Terms of Service

Last Updated: October 7, 2024

Introduction

These Terms of Service and any terms expressly incorporated herein (“Terms”) apply to your access to and use of the website Tilt (the “Site”) and any other website that Agora Intelligence Inc. (d/b/a Tilt) and/or its wholly-owned subsidiaries (collectively, the “Company”, ”we”, or ”us”) owns or controls and which posts or links to these Terms, our mobile application (the “Tilt App”) and the related products and services provided us as described in these Terms (collectively, with the Site and our Tilt App, our “Services”). These Terms, as well as our Privacy Notice and Disclaimer (which are incorporated by reference into and form a part of these Terms), describe your rights and responsibilities and form a legally binding agreement between Tilt and you with respect to your use of the Services.

Please read these Terms carefully. By using or accessing any part of the Services, you agree to be legally bound by these Terms and represent the following: (a) you are at least 18 years of age or older and have the right and power to enter into and comply with these Terms, (b) you have read, and understood these Terms, (c) you are not a person barred from receiving the Services under the laws of any applicable jurisdictions, (d) you meet all eligibility requirements to use our Services as set out in these Terms, and (e) your access and use of the Services will fully comply with all applicable laws and regulations. You agree that you will not access or use any of our Services to conduct, promote, or otherwise facilitate any illegal activity.

PLEASE READ THESE TERMS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSION, A MANDATORY ARBITRATION CLAUSE THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIAL OR CLASS ACTIONS, TO WHICH YOU WAIVE YOUR RIGHTS. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND THE ABOVE ELIGIBILITY REQUIREMENTS, YOU ARE PROHIBITED FROM USING OUR SERVICES.

Changes to These Terms

We may update, amend or modify these Terms at any time by posting the revised Terms on the Site and the Tilt App and/or providing you with a copy of the updated Terms. The revised Terms will be effective as of the time they are posted. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services.

Additional Definitions

“AI Technologies” means automated machine-based technology systems.
“CFTC” means the Commodities Futures Trading Commission.
“Content” means any and all information, data, text, software, music, sound, photographs, graphics, video, messages, posts, tags, Tilts, personal information or other materials that Users may Post, or otherwise make available through our Services. This includes, but is not limited to, User-generated posts, comments, profile information, multimedia files, and other forms of interaction using our Services.
“Content Standards” means the covenants and agreements in these Terms by Users regarding the Posting of any Content by Users on the Site or Tilt App and the use of Off-Channels to post any Content with respect to tilts or the Company.
“Creator” means any Registered User who is a researcher and publisher of Tilt(s) using the Services and who makes the Tilt(s) available either on a free or paid subscription basis (in which case, the Creator is also a “Paid Creator” as defined below) to other Registered Users for export.
“Data Providers” means professional businesses or organizations, such as exchanges, news providers, market data providers and other data providers, including without limitation established financial exchanges such as the New York Stock Exchange, NASDAQ and Chicago Mercantile Exchange.
“DMCA” means the Digital Millennium Copyright Act.
“Government Fees” means any applicable sales tax, value-added tax or other taxes, duties or fees that a government may impose on a User for use of our Services, including without limitation for any paid subscription to a Tilt Subscription Plan or a Paid Creator Subscription Plan.
“Interactive Services” means Tilts, profiles, message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features that allow Users to Post.
“Off-Channels” means any third party communication platforms including but not limited to Discord, Instagram, LinkedIn, Reddit, SnapChat, Telegram, TikTok, WhatsApp, Signal, and X.
“Paid Creator(s)” means a Registered User who is a researcher and publisher of Tilt(s) using the Services and who makes the Tilt(s) available directly on a paid subscription basis to other Registered Users for export, requiring payment of Paid Creator Subscription Fees.
“Paid Creator Subscription Fees” means the subscription fees and any applicable Government Fees charged directly by a Paid Creator to other Registered Users for access to its Paid Creator Subscription Plans.
“Paid Creator Subscription Plan” means any paid subscription plan that is offered directly by a Paid Creator to Registered Users permitting the individual export of the Paid Creator’s Tilt(s).
“Post” means to post, submit, publish, display, upload, share, or otherwise transmit Content to other Users or other persons.
“Registration Data” means any information you provide about yourself in order to receive our Services at any time.
“Registered User(s)” means a User of our Services who has created a Tilt Account.
“Renewal Date” means the recurring monthly anniversary date of a Subscription Plan, or in the case of a free trial of a Tilt Subscription Plan, the last day on which a free trial expires.
“SEC” means the U.S. Securities and Exchange Commission.
Subscription Fees” means any Tilt Subscription Plan Fees and/or Paid Creator Subscription Fees that a Registered User is charged.
“Subscription Plan(s)” means the Tilt Subscription (including any free trials), the Paid Creator Subscription Plan or both, depending on the context.
“Subscribed User(s)” means a Registered User who has subscribed to any Subscription Plans.
“Third Party Account Information” means a User’s own information, data passwords, usernames, PINs, other login information, materials, trading information, trading instructions and/or other content maintained by third parties with which a User has a customer relationship, maintains accounts or engages in financial transactions, including without limitation brokerage firms.
“Third Party Services” means Third Party websites, apps, products and/or services.
“Tilt(s)” means a concept or theme researched by a User, or group of Users, using our Services that is scored in relation to companies and/or other Tilts, contains the research references supporting the results and may include other things, such as a thematic description, images, and a list of researching contributors.
“Tilt Account” means a free registered user account with us that is accessible via the Services and permits access to certain Services to which anonymous Users do not have access.
“Tilt Subscription Plan” means any paid subscription plan that is offered directly by us to Registered Users permitting access to certain premium Services, including any free trials we may offer from time to time to any paid subscription plan.
“Tilt Subscription Plan Fees” means the subscription fees and any applicable Government Fees charged by Tilt to Users for any Tilt Subscription Plan.
“User(s)” means users who are: (a) anonymous users who have not yet created a Tilt Account, (b) Registered Users, (c) Subscribed Users or (d) Creator(s).

