ElysianPrimus API Terms of Service

Version 1.0 · Effective October 19, 2026 · Plain text of this version

1. Agreement

Effective date: October 19, 2026 · Version: 1.0

PLEASE READ THESE TERMS CAREFULLY. SECTION 11 CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT HOW DISPUTES ARE RESOLVED.

1.1 Parties. These ElysianPrimus API Terms of Service (the "Terms") are a binding agreement between Elysian Intelligence Consultants LLC, an Oregon limited liability company ("Elysian", "we", "us" or "our"), and the person or entity that creates an Account or uses the Services ("Customer" or "you").

1.2 Acceptance. You accept these Terms by checking the acceptance box when you create an Account or an API Key, or by using the Services, whichever happens first. If you accept on behalf of an organization, you represent that you have authority to bind it, and "you" means that organization. If you do not agree, do not use the Services.

1.3 Business use only. The Services are offered only to businesses and to individuals acting for business or professional purposes. You represent that you are not acting as a consumer and that you are at least 18 years old.

1.4 Order of precedence. These Terms incorporate the Pricing Page, the Documentation and the Source Terms (each defined below). If they conflict, the order of precedence is: (a) a signed order form or written agreement with Elysian, if any; (b) these Terms; (c) the Source Terms, as to the relevant Data; (d) the Pricing Page; (e) the Documentation.

2. Definitions

"Account"

means your registered account for the Services.

"API"

means each ElysianPrimus application programming interface, currently CVE, TradeCheck, LabelLink, SkillScan and EDGAR, and any API we add later.

"API Key"

means a credential we issue that authenticates calls to the APIs.

"Call"

means a request to an API, counted as described on the Pricing Page.

"Customer Application"

means any software, product or service that you build or operate that uses the Services or Data.

"Customer Data"

means any data, content, information, records, files, materials, or other information submitted, uploaded, transmitted, stored, generated, or otherwise provided by you or your End Users to the Services, excluding Data.

"Data"

means any information returned by the Services, including data we derive from Sources.

"Documentation"

means our then-current technical documentation for the APIs.

"End User"

means any person who uses or receives Data through a Customer Application.

"Personal Data"

means information relating to an identified or identifiable natural person, or any similar term defined under applicable privacy or data protection laws.

"Pricing Page"

means https://elysianintelligence.com/pricing/, as updated under Section 7.

"Services"

means the APIs, the Data, the Documentation, the customer portal and the website through which we offer them.

"Source"

means a third-party or government data source from which Data is obtained, and "Source Terms" means the license and attribution terms of a Source, as identified in the Documentation for each API.

3. Accounts and API Keys

3.1 Registration. You must provide accurate and complete registration and billing information and keep it current.

3.2 Use of API Keys. API Keys are issued for use by you and your employees and contractors acting on your behalf. You must not sell, transfer or share an API Key with any third party, embed it in client-side code or public repositories, or use multiple Accounts or API Keys to exceed any limit.

3.3 Security and responsibility. You must keep your API Keys and Account credentials confidential and secure. You are responsible for all activity under your Account and API Keys, and for all fees incurred, whether or not you authorized it, until you notify us under Section 3.4.

3.4 Compromise. You must notify us promptly at support@elysianintelligence.com if you suspect an API Key has been lost, stolen or exposed, and rotate it in the customer portal.

3.5 Revocation. We may revoke, rotate or restrict any API Key, with or without notice, if it is shared publicly, used to circumvent a limit, used in breach of these Terms, or poses a security risk to the Services or others. Where practical, we will notify you and issue a replacement.

4. License and Acceptable Use

4.1 License. Subject to these Terms and payment of applicable fees, Elysian grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during the term of your Account to: (a) call the APIs in accordance with the Documentation; and (b) use, store, display and distribute Data within Customer Applications, subject to Sections 4.2, 5 and 6.

