Service performs substantially per documentation. Exclusive remedy: repair or pro rata refund.

12.2 Disclaimer. THE SITE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR ACCURATE.

12.3 No Warranty of Any Brand's Own Product. We make no warranty regarding any brand product described on the Site. Each brand's own product, where offered, is governed by that brand's own terms of service, which state that brand's own warranties and disclaimers.

13. Limitation of Liability

13.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR ANY DAMAGES ARISING FROM A FAILED CONTRACT, DISQUALIFIED BID, REGULATORY ACTION, OR FCA PROCEEDING, EVEN IF ADVISED.

13.2 OUR TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES YOU PAID US IN THE TWELVE MONTHS PRECEDING THE CLAIM.

13.3 No Liability for Regulatory or Enforcement Outcomes. We are not liable for any finding, inquiry, investigation, or enforcement action by any regulatory, administrative, or enforcement body of any kind arising from your use of the Site. This carve-out is stated as broadly as possible and applies uniformly regardless of the specific statute, regulation, or regulatory or enforcement body involved; a party asserting that this carve-out does not apply to a particular claim, statute, or regulatory or enforcement body bears the burden of establishing that, rather than us bearing the burden of having disclaimed each one individually.

14. Indemnification

14.1 No Indemnification Obligation on This Site. This Site is informational only and involves no purchase, subscription, or executed commercial instrument between us. Neither party owes the other an indemnification obligation under these Terms. Each brand's own product, where offered, is governed by that brand's own terms of service, which state that brand's own indemnification provisions.

14.2 No separate indemnity. These Terms state no indemnification obligation separate from, additional to, or narrower than SOW, and nothing in these Terms enlarges or limits it. Where these Terms refer to the §14 indemnity (§10.4 survival), the reference is to SOW.

15. General Provisions

15.1 Governing Law. Colorado. The United Nations Convention on Contracts for the International Sale of Goods ("CISG") does not apply. 15.2 Disputes. Binding arbitration via JAMS in Boulder County, CO. Each party waives any right to a jury trial and to participation in any class, collective, or representative proceeding. Either party may seek injunctive relief in court for §5, §6, §8, or §11 breaches. 15.3 Notices, Force Majeure, Entire Agreement, Modifications (30-day), Severability, No Waiver, Independent Contractors. Standard. Written notice under these Terms (email to the billing contact or in-product notice) is deemed given when sent or first displayed; any notice period runs from that date, and failure to read a notice does not extend it. 15.4 Assignment; Change of Control. You may not assign, delegate, or transfer these Terms, in whole or in part, whether by operation of law, merger, or change of control, without our prior written consent; any attempted assignment in violation of this sentence is void. We may, without your consent and without notice except as any applicable data-protection law requires, assign or transfer these Terms and all of our rights and obligations under them, in whole or in part, (a) to a successor or acquirer in connection with a merger, acquisition, or sale of substantially all of our business or assets, or (b) to an affiliate, subsidiary, or newly formed entity in connection with a corporate conversion, reorganization, or contribution or drop-down of assets undertaken to effect a sale, reorganization, or transfer of the specific business line or product to which these Terms relate. Upon such an assignment, all of our rights under these Terms pass to the assignee, the assignee assumes our obligations arising after the assignment, and your continued use of the Service constitutes acknowledgment of the assignee as "Ellis Intelligence LLC" going forward. A change in our ownership, control, equity holders, or entity form is not a breach of, default under, or ground to terminate, suspend, renegotiate, or re-price these Terms, and does not trigger any right of termination, consent, first refusal, most-favored-nation, audit, or refund on your part. This §15.4 controls over any contrary term in a Customer purchase order or procurement addendum.

15.5 Regional and Supplemental Terms. No jurisdiction-specific supplemental term applies today. Where a supplemental jurisdiction-specific term applies, it controls over a conflicting general term of these Terms for that jurisdiction only.

Contact

Ellis Intelligence LLC — Ellis Intelligence LLC Email: [email protected] Address: 1500 N Grant St, Ste N, Denver, CO 80203, USA