Access to Our Services

We grant you a non-exclusive, non-transferable, non-sublicensable, revocable, and limited license to access and use the Services, subject to your compliance with these Terms.
You agree and acknowledge that are our Services serve as a technology platform that enable the Users to interact as a community and the Creators to research, generate and publish their own Tilt(s) and, if desired, offer their Tilts for paid subscriptions, but that we are not involved in the research, generation and publication of Tilt(s) by the Creators except as a technology and research tool for Creators.
In accessing our Services, you represent and warrant that you have read, understood and acknowledged the Disclaimer and the Privacy Notice and agree to comply with your responsibilities as set forth in the Disclaimer and the Privacy Notice.
In accessing our Services, you should assume that all Users who post Content have a position in securities that are mentioned in their Content. You acknowledge that this creates an inherent conflict of interest, as a Creator may benefit from the potential increase or decrease in the price of those securities. Users should be aware that the financial interests may influence the opinions, analysis, and recommendations provided in a Tilt published by the Creator and any other Content of the Creator. You acknowledge that you understand it important to conduct independent research and consider these potential conflicts of interest. You acknowledge that all Content is for informational purposes only and should not be construed as investment advice.

Tilt Account Registration

In order to access some parts of the Services, you may be required to register a Tilt Account with us, which is free of charge.
You must provide any Registration Data requested by us when creating a Tilt Account and you represent and warrant that any Registration Data you provide is true, accurate, current and complete and you agree to maintain and promptly update the Registration Data to it true, accurate, current and complete. If you provide any Registration Data that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to believe untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your Tilt Account and refuse any and all current or future use of the Services (or any portion thereof).
When you create a Tilt Account to become a Registered User, you agree to:
1. Provide an email address to authenticate and protect your Tilt Account.
2. Maintain and promptly update your Tilt Account information and Registration Data with us.
3. Maintain the security of your Tilt Account by restricting access to your Tilt Account.
4. Promptly notify us if you discover or otherwise suspect any security breaches related to your Tilt Account.
5. Exit your Tilt Account at the end of each session.
6. Use particular caution when accessing your Tilt Account from a public or shared computer so that others are not able to view or record your personal information.
7. Take responsibility for all activities that occur under your Tilt Account and accept all risks of any authorized or unauthorized access to your Tilt Account, to the maximum extent permitted by law.
Tilt may, in its sole discretion, limit the number of Tilt Accounts that you may hold, maintain, or acquire on our Services.
By providing us with your e-mail address, you agree to receive all required notices electronically, including through the Services (such as by displaying links to notices generally on the Site or the Tilt App) or to your email address. It is your responsibility to update or change that e-mail address, as appropriate.
If you lose access to your Tilt Account, you agree and acknowledge that any changes in or loss of use of the Services related to the loss of access to your account or unauthorized access to your account are your sole responsibility and Tilt is not liable for such changes or loss.
We reserve the right to update, withdraw or amend the Services in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site or the Tilt App is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or the entire Site or the Tilt App, to Users.
We have the right to disable any username, authentication token/tracker or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have breached any provision of these Terms.
As a Registered User, you can be a Creator, which means you can generate and publish Tilts using the Services. You also can become a Paid Creator if you desire offering Paid Creator Subscriptions to your Tilt(s), subject to compliance with these Terms.