4.2 Restrictions. You must not, and must not permit any third party to:

1. 1. resell, sublicense, or make the Data available as a bulk dataset, data feed or API, or otherwise use the Services or Data to build a product that substantially replicates or competes with the Services;
2. 2. use the Services or Data for any purpose prohibited under Section 6, including any purpose governed by the Fair Credit Reporting Act;
3. 3. use the Data to harass, stalk, intimidate, discriminate against, or unlawfully profile any individual, or combine the Data with other information to identify or locate individuals for those purposes;
4. 4. exceed or circumvent rate limits, quotas or access controls, or scrape the website or customer portal;
5. 5. reverse engineer, decompile or disassemble any part of the Services, except to the extent applicable law expressly permits despite this restriction;
6. 6. interfere with, overload, or disrupt the Services, or probe, scan or test their vulnerability without our written permission;
7. 7. remove or obscure any attribution, license notice or disclaimer that accompanies the Data;
8. 8. use the Services in violation of any applicable law, regulation, or Source Terms, including export control and sanctions laws; or
9. 9. misrepresent the source, accuracy or nature of the Data, including by presenting it as an official government record.

4.3 Customer Applications. You are responsible for your Customer Applications and End Users, and for ensuring that their use of Data complies with these Terms. You must not make any representation or warranty about the Data to End Users on our behalf.

4.4 Monitoring. We may monitor use of the Services to operate, secure and improve them, enforce limits, and verify compliance with these Terms.

5. Data Sources

5.1 Sources. The Data is obtained from public Sources, each identified with its Source Terms in the Documentation for the relevant API. We collect, clean, normalize and merge Source data. We do not control the Sources, and the Data may be delayed, incomplete, inaccurate, or out of date, whether because of a Source or because of our processing.

5.2 Source Terms. Your use of Data is subject to the applicable Source Terms, which may impose attribution, redistribution or other requirements. You must comply with them, including when you pass Data to End Users. If Source Terms change or a Source withdraws permission, we may change or remove the affected Data, and you must comply with the updated Source Terms from the date we notify you.

5.3 No affiliation or endorsement. The Services are not affiliated with, endorsed, certified or approved by any Source, including the National Institute of Standards and Technology and its National Vulnerability Database ("NVD"), the Cybersecurity and Infrastructure Security Agency, The MITRE Corporation, the Forum of Incident Response and Security Teams ("FIRST"), the U.S. Securities and Exchange Commission ("SEC"), the U.S. Environmental Protection Agency, the Oregon Construction Contractors Board, the Washington State Department of Labor & Industries, the maintainers of the Official MCP Registry, or GitHub, Inc. Data derived from a government Source is not an official record of that Source. You must not use the name, seal, logo or other marks of any Source in a way that suggests affiliation with, or endorsement or approval by, that Source.

5.4 Required notices and open licenses. Wherever you display or redistribute the relevant Data, you must include the following notices or comply with the following terms, as the Documentation further describes:

(a) NVD. "This product uses the NVD API but is not endorsed or certified by the NVD." You must not attribute to NVD any Data that we or you have modified.

(b) CVE records. The MITRE Corporation licenses CVE records under the CVE Program Terms of Use, which grant "a perpetual, worldwide, non-exclusive, no-charge, royalty-free, irrevocable copyright license to reproduce, prepare derivative works of, publicly display, publicly perform, sublicense, and distribute Common Vulnerabilities and Exposures (CVE™)", provided that MITRE's copyright designation and that license are reproduced in any copy. In any copy of CVE records you make, you must reproduce the copyright designation "Copyright © 1999-2026, The MITRE Corporation" and the CVE Usage license text set out in the Documentation. CVE is a trademark and the CVE logo is a registered trademark of The MITRE Corporation. CISA enrichment contained in the CISA Authorized Data Publisher container of CVE records is dedicated to the public domain under CC0 1.0.

(c) EPSS. Exploit Prediction Scoring System scores are provided by FIRST under the MIT License. You must include the MIT License copyright and permission notice set out in the Documentation in any copy or substantial portion of EPSS data you redistribute, and should attribute the scores to "EPSS, FIRST.org".

(d) Open-source advisory data. Some CVE Data, including package and fixed-version data, comes from Sources licensed under open licenses, such as Creative Commons Attribution 4.0 (CC BY 4.0), Creative Commons Attribution-ShareAlike 4.0 (CC BY-SA 4.0), CC0, MIT, Apache 2.0 and BSD licenses. The Documentation and each record identify the Source. You must comply with the applicable license, including attribution and, for CC BY-SA 4.0, licensing your adaptations of that Data under the same license. To the extent such a license prohibits additional restrictions on the licensed material, the restrictions in Section 4.2 do not apply to that material as licensed by its Source, but continue to apply to our compilation and to the Services.

5.5 Verification. You are solely responsible for verifying Data against the original Source before relying on it for any decision of consequence.

