Advisor Platform Terms and Conditions

1. Definitions

The following terms have the meanings set forth below when used in these Terms:

"Active Student" means a Student with an active profile in your Advisor account during an applicable billing period, as determined in accordance with the then-current Fee Schedule.

"Advisor," "you," or "your" means the individual or entity that creates an account and accesses the Platform under these Terms. If you are an individual accessing the Platform on behalf of a business or practice, "Advisor" refers to that business or practice.

"Advisor Content" means information, data, and materials you upload, submit, or create within the Platform, including client relationship information, proprietary advisory methodology, and other materials that are not Student Data.

"Annual Plan" means a Subscription Plan with a twelve-month initial term, billed annually or as otherwise specified in the Fee Schedule, and subject to annual auto-renewal.

"Beta Development Program" means the optional platform development program described in the Platform Development Program Addendum, available to Advisors who elect to participate.

"Model Client Disclosure Language" means the Elevated Environments Model Client Disclosure Language document (as updated from time to time), which provides suggested language Advisors may use in their client agreements to address topics specific to AI-assisted advisory services.

"Confidential Information" has the meaning set forth in Section 7.

"Elevated," "we," "us," or "our" means Elevated Environments LLC, a limited liability company organized under the laws of the State of Delaware.

"Fee Schedule" means the pricing and billing terms published by Elevated at the time of your enrollment, as updated from time to time in accordance with Section 3.7.

"Monthly Plan" means a Subscription Plan billed on a monthly basis with no minimum term, subject to monthly auto-renewal.

"Platform" means the Elevated Environments software-as-a-service platform, including all features, modules, AI tools, voice session capabilities, reporting tools, and related services made available to Advisors.

"Student" means any individual whose personal information is stored, processed, or accessed through your Advisor account, including students, clients, and family members.

"Student Data" means all personal information about Students that is uploaded to, generated within, or otherwise processed through your Advisor account on the Platform.

"Subscription Plan" means the Monthly Plan or Annual Plan under which you access the Platform, as selected at enrollment or as subsequently changed.

"Terms" means these Advisor Platform Terms and Conditions, together with any applicable addenda, the Privacy Policy, and the Fee Schedule, each as updated from time to time.

2. Platform License

2.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, Elevated grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform during the term of your Subscription Plan solely for the purpose of delivering college advising, student development, and growth planning services to your clients.

2.2 Authorized Uses

Your license permits you to:

• Create and manage student profiles, academic records, and advisory plans within your account;
• Use Platform AI tools, assessments, and analytics to support your advisory practice;
• Conduct and record voice advisory sessions through the Platform's voice session features (subject to applicable consent requirements);
• Generate and access advisory outputs, summaries, and reports for use with your clients;
• Invite authorized members of your practice to access your account as permitted by the Platform's user management features.

2.3 Prohibited Uses

You may not:

• Sublicense, sell, resell, transfer, assign, or otherwise make the Platform available to any third party except as expressly permitted in these Terms;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying algorithms of the Platform;
• Use the Platform to build a competing product or service, or to benchmark the Platform for competitive purposes;
• Access the Platform through automated means (bots, scrapers, crawlers) or attempt to extract Platform data in bulk outside of supported export features;
• Use the Platform to process data of individuals who have not been informed of and, where required, consented to such use as described in Section 5;
• Upload, transmit, or store content that is unlawful, defamatory, obscene, or that infringes any third-party intellectual property right;
• Attempt to gain unauthorized access to any other user's account or to Elevated's systems or infrastructure;
• Use the Platform in any way that violates applicable federal, state, or local laws or regulations.

2.4 Platform Updates and Modifications

Elevated may update, modify, or discontinue features of the Platform at any time. We will use commercially reasonable efforts to provide advance notice of material changes that affect existing functionality. Development-phase features available through the Beta Development Program are subject to change as described in the applicable addendum.

3. Subscription Plans and Fees

3.1 Subscription Plans

The Platform is available under two Subscription Plans:

• Monthly Plan: Access billed on a monthly basis, with no minimum term. You may cancel at any time in accordance with Section 11.2.
• Annual Plan: Access billed on an annual basis, at a per-student rate as set forth in the Fee Schedule. The Annual Plan requires a twelve-month minimum commitment and renews automatically unless cancelled in accordance with Section 11.2.

You may change between Subscription Plans at any time, subject to applicable billing adjustments as described in the Fee Schedule.

3.2 Per-Student Pricing

Fees are calculated based on the number of Active Students in your account during each billing period, in accordance with the Fee Schedule. Elevated will notify you if your Active Student count changes materially. You are responsible for managing your Active Student count and for reviewing billing statements for accuracy.

3.3 Free Trial

New Advisors are eligible for a thirty (30)-day free trial period beginning on the date of account creation. No fee is charged during the trial period. At the end of the trial period, your account will automatically convert to a paid subscription under the Subscription Plan you selected at enrollment, and billing will begin unless you cancel before the trial period ends. You may cancel your account during the trial period at no cost through your account settings.

Elevated reserves the right to modify or discontinue free trial availability at any time. One free trial per Advisor account.