Paid Subscription Plans

As a Registered User, you have two types of paid subscription plans available to you:
a Tilt Subscription Plan, which is any paid subscription plan that is offered directly by Tilt to Registered Users permitting access to certain premium Services; and
a Paid Creator Subscription Plan, which is any paid subscription plan that is offered directly by a Paid Creator to Registered Users permitting the individual export of the Paid Creator’s Tilt(s).
From time to time, we offer free trials to our Tilt Subscription Plans, which are also subject to these Terms. At the time you elect any of our free trials, you required to provide us with your bank or credit card or other supported payment method for the Tilt Subscription Plan, into which you will be automatically enrolled for any applicable Subscription Fees at the end of your free trial if you do not cancel the free trial on or before it expires on the Renewal Date, which is the last day of a free trial.
You become a “Subscribed User” when you select either a Tilt Subscription Plan (including any free trials to a Tilt Subscription Plan) or a Paid Creator Subscription Plan. If you are a Subscribed User, you represent, warrant and covenant regarding all Subscription Plans that you:
Have read, understood and agreed to these Terms (which are applicable to all Subscription Plans);
Agree to pay the applicable Subscription Fees for the applicable Subscription Plan(s) that you have selected;
Agree that the Subscription Fees are recurring and auto-renew on the Renewal Date unless canceled by you in accordance with these Terms;
Authorize us (through our third party payment processor, Stripe) to automatically charge your bank or credit card or other supported payment method for any applicable Subscription Fees on the date you select any Subscription Plan (or in the case of a conversion of a Tilt introductory free trial into a Tilt Subscription Plan, on the date of such conversion into a paid Tilt Subscription Plan) and thereafter on a recurring basis on the Renewal Date for each Subscription Plan unless canceled by you in accordance with these Terms.
Agree that, in addition to these Terms, the processing of any Subscription Fees is subject to your agreement to the terms and conditions and privacy policies of Stripe and any other payment processors supported through Stripe.
Agree that your Subscription Fees may include payment of applicable Government Fees if we are required to collect and Government Fees from you in a particular jurisdiction.
Agree that all billing is recurring, which means you will continue to be billed for any Subscription Plan until you cancel it as provided in the paragraph below. You confirm your consent to us billing you on a recurring basis.
If you are a Paid Creator and/or a Subscribed User to a Paid Creator Subscription Plan, you represent, warrant and covenant regarding the Paid Creator Subscription Plan that you:
Understand that our Services with respect to Paid Creator Subscription Plans are solely as a technology platform to enable Paid Creators to offer Paid Creator Subscription Plans to Registered Users for their Tilt(s) and that Paid Creators are solely responsible for setting the Paid Creator Subscription Fees, subject to a minimum level of $1.00.
A Paid Creator Subscription Plan is a contractual arrangement between a Paid Creator and a Subscribed User.
If you are a Paid Creator, you grant any Subscribed User to your Paid Creator Subscription Plan(s), a non-exclusive, non-transferable, sublicensable, revocable, and limited license to export the Tilt as trading instructions to its brokerage firm, including the right to manually review any stock orders generated by the subscribed Tilt(s) through the export, makes any changes to the stock orders the Subscribed User desires and provided final instructions and approval of any stock instructions. If the Subscribed User also has a Tilt Subscription Plan, you extend the scope of the license grant to include the ability to export the subscribed Tilt(s) into their profile and bundling your Tilt(s) with the Subscribed User’s Tilts, including the ability for the Subscribed User to offer its Tilt(s) containing your Tilt as a paid subscriptions to our Registered Users.
We are not responsible or liable for any actual or alleged breach of a Paid Creator Subscription Plan by a Paid Creator or a Subscribed User to such Paid Creator Subscription Plan.
With respect to your cancellation of any Subscription Plan (including free trials of the Tilt Subscription plan) with Tilt or with a Paid Creator:
1. You may cancel any Subscription Plan (including any free trials of a Tilt Subscription Plan) at any time by going to Subscriptions on our Site and notifying us or the Paid Creator (as the case may be) of your cancellation as provided there. Each Subscription Plan to which you subscribed can and must be canceled individually by you.
2. You may not cancel any of your Subscription Plans by sending us an email request, creating a customer support ticket, or otherwise notifying your Paid Creator directly.
3. Any Subscription Plan (including free trials of the Tilt Subscription Plan) must be canceled on or before the next Renewal Date (in the case of free trials, this is the last day of the free trial), or you will auto-renew for the next monthly period, and you will be automatically charged through your approved payment method on the Renewal Date. If you cancel a monthly Subscription Plan on or before the next Renewal Date, your subscription will remain active until the next Renewal Date and then expire.
Notwithstanding the foregoing, with respect to the refund policy for any of your Subscription Plans:
There are no refunds for upgrades to a more expensive plan, monthly or quarterly plans or market data, even if the Subscription Plan with Tilt is canceled on the same day as the payment has gone through.
There are no refunds for any purchases paid using crypto (once Tilt accepts crypto as a form of payment).
Subscribed Users who filed a chargeback/dispute request or a claim are not eligible for a refund.
We reserve the right to cancel any of your Subscription Plans at any time. If we cancel a Subscription Plan for any reason other than breach by you of these Terms or your failure to pay, you will be eligible to receive a prorated refund of any Subscription Fees that you pre-paid.