6. Product-Specific Terms

The following terms apply in addition to the rest of these Terms when you use the relevant API. If they conflict with the rest of these Terms, this Section 6 controls for that API.

6.1 TradeCheck (contractor license data).

(a) Not a consumer report. Elysian is not a "consumer reporting agency" and TradeCheck Data is not a "consumer report", each as defined in the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. ("FCRA"), or any similar state law. TradeCheck Data has not been collected or assembled for use as a factor in establishing any individual's eligibility for any purpose covered by FCRA.

(b) Prohibited purposes. You must not use TradeCheck Data, in whole or in part, as a factor in determining any individual's eligibility for credit, insurance, employment, housing or tenancy, or for any other purpose described in 15 U.S.C. § 1681b, or for any purpose covered by similar state law.

(c) Certification. Before you receive access to TradeCheck, and as a condition of that access, you certify that you will use TradeCheck Data only for permitted purposes and will not use it for any purpose described in Section 6.1(b).

(d) Enforcement. If we reasonably believe TradeCheck Data is being used for a purpose described in Section 6.1(b), we may immediately suspend or terminate your access without refund.

(e) Verification. License status can change at any time. You must verify a license directly with the issuing state agency before relying on it.

(f) No marketing lists. You must not use TradeCheck Data to compile, sell or provide lists of individuals, including license holders or principals, for marketing, solicitation or other commercial contact purposes. TradeCheck is provided for license verification, compliance monitoring and related risk assessment only.

6.2 LabelLink (EPA pesticide data). LabelLink Data is an informational summary of data published by the U.S. Environmental Protection Agency and is not the product label. The product label approved by EPA is the legally enforceable document governing use. LabelLink Data may not reflect current registrations, amendments, cancellations or state-specific requirements. You must read the official product label and confirm state registration before any purchase, sale, application or other use of a pesticide product.

6.3 SkillScan (agent tool scans). SkillScan scans and risk levels are automated, heuristic assessments. They do not detect all vulnerabilities, malicious behavior or risks, and a low or no-risk result does not mean an artifact is safe. SkillScan is not a substitute for a security review. You are solely responsible for decisions to install, run or rely on any artifact. SkillScan Data is compiled from the Official MCP Registry and from public GitHub repositories. Registry metadata is in the public domain under CC0 1.0. Repository files, including skills, plugins, rules and agent instruction files, remain the property of their authors and are subject to their own licenses. SkillScan provides metadata and short excerpts only to support security analysis. It does not grant you any license to repository content, and you must not use SkillScan to obtain or redistribute repository files except as their licenses permit. You must not use SkillScan Data, including GitHub usernames or other personal information of repository authors, for spam, unsolicited contact or the sale of personal information.

6.4 CVE (vulnerability intelligence). CVE Data is provided to support security work and may not include every vulnerability, affected version or fix. Severity scores and package matches are estimates. You remain responsible for your own vulnerability management.

6.5 EDGAR (SEC filings and financials). EDGAR Data is derived from filings with the U.S. Securities and Exchange Commission and may contain extraction or normalization errors. EDGAR Data is not investment, financial, legal or tax advice, and Elysian is not acting as an investment adviser or broker-dealer. Confirm figures against the original filing before relying on them.

7. Plans, Fees and Payment

7.1 Plans and fees. Plans, fees, included Calls, rate limits and the method for counting Calls are set out on the Pricing Page. You agree to pay all fees for the plan you select and for any Calls you purchase.

7.2 Payment processing. Payments are processed by Stripe, Inc. or another processor we designate, and you authorize us and our processor to charge your payment method for all fees when due. Your use of the processor is subject to its terms. We do not store full payment card details.

7.3 Taxes. Fees exclude taxes. You are responsible for all sales, use, value-added, withholding and similar taxes, other than taxes on our net income. Where we are required to collect taxes, we will add them to your invoice.

7.4 Subscriptions and automatic renewal. Subscriptions renew automatically for successive one-month periods, and you authorize us to charge the then-current fee at the start of each period, until you cancel. You may cancel at any time in the customer portal. Cancellation takes effect at the end of the current paid period, and you retain access until then.

7.5 Prepaid Calls. Prepaid Call packs do not expire while your Account remains in good standing. Prepaid Calls are non-transferable, have no cash value, and are not redeemable for money except as stated in Section 7.6.

