Terms of Service

Introduction

These Terms of Service ("Terms") govern access to and use of the Conviction platform, the websites at withconviction.ai and app.withconviction.ai, and any related services (collectively, the "Service") provided by Conviction AI LLC, a Virginia limited liability company ("Conviction," "we," "our," or "us"). By accessing or using the Service, you agree to be bound by these Terms and by our Privacy Policy.

If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization, and "you," "your," and "Customer" refer to that organization. If you do not agree to these Terms, do not access or use the Service.

1. Definitions

• "Customer" means the organization that subscribes to the Service.
• "Authorized User" or "End User" means an individual whom Customer permits to access and use the Service on Customer's behalf (e.g., an employee, contractor, or analyst).
• "Customer Data" means data, content, or information submitted to the Service by Customer or its Authorized Users, or generated through their use of the Service.
• "Inputs" means prompts, queries, files, and other content Customer or its Authorized Users submit to AI-powered features of the Service.
• "Output" means content generated by the Service, including AI-generated text, summaries, scores, and reports.
• "Documentation" means user guides and other materials we make available describing the Service.
• "Order Form" means an ordering document or online registration page through which Customer subscribes to the Service.
• "Subscription Term" means the term of Customer's subscription as set out in the Order Form, including any renewals.

2. Eligibility and Accounts

To use the Service you must be at least 18 years old and capable of entering into a binding contract. You agree to provide accurate information when creating an account and to keep that information current. You are responsible for safeguarding your account credentials and for all activities that occur under your account. Notify us immediately at alex@withconviction.ai of any actual or suspected unauthorized access.

Customer is responsible for all activity by its Authorized Users and for ensuring that each Authorized User complies with these Terms.

3. Subscriptions, Fees, Taxes, and Billing

Customer may subscribe to the Service through an Order Form or online registration. Fees, billing frequency, and the Subscription Term are set out in the applicable Order Form or registration confirmation.

• Payment processor. Payments are processed by Stripe. Customer authorizes Conviction (and Stripe acting on our behalf) to charge the payment method on file for all fees due.
• Automatic renewal. Unless cancelled before the end of the then-current Subscription Term, subscriptions renew automatically for successive terms of the same length at the then-current rates.
• Taxes. Fees are exclusive of all taxes, levies, or duties. Customer is responsible for all such amounts other than taxes assessable against Conviction based on its net income.
• Late and unpaid fees. Overdue amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law. We may suspend access for non-payment after providing notice.
• No refunds. Except as expressly required by law or set out in an Order Form, fees are non-refundable.

4. Authorized Users

These Terms apply to Customer and to each Authorized User. Customer is responsible for ensuring its Authorized Users agree to and comply with these Terms. Accounts are issued per individual; sharing of accounts is prohibited.

5. Acceptable Use

You agree not to, and not to permit any third party to:

• Use the Service in violation of any applicable law or regulation, including securities, anti-money-laundering, and export-control laws.
• Use the Service in connection with insider trading or the trading of securities while in possession of material, non-public information ("MNPI") in violation of applicable law.
• Use the Service to manipulate markets or to attempt to harm any third party.
• Upload or transmit content that is unlawful, infringing, defamatory, or that you do not have the right to submit.
• Upload viruses, worms, or other malicious code, or attempt to interfere with or disrupt the Service.
• Attempt to gain unauthorized access to the Service, any account other than your own, or any underlying systems or networks.
• Reverse engineer, decompile, or disassemble any part of the Service except to the extent expressly permitted by applicable law.
• Use the Service for benchmarking, competitive analysis, or to build a competing product.
• Scrape, harvest, or otherwise extract data from the Service except through interfaces we make available for that purpose.
• Use automated systems (e.g., bots) to access the Service except as expressly authorized.
• Redistribute, sublicense, or resell data, Output, or any part of the Service.
• Remove or obscure any copyright, trademark, or other proprietary notices.

We may, but are not obligated to, monitor use of the Service, investigate violations, and remove or restrict content or accounts that we reasonably believe violate these Terms.

6. Customer Data; Inputs and Outputs

Ownership. As between the parties, Customer retains all right, title, and interest in and to Customer Data. Customer grants Conviction a worldwide, non-exclusive, royalty-free license to host, copy, transmit, display, and process Customer Data and Inputs solely to provide, secure, and improve the Service in accordance with these Terms.

Customer responsibility. Customer represents and warrants that it has all rights, consents, and authority necessary to provide Customer Data and Inputs to the Service and that Conviction's use of Customer Data as contemplated in these Terms will not infringe or violate the rights of any third party or any law.

Output.Subject to Customer's compliance with these Terms, Conviction assigns to Customer all rights it has in Output specifically generated for Customer through Customer's use of the Service. Customer acknowledges that Output is not unique; due to the nature of AI systems, similar Output may be generated for other users. Conviction makes no claim of ownership over Customer's Output but retains all rights in the underlying Service.