Additional Terms Applicable Paid Creators

Paid Creators are Subscribed Users who make their Tilts available on a paid subscription basis to other Users through a Paid Creator Subscription Plan. Such Tilts will be generated, refined, and otherwise monitored by the Paid Creator that created such Tilt.
We provide the Services through which Paid Creators generate their Tilts, and the Terms apply to all Paid Creator Subscription Plans.
Each Paid Creator (not us) is responsible for all support and all claims relating to its Paid Creator Subscription Plans.
We reserve the right, but do not have the obligation, to review, screen, or monitor any links to any additional terms and conditions or other Content that a Paid Creator provides in connection with its Paid Creator Subscription Plans at any time and for any reason without notice. Paid Creators and all Users acknowledge and agree that we may remove any Paid Creator Subscription Plan at our sole discretion and we are not liable for any losses or damages to any Paid Creator or Subscribed User to Paid Creator Subscription Plan for such removal.
We manage the Creator Subscription Fees of Paid Creators via the Services. Following receipt of any Creator Subscription Fees applicable to a Paid Creator Subscription Plan by Paid Creator, we will arrange the distribution of such amount to the applicable Paid Creator less any applicable Government Fees, any aggregate charge-backs applicable to the Paid Creator and a platform fee of 20% of the Creator Subscription Fees payable to us. We may modify our platform fee at our sole discretion with no less than 7 days advance notice, which shall be published on our Site and in the Tilt App in the section applicable to Paid Creators.
Paid Creators are paid on a monthly basis in arrears via the Services, provided that a minimum of U.S. $5.00 in aggregate Creator Subscription Fees have been collected. Any aggregate Creator Subscription Fees that have not achieved this minimum level shall be held in the Company’s Stripe account for the benefit of the Paid Creator until the earlier of: a) the minimum level being achieved on a monthly payout date, or 2) December 31 of the applicable year. Notwithstanding any terms to the contrary in these Terms, we will use reasonable efforts to collect the Creator Subscription Fees, but we are not responsible for any failure to collect Creator Subscription Fees (including, but not limited to, any damages that arise out of, result from, are attributable to or are in any way incidental to such failure).

Intellectual Property Rights

Unless otherwise noted, the Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Tilt, its licensors, our Data Providers or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
All rights, title and interest in and to any data or/and other information provided by or made available by any Data Providers through Tilt or our Services, in all languages, formats and media throughout the world, including all copyrights and trademarks therein, are the property of each Data Provider (as applicable).
Except as otherwise expressly permitted by additional agreement in writing with us, these Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services. You must not access or use for any commercial purposes any part of the Services we provide.
If you copy, modify, download, or otherwise use or provide any other person with access to any part of the Services, or the technology underlying the Services in breach of the Terms, your right to use the Services and your Tilt Account, will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or the technology underlying the Services or any content on the Site or the Tilt App is transferred to you, and all rights not expressly granted are reserved by Tilt. Any use of the Services not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.
The Tilt and Agora names and all related names, logos, product and service names, designs, and slogans are trademarks of Tilt or its affiliates or licensors. You must not use such marks without the prior written permission of Tilt. All other names, logos, product and service names, designs, and slogans on the Site, the Tilt App, and the Services are the trademarks of their respective owners.
The Content and market data provided through our Services, including but not limited to charts, alerts, webhooks, and any other forms of information, are licensed for exclusive display-only use. This license is strictly limited to personal or internal business purposes and explicitly prohibits any form of non-display usage. Such prohibited uses include, but are not limited to, any form of automated trading, automated order generation, price referencing, order verification, algorithmic decision-making, algorithmic trading, smart order routing, using data in operations control or risk management programs, or any machine-driven processes that do not involve the direct, human-readable display of such data. Such prohibited cases also include creating products or services based on our content, any processing of our content, or any other use cases that undermine the restrictions in place by the Data Providers.
You acknowledge and agree that any questions, comments, suggestions, ideas, use, feedback or other information about the Service (“Feedback”), provided by you to Tilt: a) are non-confidential, b) are our sole property to which we have exclusive rights, including all intellectual property rights, and c) may be used by Tilt without restriction and for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Tilt reserves the right to take any and all necessary actions, including legal measures, to ensure compliance with these Terms, protect its intellectual property, and maintain the integrity of its Services. This encompasses monitoring your conduct on our Site, the Tilt App and in Off-Channels, conducting audits or investigations into suspected violations, as well as initiating legal proceedings against any parties — whether Users or third party providers — found to be in breach of these Terms. Consequences of such breaches include, but are not limited to, the blocking of the User or visitor, termination of their account, and potential legal penalties. Tilt may terminate access to its services, seek injunctive relief, and demand damages to safeguard its contractual rights and the interests of its Data Providers and User community. These actions underscore Tilt's commitment to enforcing its policy and preserving the platform's trusted environment.