7.6 Refunds. Fees are non-refundable except where required by applicable law. If Elysian discontinues a paid API or terminates your Account for convenience under Section 8.4, your sole remedy is a prorated refund of: (a) any prepaid subscription fees attributable to the unused portion of the affected subscription term; and (b) the unused portion of any prepaid Calls associated with the affected API. That refund is your sole and exclusive remedy arising from the discontinuation or termination.

7.7 Chargebacks and reversed payments. If a payment is disputed, charged back, reversed or refunded, we may remove the plan entitlement or Calls it paid for, suspend the Services until the matter is resolved, and recover any amount owed, including Calls already used.

7.8 Late payment. If a payment fails, we may retry the charge and suspend the Services after 7 days' notice until payment is made.

7.9 Price changes. We may change fees or plans by giving at least 30 days' notice by email or in the customer portal. Changes apply from your next renewal after the notice period. If you do not agree, you may cancel before the change takes effect. Price changes do not affect prepaid Calls already purchased.

8. Changes, Availability, Suspension and Termination

8.1 Changes to the Services. We may add, change, deprecate or discontinue any API, endpoint, field or feature. For a change that removes functionality you are using, or that breaks backward compatibility, we will use reasonable efforts to give at least 30 days' notice, except where a change is needed for security, legal compliance, or because a Source becomes unavailable.

8.2 Availability. Elysian will use commercially reasonable efforts to maintain the availability of the Services. The Services may be unavailable, delayed, degraded, or interrupted due to maintenance, security events, third-party service failures, internet outages, force majeure events, or causes beyond Elysian's reasonable control. Elysian does not guarantee uninterrupted operation, specific response times, latency, throughput, or uptime levels unless expressly stated in a separate written Service Level Agreement. Elysian may modify, replace, deprecate, or discontinue features, endpoints, or functionality as provided in Section 8.1.

8.3 Suspension. We may suspend your access to all or part of the Services immediately if: (a) you breach Section 4.2 or Section 6; (b) your use poses a security, legal or operational risk to the Services or others; (c) payment is overdue under Section 7.8; or (d) we are required to do so by law or a Source. We will restore access once the cause is resolved, where appropriate.

8.4 Termination. You may terminate by canceling all subscriptions and closing your Account. We may terminate your Account: (a) for convenience on 30 days' notice; or (b) immediately on notice if you materially breach these Terms and, where the breach is curable, fail to cure it within 10 days after notice.

8.5 Effect of termination. (a) When the Services expire or terminate, you must stop accessing and using the affected Services and, within thirty (30) days, delete or destroy all Data obtained from the Services that remains in your possession or control, except where retention is required by applicable law, regulation, court order, audit obligations, security requirements, or customary backup processes.

(b) Notwithstanding Section 8.5(a), you may retain reports, analyses, scores, models, statistics, trends, aggregations, compliance records, audit records, and other derivative outputs you generated through authorized use of the Services, provided they do not constitute a substantial reproduction of the underlying Data.

(c) On expiration or termination: (i) all licenses and rights granted to you under these Terms immediately terminate; (ii) any fees, charges, or payment obligations accrued before the effective date of termination remain due and payable; and (iii) if Elysian terminates your Account for your material breach of these Terms, any unused prepaid Calls, credits, or similar prepaid usage entitlements are forfeited, and no refund is due except as required by applicable law.

8.6 Survival. Sections 4.2, 5, 6, 7 (as to amounts owed), 8.5, 8.6, 9, 10, 11 and 12 survive termination.

9. Intellectual Property, Feedback and Privacy

9.1 Ownership. (a) As between the parties, Elysian and its licensors retain all right, title, and interest in and to the Services, Data, databases, source materials, methodologies, documentation, software, and related intellectual property rights.

(b) You retain all right, title, and interest in and to Customer Data, Customer Applications, and reports, analyses, scores, models, aggregations, and other derivative outputs you independently create through authorized use of the Services.

(c) Nothing in these Terms transfers ownership of any intellectual property rights from one party to the other. To the extent Data originates from public-domain sources, open-license sources, government records, or third parties, ownership and licensing rights remain subject to the applicable source materials, licenses, and legal restrictions.

9.2 Feedback. If you give us suggestions or feedback, we may use them without restriction or obligation to you.

9.3 Privacy and personal data. (a) Each party will comply with applicable privacy, data protection, consumer protection, and data security laws in connection with its collection, use, disclosure, processing, storage, and transfer of Personal Data.