Aggregated data. Conviction may collect and use aggregated, de-identified, or anonymized data derived from use of the Service for any lawful purpose, including improving the Service.

7. AI-Generated Content

Some features of the Service rely on third-party AI providers, including OpenAI and Google Gemini. Output produced by these features:

• May be inaccurate, incomplete, biased, or out of date.
• Should be independently verified before being relied upon.
• Does not represent the views or recommendations of Conviction.
• May reflect content that is similar to Output generated for other users.

Conviction does not use Customer Data to train foundation models. We configure our AI integrations to disable provider-side training on our API traffic where the provider supports such controls.

8. Third-Party Integrations and Services

The Service may integrate with third-party platforms (e.g., LinkedIn, Meta/Facebook, and market-data providers such as Financial Modeling Prep). Use of those services is governed by their own terms and privacy practices. You are responsible for complying with applicable third-party terms when you authorize a connection.

We do not control and are not responsible for the availability, accuracy, or content of third-party services, and we may modify or remove integrations at any time.

9. Investment Research Disclaimer

The Service provides research, analytics, and AI-generated content for informational and educational purposes only. It is not investment advice, financial advice, legal advice, tax advice, or accounting advice, and is not a recommendation to buy, sell, or hold any security or other financial instrument.

Conviction AI LLC is not a registered investment adviser, broker-dealer, or fiduciary. No fiduciary, agency, or advisory relationship is created by your use of the Service.

Information presented through the Service may include historical data, forward-looking statements, and outputs from quantitative or AI models. Past performance does not guarantee future results. Backtested or hypothetical performance is not indicative of actual results and is subject to inherent limitations, including the benefit of hindsight. You are solely responsible for your investment decisions and should consult a qualified professional before acting on any information.

10. Intellectual Property

Conviction and its licensors own the Service, the Documentation, all Conviction trademarks and brand assets, and all software, algorithms, models, designs, and content underlying the Service. Except for the limited rights expressly granted in these Terms, no rights are granted to you by implication, estoppel, or otherwise.

Feedback. If you provide feedback, suggestions, or recommendations regarding the Service, you grant Conviction a perpetual, irrevocable, royalty-free license to use that feedback without restriction.

11. Confidentiality

Each party may have access to non-public information of the other party that is identified as confidential or that a reasonable person would understand to be confidential ("Confidential Information"). The receiving party will (a) use Confidential Information only for purposes of these Terms, (b) protect it with at least the same degree of care it uses for its own confidential information (and no less than reasonable care), and (c) limit access to personnel who need to know it for these purposes and are bound by confidentiality obligations no less protective. Confidential Information does not include information that is or becomes publicly known without breach, is independently developed without reference to the disclosing party's information, or is rightfully received from a third party without confidentiality obligations.

12. Publicity

Conviction may identify Customer by name and logo as a customer of Conviction in marketing materials and on Conviction's website. Customer may opt out of this use by emailing alex@withconviction.ai.

13. Customer Representations and Warranties

Customer represents and warrants that (a) it has the legal authority to enter into these Terms, (b) its use of the Service will comply with all applicable laws and these Terms, (c) all information it provides is accurate and complete, and (d) its Authorized Users will comply with these Terms.

14. Warranty Disclaimer

THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. CONVICTION SPECIFICALLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. CONVICTION DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR THAT OUTPUT WILL BE ACCURATE, COMPLETE, OR RELIABLE.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• IN NO EVENT WILL CONVICTION OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS, OR INVESTMENT LOSSES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• CONVICTION'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES PAID OR PAYABLE BY CUSTOMER TO CONVICTION IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

These limitations form an essential basis of the bargain and apply regardless of the form of action. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above may not apply to you.

16. Indemnification

You will defend, indemnify, and hold harmless Conviction and its affiliates, officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to (a) Customer Data or Inputs, (b) your or your Authorized Users' use of the Service in violation of these Terms or applicable law, (c) any investment, trading, or business decision you or any third party makes in reliance on Output, or (d) your violation of third-party rights.

17. Term and Termination

These Terms remain in effect for the duration of the Subscription Term. We may suspend or terminate your access to the Service, in whole or in part, if you materially breach these Terms (including non-payment) and fail to cure within ten (10) days after written notice, or immediately if your breach involves illegal use of the Service or creates a material security risk. Customer may terminate at the end of the then-current Subscription Term by providing notice prior to renewal.

Upon termination: (a) all rights granted to you cease; (b) you must stop using the Service; (c) we may delete Customer Data after a reasonable export window (generally 30 days) unless retention is required by law; and (d) sections that by their nature should survive termination will survive.