Use of Artificial Intelligence Technologies and Materials from Open-Sourced Projects

We use and develop AI Technologies to provide safe and functional services for everyone. Within our Site and the Tilt App, AI Technologies help Users conduct research and detect decision-making patterns without surplanting the individualized risk-assessment of a User. In addition, Creators may use AI Technologies on our Site and the Tilt App to generate images for their tilts. While every effort is made to ensure the accuracy and relevance of such Content, the Site does not guarantee its completeness, reliability, or fitness for a particular purpose. Users are advised to exercise their own judgment and discretion when engaging with Content generated by AI Technologies.
We are not responsible for any errors, omissions, or misinterpretations arising from Content generated using AI Technologies. Users agree that reliance on outputs generated by AI Technologies is at their own risk, and the Company will not be held liable for any consequences, including but not limited to financial loss, data misinterpretation, or any actions taken based on insights driven by AI Technologies.
When interacting with features using AI Technologies, Users are expected to provide accurate and lawful information. We reserve the right to monitor and log interactions with the Services that use AI Technologies to improve functionality and ensure compliance with applicable laws and policies. Any data collected through your interactions with the AI technologies supporting our Services will be handled in accordance with our Privacy Notice.
Users acknowledge that AI Technologies are subject to limitations, such as biases in data, algorithmic errors, and lack of human intuition. We continuously work to improve the accuracy and performance of AI Technologies; however, it cannot guarantee the absence of such limitations and assumes no responsibility for decisions or actions taken by users based on AI Technologies.
We reserve the right to modify, suspend, or discontinue any Services using AI Technologies at our discretion, without prior notice or liability to Users. Any updates to the AI technologies that may affect the User experience will be communicated through these Terms or other applicable channels.
The Services may integrate or provide access to third-party AI Technologies. In such cases, we are not responsible for the functionality, accuracy, or data handling practices of these third-party AI Technologies.
We use data and materials that are derived from open-source projects and contribute to these projects as well, including, but not limited to, the GDELT Project and Black Forest Labs . We acknowledge and thank the contributors to these open-source resources.
We do not claim ownership of any third-party data from open-source contributions, incorporated in our Services. The material, data and reports from open-source contributions are for your personal and non-commercial use only. Users are responsible for ensuring that their use of any such data complies with the relevant terms and licenses. While we strive to ensure the accuracy of the information and data used in our Services, no guarantees are made regarding the completeness, accuracy, or reliability of the information sourced from open datasets.
Any Feedback, Content, suggestions, data, inputs or other information that you provide while interacting with our AI Technologies (including, but not limited to, text inputs, corrections, responses, or suggestions) may be used by us to improve, refine, and enhance our AI Technologies and Services. This may include using aggregated, anonymized data from your interactions to train, develop, and enhance the capabilities of our AI Technologies. By providing Feedback or interacting with our AI Technologies, you agree that any input or data you provide may be used for improving our Services, and you will not be entitled to any compensation or financial benefit from the use of this data. We are committed to protecting your personal information. Any Feedback or interaction data used for our AI Technologies will be anonymized and aggregated to ensure your privacy, in accordance with our Privacy Notice.
Some of the open-source projects are AI Technologies and your use of those open-sourced AI Technologies, such as the AI generation of images for your Tilts, may result in data being shared with those open-source AI projects to help improve, train and refine AI models for the benefit of a broader community. We do not claim ownership of your data, but by using these features, you grant us the right to share non-personal, anonymized, and aggregated data with open-source AI projects, subject to applicable laws and our Privacy Notice, By using our Services and agreeing to contribute anonymized data to open-source AI projects, you acknowledge that you will not receive any compensation or financial benefit from the use of your data by us or by third-party AI projects.

DMCA Copyright Complaints

We respect the intellectual property rights of others and we prohibit Users from posting or otherwise transmitting using our Services any materials that violate another party’s intellectual property rights.

If you believe that your work has been reproduced using our Services in a manner that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, you may submit a notification to the Tilt copyright agent at in accordance with the DMCA, by providing the following information in writing:

Identification of the copyrighted work that is claimed to be infringed;
Identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;
Information for our copyright agent to contact you, such as an address, telephone number, and, if available, e-mail address;
A statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owner, its agent or the law;
A statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner; and
A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or of an exclusive right that is allegedly infringed.
If you are asserting infringement of an intellectual property right other than copyright, please specify the intellectual property right at issue (for example, “trademark”) by noting this in your written notice.