(b) The parties acknowledge that the Services are intended primarily for business-to-business verification, licensing validation, compliance, analytics, risk assessment, enrichment, fraud prevention, operational intelligence, and related commercial SaaS functions, and are not intended for consumer-facing marketing, people-search services, consumer profiling, lead generation, or commercial solicitation directed toward individuals.

(c) You must process Data only for lawful purposes and in accordance with these Terms and all applicable laws. You are solely responsible for determining whether your use of the Services, Data, Customer Applications, or outputs generated from the Services complies with applicable privacy, consumer protection, employment, anti-discrimination, and other laws.

(d) Some Data may contain information relating to identifiable individuals. You must implement and maintain reasonable administrative, technical, and organizational safeguards appropriate to the nature of that information and the risks associated with its processing.

(e) If Elysian notifies you of a correction, deletion request, legal restriction, or other action relating to specific Personal Data, you will use commercially reasonable efforts to implement that correction, deletion, or restriction to the extent required by applicable law and consistent with your legal obligations.

(f) Notwithstanding Section 9.3(e), you are not required to delete or modify: (i) archival records maintained for legal, regulatory, audit, compliance, fraud prevention, security, or dispute-resolution purposes; (ii) backup copies maintained in the ordinary course of business until those backups are overwritten or retired under your standard retention practices; (iii) aggregated, anonymized, or de-identified data; or (iv) analyses, reports, models, scores, trends, statistics, or other derivative outputs that do not independently identify the affected individual.

(g) To the extent required by applicable law, the parties will cooperate in good faith to execute a mutually acceptable data processing addendum or similar privacy documentation addressing international transfers, processor obligations, or other legal requirements.

9.4 Usage data. We may collect and use technical and usage data about your use of the Services to operate, secure, bill for and improve them, and may use it in aggregated or de-identified form for any lawful purpose.

9.5 Publicity. We may identify you as a customer by name and logo unless you opt out by emailing us.

10. Disclaimers, Limitation of Liability and Indemnification

10.1 Disclaimer of warranties. (a) EXCEPT AS EXPRESSLY STATED IN SECTION 10.3, THE SERVICES, DATA, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, ELYSIAN AND ITS LICENSORS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, AVAILABILITY, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE.

(b) ELYSIAN DOES NOT WARRANT THAT THE SERVICES OR DATA WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETE, CURRENT, SECURE, ACCURATE, OR SUITABLE FOR ANY PARTICULAR PURPOSE, AND YOU ACKNOWLEDGE THAT THE DATA MAY CONTAIN INACCURACIES, OMISSIONS, DELAYS, ESTIMATES, PREDICTIONS, HISTORICAL INFORMATION, OR INFORMATION OBTAINED FROM THIRD-PARTY SOURCES.

(c) You are solely responsible for evaluating and independently verifying information before making business, legal, financial, employment, contracting, compliance, or other decisions.

10.2 Limitation of liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW:

(a) ELYSIAN WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL OR DATA, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES OR THE DATA, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND

(b) ELYSIAN'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES OR THE DATA WILL NOT EXCEED THE GREATER OF (i) THE FEES YOU PAID TO ELYSIAN FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, AND (ii) ONE HUNDRED US DOLLARS (US$100).

(c) These limitations are an essential basis of the bargain and apply even if a limited remedy fails of its essential purpose. They do not limit liability that cannot be limited under applicable law.

10.3 Indemnification. (a) You will defend, indemnify, and hold harmless Elysian and its members, managers, officers, directors, employees, contractors, affiliates, successors, and agents from and against any third-party claims, demands, actions, proceedings, damages, judgments, settlements, fines, penalties, liabilities, costs, and reasonable attorneys' fees arising out of or relating to: (i) your or your End Users' use or misuse of the Services or Data; (ii) Customer Applications; (iii) Customer Data; (iv) your breach of these Terms, any Source Terms, or applicable law; (v) your violation of any third-party right; or (vi) any decision, action, or omission taken by you or your End Users in reliance on the Services or Data.

(b) Elysian will defend you against any third-party claim alleging that the Services, when used in accordance with these Terms and without unauthorized modification, directly infringe a United States patent, copyright, trademark, or trade secret, and will indemnify you against damages finally awarded by a court of competent jurisdiction or agreed in settlement by Elysian arising from that claim.