18. Modifications to the Service

We may add, modify, or discontinue features of the Service at any time. We will use reasonable efforts to notify Customer of material adverse changes in advance.

19. Beta and Pre-Release Features

We may make beta or pre-release features available from time to time. Such features are provided "as is," may be discontinued at any time, may be subject to additional terms, and are not covered by any service-level commitment.

20. Modifications to These Terms

We may modify these Terms from time to time. We will post the revised Terms on this page and update the "Last Updated" date. If a revision is material, we will provide at least 30 days' notice (for example, by email to Customer administrators or by an in-product notification) before the revision takes effect. Continued use of the Service after the effective date of revised Terms constitutes acceptance of the revised Terms.

21. Governing Law and Venue

These Terms are governed by the laws of the Commonwealth of Virginia, excluding its conflict-of-laws rules. Subject to Section 22 (Dispute Resolution; Binding Arbitration), any action that may proceed in court will be brought exclusively in the state or federal courts located in Henrico County, Virginia, and the parties consent to personal jurisdiction and venue there.

22. Dispute Resolution; Binding Arbitration; Class-Action Waiver

Informal resolution. Before initiating a formal proceeding, the parties will attempt in good faith to resolve any dispute by sending written notice to the other party at the address set out in Section 24 and engaging in informal negotiations for at least 30 days.

Binding arbitration. Any dispute, claim, or controversy arising out of or relating to these Terms or the Service that cannot be resolved informally will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its applicable rules then in effect. The arbitration will be conducted in English by a single arbitrator and will take place in Richmond, Virginia, or by videoconference. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. YOU AND CONVICTION AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN CLAIMS OF DIFFERENT PARTIES AND MAY NOT PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.

Exceptions. Either party may (a) seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual-property rights or confidential information, or (b) bring an individual action in small-claims court for claims within that court's jurisdiction.

Opt-out. Customer may opt out of this Section 22 by sending written notice to alex@withconviction.ai within 30 days after first accepting these Terms. The notice must include the name, mailing address, and email associated with the account and a clear statement that Customer is opting out of arbitration. Opting out has no effect on any other provision of these Terms.

Severability. If the class-action waiver is found unenforceable as to a particular claim, that claim will be severed from the arbitration and brought in the courts identified in Section 21; the remainder of this Section 22 will continue to apply.

23. Export Controls; Government Use

You represent that you (a) are not located in any country subject to comprehensive U.S. sanctions, and (b) are not on any U.S. government list of restricted parties. You will not use, export, or re-export the Service in violation of applicable export-control or sanctions laws. If the Service is licensed to a U.S. government end user, the Service is "commercial computer software" and "commercial computer software documentation" and is provided with only those rights granted to all other end users.

24. Notices

Notices to Conviction must be in writing and sent to alex@withconviction.ai with a copy to Conviction AI LLC, 8401 Mayland Dr, Ste A, Richmond, VA 23294, USA. Notices to Customer may be sent to the billing or administrator email associated with the account or posted in the Service.

25. Assignment

You may not assign these Terms, in whole or in part, without our prior written consent (whether by operation of law or otherwise), except to a successor in connection with a merger, acquisition, or sale of substantially all of your assets that is not a competitor of Conviction. Conviction may assign these Terms without restriction. Any prohibited assignment is void.

26. DMCA and Copyright Complaints

If you believe content available through the Service infringes your copyright, send a notice that complies with 17 U.S.C. § 512 to our designated agent at alex@withconviction.ai. We may remove allegedly infringing content and terminate the accounts of repeat infringers in appropriate circumstances.

27. Force Majeure

Neither party will be liable for any delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control, including acts of God, war, terrorism, riots, pandemics, embargoes, acts of civil or military authorities, fire, floods, accidents, network or power outages, or strikes.

28. Entire Agreement; Severability; No Waiver

These Terms, together with the Privacy Policy and any Order Form, constitute the entire agreement between the parties regarding the Service and supersede any prior or contemporaneous agreements on that subject. If any provision is found unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable and the rest of the Terms will remain in effect. Failure to enforce any right is not a waiver of that right.

29. Headings; Counterparts; Electronic Signature

Section headings are for convenience only. These Terms may be accepted electronically, including by clicking an "I accept" button or by using the Service.

30. Survival

The following sections survive termination: 6 (Customer Data; Inputs and Outputs), 9 (Investment Research Disclaimer), 10 (Intellectual Property), 11 (Confidentiality), 13 (Customer Representations and Warranties), 14 (Warranty Disclaimer), 15 (Limitation of Liability), 16 (Indemnification), 17 (Term and Termination), 21 (Governing Law and Venue), 22 (Dispute Resolution), 23 (Export Controls), 24 (Notices), 25 (Assignment), and 28–30.