You acknowledge that if you fail to comply with all of the requirements for a notice of infringement as specified above, your DMCA notice may not be valid.

Notices of copyright infringement claims should be sent to legal@tilt.io.

Further information on the DMCA can be found in 17 U.S.C. 512 or on the United States Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf.

Third Party Services

We may include links or access to Third Party Services in its Site or the Tilt App. Some of these Third Party Services may contain materials that are objectionable, unlawful, or inaccurate.
We provide these links or access as a convenience, and do not endorse the content or services offered by these Third Party Services. We do not review, control, examine, sponsor, or endorse these Third Party Services and we are not responsible for the information, advertising, products, resources or other material of any Third Party Services or any link contained in Third Party Services. The inclusion of any Third Party Services does not imply our endorsement of the owner/sponsor of the Third Party Services or its content by us. Your use of any such Third Party Services is at your own risk. We make no representations or warranties with respect to Third Party Services and will not be liable for such Third Party Services, even when used in conjunction with our Services.
You understand that the calculations on our Site and Tilt App are made using information from Data Providers and that such calculations are not guaranteed by us, these Data Providers, or any other person or entity, and may not be complete.
In using any such Third Party Services, you must agree to comply with and be bound by the terms of service, privacy policy, or other terms and conditions of the Third Party service providers.
Users may direct us to retrieve or send their own Third Party Account Information maintained by third parties.
1. By submitting Third Party Account Information to us through our Services, you are granting us a right to use such information and content for the purpose of providing the Services.
2. We work with third parties to access and use your Third Party Account Information as directed by you through our Services. We make no effort to review the Third Party Account Information for any purpose, including but not limited to accuracy, legality or non-infringement. By using the Services, you expressly authorize us to use, access and store your Third Party Account Information maintained by identified third parties, on your behalf as your agent, in accordance with these Terms and our Privacy Notice.
3. You represent and warrant that you are entitled to submit the Third Party Account Information to us for use as directed by you, without any obligation by us to pay any fees or be subject to any restrictions or limitations, including any contained in the Third Party’s terms of service or privacy policy.
4. For instance, when you use the Alpaca, Robinhood or other third party brokerage features of the Services, you will be directly connected to, and you will be connecting your brokerage accounts to, the brokerage websites and/or application program interfaces through the Services. We will submit information including usernames and passwords that you provide to log into the brokerage website or service (or any similar Third Party Services) to access your Third Party Account Information, and we may store information relating to, among other things, your authentication token from the Third Party, portfolio holdings, watch lists and transaction history to, among other things, facilitate your use of the Service.
5. You hereby authorize and permit us to use and store information submitted by you to accomplish the foregoing and to configure the Services so that it is compatible with the Third Party sites for which you submit your information. For purposes of these Terms and solely to provide the Third Party Account Information to you as part of the Services, you grant us a limited power of attorney, and appoint us as your attorney-in-fact and agent, to access Third Party Services, retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person.
6. You acknowledge and agree that when we are accessing and retrieving account information from Third Party sites, we are acting as your agent, and not as the agent of or on behalf of the Third Party that operates the Third Party site.
7. We do not review the Third Party Account Information for accuracy, legality or non-infringement, and are not responsible for the Third Party Account Information or products and services offered by Third Party Services. We are not responsible for any processing errors or fees or other issues related to Third Party Services, including those issues that may arise from inaccurate account information or incorrect trading instructions from you.
8. We are not responsible for any trading, buy/sell orders or other activity that you conduct or that otherwise happens in connection with any of these Third Party Services, which includes any of your own brokerage accounts that you may access through links in our Site or the Tilt App. You agree and acknowledge that Tilt is not your investment advisor or broker-dealer and that any trading instructions that you send through Third Party Services are your sole responsibility and were determined solely by you without any advice or guidance from us. You will be required to confirm your trade instructions and our Services do not allow any auto-programming of your trade instructions.
9. With respect to the use of Third Party Services in conjunction with the Services, we cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. We do not assume any liability for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings. For example, when displayed through the Services, Third Party Account Information is only as fresh as the time shown, which reflects when the information is obtained from such sites. Such Third Party Account Information may be more up-to-date when obtained directly from the relevant sites.
10. You agree to indemnify us for any losses, costs, expenses or damages incurred by us due to your use of Third Party Services, including any violation of a Third Party’s terms of service or other agreement relating to such products or services.