(c) Elysian has no obligation under Section 10.3(b) to the extent a claim arises from: (i) Customer Data; (ii) Customer Applications; (iii) modifications not made by Elysian; (iv) combinations with products, services, systems, or data not provided by Elysian; (v) your continued use after Elysian provides a non-infringing substitute or workaround; or (vi) publicly available records, government records, third-party data sources, or information supplied by parties other than Elysian.

(d) Elysian represents that it has the rights reasonably necessary to provide the Services and license the Data to you as contemplated by these Terms.

(e) The indemnified party must promptly notify the indemnifying party of any claim, provide reasonable cooperation at the indemnifying party's expense, and permit the indemnifying party to control the defense and settlement of the claim, provided that no settlement admitting liability or imposing any payment, admission, or material obligation on the indemnified party may be entered without the indemnified party's prior written consent, not to be unreasonably withheld.

(f) The indemnification obligations in this Section 10.3 are subject to any limitations of liability expressly set forth in these Terms unless otherwise prohibited by applicable law.

11. Governing Law and Dispute Resolution

11.1 Governing law. These Terms are governed by the laws of the State of Oregon, without regard to its conflict-of-laws rules, and by the Federal Arbitration Act as to Section 11.3. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

11.2 Informal resolution. Before starting arbitration or a court action, a party must send the other a written notice describing the dispute, and the parties will try in good faith to resolve it for 30 days.

11.3 Binding arbitration. Any dispute arising out of or relating to these Terms or the Services that is not resolved under Section 11.2 will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Bend, Oregon, and conducted in English. The arbitrator may hold hearings by videoconference. Judgment on the award may be entered in any court of competent jurisdiction.

11.4 Class action waiver. Each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any purported class, collective or representative proceeding.

11.5 Exceptions. Either party may (a) bring an individual claim in small-claims court, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property, confidential information or the security of the Services, or to stop a breach of Section 4.2 or Section 6. For any matter that may be heard in court, the parties submit to the exclusive jurisdiction of the state and federal courts located in Deschutes County, Oregon.

11.6 Time limitation on claims. To the fullest extent permitted by applicable law, any claim, cause of action, dispute, or proceeding arising out of or relating to these Terms, the Services, or the Data must be commenced within one (1) year after the claiming party knew or reasonably should have known of the facts giving rise to the claim. Any claim not commenced within that period is permanently barred.

12. General

12.1 Changes to these Terms. We may modify these Terms by posting the updated version and notifying you by email or in the customer portal at least 30 days before a material change takes effect. Changes required by law or a Source may take effect sooner. Continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Services and may cancel under Section 7.4. Changes to Section 11 do not apply to disputes that arose before the change.

12.2 Notices. We may give notices by email to the address on your Account or through the customer portal. Notices to Elysian must be sent to support@elysianintelligence.com with a copy to 1900 Northeast Third Street, Suite 106 #1016, Bend, OR 97701. Notices are effective when sent by email, or when received if sent by post.

12.3 Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization or sale of all or substantially all of the relevant assets. Any prohibited assignment is void.

12.4 Force majeure. Neither party is liable for failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including the unavailability of a Source, internet or hosting failures, labor disputes, governmental action, or natural disasters.

12.5 Export and sanctions. You represent that you are not located in, or ordinarily resident in, a country subject to comprehensive U.S. sanctions, and are not on any U.S. government restricted-party list, and you will not use or export the Services or Data in violation of U.S. export control or sanctions laws.

12.6 Independent contractors. The parties are independent contractors. These Terms do not create a partnership, joint venture, agency or employment relationship.

12.7 No third-party beneficiaries. These Terms do not confer any rights on any third party, except that the persons indemnified under Section 10.3 may enforce it.

12.8 Severability and waiver. If any provision is held unenforceable, it will be enforced to the maximum extent permissible and the rest of these Terms will remain in effect. A failure or delay to enforce a provision is not a waiver.

12.9 Entire agreement. These Terms, together with the documents incorporated in Section 1.4, are the entire agreement between the parties about the Services and supersede all prior agreements and understandings on that subject. Any purchase order or other terms you provide are of no effect.

12.10 Interpretation. Headings are for convenience only. "Including" means "including without limitation".

12.11 Contact. Elysian Intelligence Consultants LLC, 1900 Northeast Third Street, Suite 106 #1016, Bend, OR 97701, support@elysianintelligence.com.