Additional Prohibited Uses

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:

In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).
For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
To send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards set out below in these Terms.
To impersonate or attempt to impersonate us, a Tilt employee, another User or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site or the Tilt App, or which, as determined by us, may harm Tilt or Users of the Site or the Tilt App, or expose any of them to liability,

Additionally, you agree not to:

Use the Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Services, including their ability to engage in real time activities through the Services.
Use any robot, spider or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of the material on the Services.
Use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms, without our prior written consent.
Use any device, software or routine that interferes with the proper working of Services.
Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Services, the server on which the Site or the Tilt App is stored, or any server, computer or database connected to the Site or the Tilt App.
Attack the Site or the Tilt App via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Services.

Content

The Services allow Users to publish their own disinterested and impersonal commentary, general observations, themes, concepts, Tilts and investment research. Content may be through any Interactive Services that allows Users to Post Content on or through the Site or the Tilt App.
All Content must comply with the Content Standards set out in these Terms. This includes any Posts or promotion of any of your Content through third-party channels such as X, Instagram, TikTok, SnapChat, Telegram, Discord or other similar communication channels.
Any Content that you Post to the Site or the Tilt App will be considered non-confidential and non-proprietary. By providing any Content on the Site or the Tilt App, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose.
When you Post any Content on the Site or in the Tilt App, you hereby grant to us and other Users a worldwide, sublicensable, assignable, royalty-free, fully paid, perpetual, irrevocable right and license to use, reproduce, modify, translate, distribute, create derivative works of, perform, display, import, and otherwise exploit, without the requirement to make any payment to you (except in the case of a User’s payment required for subscription to a Paid Creator Subscription Plan) or the need to seek any third party permission, such Content in any form, media, or technology, whether now known or hereafter devised or developed, and to allow others to do the same, but at all times, in accordance with our Privacy Notice. You further represent, warrant and covenant that (i) you have the right to provide the Content to Tilt for purposes of your grant of this license that you have granted to Tilt and other Users in the preceding sentence of this paragraph and (ii) all Content is true, accurate, current and complete.
You represent, warrant and covenant that:
1. You own or control all rights in and to the Content and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns. You will not submit Content that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including patent, privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit the material.
2. All of your Content does and will comply with these Terms.
You understand and acknowledge that you are responsible for any Content you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness.
We are not responsible, or liable to any Third Party, for the content or accuracy of any Content Posted by you or any other User of the Services.
You will not assist another potential User or group of Users with selecting or subscribing to a particular tilt that is best suited for such User’s or group’s personal situation.
You will not disseminate advice to others using our Services (whether via direct messaging, through Off-Channels or otherwise), including without limitation:
1. recommending certain securities, trading, or investment strategies, and
2. providing advice or comments about securities of a personalized character, or otherwise based on any User’s portfolio, investment objectives or other personal characteristics, including assisting Users in selecting Tilts or stocks based on their individual investment profiles, or other suitability information.
Tilt encourages our employees and independent contractors to create and publish Tilts as we believe that it helps us demonstrate the many features of our Services and also promotes continual real-time testing of our technology and Services. As matter of transparency, the profile of any User who is Tilt employee or independent contractor shall be identified with the following symbol: . As with other Users (see Item 4 of Access to our Services above), you should assume that all employees and independent contractors who post Content (including Tilts), have a position in securities that are mentioned in their Content.

Non-Professional User Representation

As we use official real-time market data from exchanges (e.g. NYSE and Nasdaq), we are required to identify the status of any User. Each User represents and warrants the following:

You use market data solely for personal use, not for your business or any other entity.
You are not registered or qualified with the SEC or the CFTC.
You are not registered or qualified with any securities agency, any securities exchange, association or regulatory body in any country.
You do not perform any functions that are similar to those that require an individual to register or qualify with the SEC, the CFTC, any other securities agency, any securities exchange, or association or regulatory body, or any commodities or futures contract market, or association or regulatory body.
You are not engaged as an investment advisor (as that term is defined in Section 202 (a) (11) of the Investment Advisor's Act of 1940) or asset manager and you are not engaged to provide investment advice to any individual or entity.
You are not subscribing to the service in your capacity as a principal, officer, partner, employee, or agent of any business or on behalf of any other individual.
You use your own capital, not provided by any other individual or entity in the conduct of your trading.
You do not conduct trading for the benefit of a corporation, partnership, or other entity.
You have not entered into any agreement to share the profit of your trading activities or receive compensation for your trading activities.
You are not receiving office space, equipment or other benefits in exchange for your trading or work as a financial consultant to any person, firm or business entity.

Should we, our Data Providers or our exchange partners, determine that you are a “Professional” as defined by any Data Provider or exchange at any point during or after subscribing to our Services or to market data from exchanges, you will be liable for the difference between the “Non-Professional” and “Professional” subscription rates for both the Tilt subscription and relevant market data. This applies retroactively from the date you initiated your subscription. Furthermore, we reserve the right to automatically invoice you for this difference and charge the associated amount to your on-file payment method.

Monitoring and Enforcement; Termination

We have the right to:
1. Monitor your conduct on our Site, the Tilt App and Off-Channels to ensure compliance with these Terms.
2. Remove or refuse to Post any Content for any or no reason at our sole discretion.
3. Take any action with respect to any Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates the Terms, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of Users of the Services or the public or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.
Terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of these Terms.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or Third Party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Content Standards

These Content Standards apply to any and all Content and use of Interactive Services. Content must in their entirety comply with all applicable federal, state, local and international laws and regulations.
Content may contain your own disinterested and impersonal commentary, general observations, themes, concepts, Tilts and investment research.
Without limiting the foregoing, Content must not:
1. Solicit or seek to obtain investment-related information from any other User, including any information related to a suitability determination, such as a User’s age, income, cash holdings, assets, tax status, investment experience, or objectives.
2. Provide:
  1. investment advice or contain any recommendation that any particular investment, security, portfolio of securities, transaction or investment strategy is suitable for any specific person;
  2. statements about the nature, potential, value or suitability of any particular investment, security, portfolio of securities, transaction, investment strategy or other matter for another person’s or group’s use
  3. statements that indicate that the Content is reflective of an individual needs or the suitability of any specific user, group of users or group of users’ portfolio holdings
  4. a way to contact you to seek personalized investment advice.
Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
Conflict with the Disclaimer.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Notice.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote or assist any unlawful act.
Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Reliance on Information Posted

The information presented through our Services is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site or the Tilt App, or by anyone who may be informed of any of its contents.
Our Site and Tilt App may include Content provided by third parties, including materials provided by other Users, bloggers and third party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other Content, other than the Content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the Content or accuracy of any materials provided by any third parties.

Information About You and Your Visits to the Website

All information we collect on our Site, our Tilt App and otherwise through our Services is subject to our Privacy Notice. By using our Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Notice.

Linking to the Site, Off-Channels and Attribution

You may link to our homepage in Off-Channels, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.
Our Site and the Tilt App may provide certain Off-Channel features that enable you to:
1. Link from your own or certain third party websites to certain Content on our Site or the Tilt App.
2. Send e-mails or other communications with certain Content, or links to certain Content, on our Site or the Tilt App.
Cause limited portions of content on our Site or the Tilt App to be displayed or appear to be displayed on your own or certain third party websites.
You may use these features solely as they are provided by us, and solely with respect to the Content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:
1. Establish a link from any website that is not owned by you.
2. Cause the Site, the Tilt App or any portions of either to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other website.
Link to any part of the Site other than the homepage.
Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms.
Any Content related to the Company or Content including your Tilts that you Post Off-Channel, or on which you make certain Content accessible, must comply in all respects with these Terms. You agree and acknowledge that the Company will be monitoring Off-Channel Content, including any links to a Creator’s Tilt(s), and if it discovers a violation of these Terms by you in Off-Channels, it may terminate your use of the Company’s Services.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice at our discretion.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
1. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
  1. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
  2. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Website, including, but not limited to, your Content, any use of the Website's content, services and products other than as expressly authorized in these Terms, or your use of any information obtained from the Website.

Governing Law and Jurisdiction

All matters relating to the Services and/or these Terms, and any dispute or claims arising therefrom or related thereto (in each case, including non-contractual disputes or claims) will be governed by and construed in accordance with the laws of the State of Delaware, excluding its body of law controlling conflict of laws. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Delaware and the parties irrevocably consent to the personal jurisdiction and venue therein and waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Dispute Resolution/Arbitration

PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.

At our sole discretion, we may require you to submit any disputes or claims arising or relating to the Services and/or or these Terms (in each case, including non-contractual disputes or claims), including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration.

ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and the Company agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to us must be sent to legal@tilt.io. You and the Company agree to attempt informal resolution prior to any demand for arbitration and that any arbitration will occur in Wilmington, Delaware. The courts of Delaware will have the exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. You agree that you may bring claims against us only in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

Equitable Relief

You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce these Terms. We may, without waiving any other remedies under these Terms, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above.

Waiver and Severability

No waiver of by the Company of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

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

Entire Agreement

The Terms as well as our Privacy Notice and Disclaimer constitute the sole and entire agreement between you and Agora Technologies Inc. with respect to the Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Services.

Your Comments and Concerns

Our Site and the Tilt App is operated by Agora Intelligence Inc., 333 SE 2nd Ave, Suite 2000, Miami, FL 33131. Any legal notices or questions should be directed to: legal@tilt.io.
All other feedback, comments, requests for technical support and other communications relating to the Site or the Tilt App should be directed to: contact@tilt.io.