3.4 Billing and Payment

By providing a payment method at enrollment, you authorize Elevated to charge all fees due under your Subscription Plan to that payment method on a recurring basis. Fees are due in advance at the start of each billing period. You are responsible for maintaining a valid payment method on file and for any applicable taxes, levies, or duties imposed on fees.

Elevated uses third-party payment processors to handle billing. Your payment information is subject to the applicable payment processor's terms and privacy policy. Elevated does not store full payment card information.

3.5 Auto-Renewal

Subscription Plans renew automatically at the end of each billing period (monthly for Monthly Plans; annually for Annual Plans) at the then-current rates, unless you cancel in accordance with Section 11.2. You will receive advance notice before any Annual Plan renewal in accordance with Section 3.7.

3.6 Cancellation and Refunds

Monthly Plan: You may cancel at any time through your account settings. Cancellation takes effect at the end of the current monthly billing period. No refund is provided for the current billing period.

Annual Plan: You may cancel an Annual Plan to prevent auto-renewal by providing written notice at least thirty (30) days before the end of the then-current annual term. Cancellation of an Annual Plan mid-term does not entitle you to a refund of prepaid fees unless required by applicable law.

All cancellations must be completed through your account settings or by contacting support@elevatedenvironments.ai.

3.7 Price Changes

Elevated may change fees or the Fee Schedule at any time. For Monthly Plan subscribers, changes take effect at the start of the next billing period following at least thirty (30) days' written notice. For Annual Plan subscribers, changes take effect at the start of the next annual renewal term following at least thirty (30) days' written notice before that renewal date. Continued use of the Platform after a price change takes effect constitutes your acceptance of the new fees.

3.8 Late Payment and Suspension

If any payment is overdue by more than ten (10) business days, Elevated may suspend your access to the Platform until the outstanding balance is paid in full. Elevated reserves the right to charge interest on overdue amounts at the rate of 1.5% per month (or the maximum rate permitted by applicable law, whichever is lower). You remain responsible for all fees incurred through the date of suspension.

4. Advisor Obligations

4.1 Client Disclosures

Elevated provides a Model Client Disclosure Language document, a suggested block of text available at [elevatedenvironments.ai/client-agreement-provisions] that you may incorporate into your client agreements, in whole or with sections not applicable to your practice removed. You are not required to use this exact language, but we recommend ensuring your client agreements address, at a minimum: (a) the use of an AI-enabled platform to support advisory services; (b) the categories of data processed through the platform; and (c) voice session recording, if you use Elevated's voice agent features.

Elevated will provide reasonable advance notice of material updates to the Model Client Disclosure Language. You remain solely responsible for the adequacy of your client agreements under applicable law and any professional obligations governing your practice.

4.2 Compliance with Applicable Law

You are solely responsible for compliance with all laws and regulations applicable to your advisory practice and your use of the Platform, including without limitation:

• Privacy and data protection laws applicable to the jurisdictions in which you and your clients are located, including CCPA and applicable state student data privacy laws;
• All-party consent recording laws in states where you conduct voice sessions (including California, Illinois, Washington, Florida, Pennsylvania, Maryland, Connecticut, Michigan, Nevada, New Hampshire, and Oregon);
• Any professional licensing, registration, or disclosure requirements applicable to your advisory services;
• FERPA and other education records laws, to the extent applicable to your practice.

4.3 Account Accuracy and Security

You are responsible for maintaining the accuracy of your account information and for the security of your account credentials. You may not share account credentials with any individual who is not an authorized member of your practice. You must notify Elevated promptly at security@elevatedenvironments.ai if you become aware of any unauthorized access to or use of your account.

4.4 Relationship with Elevated

You access the Platform as a customer and subscriber. Nothing in these Terms creates any employment, agency, partnership, joint venture, or franchise relationship between you (or any organization on whose behalf you are acting) and Elevated. You have no authority to represent, bind, or make commitments on behalf of Elevated to any third party. Regardless of your employment or business structure, you and your organization are solely responsible for your own taxes, professional licensing, insurance, and regulatory compliance in connection with your advisory practice.

4.5 Notification of Incidents

If you become aware of any actual or suspected breach of Student Data security, unauthorized access to your account, or any incident that may affect the security or integrity of Student Data, you must notify Elevated promptly at security@elevatedenvironments.ai and provide all reasonably available information about the incident. You must cooperate with Elevated's investigation and any required notifications to affected individuals or regulatory authorities.

5. Student Data and Privacy

5.1 Data Controller and Processor Roles

As between you and Elevated, you are the data controller (or equivalent) with respect to Student Data in your account. You determine the purposes and means of processing Student Data in connection with your advisory practice. Elevated processes Student Data on your behalf, as your data processor, subject to your instructions and the limitations in these Terms and the Privacy Policy.

5.2 Advisor Representations Regarding Consent and Authority

You represent that you have obtained all consents, authorizations, and approvals necessary to upload, process, and store Student Data in the Platform in accordance with applicable law and your client agreements. This includes:

• Parental or guardian consent for students under 18, where required by applicable law or your client agreements;
• If you use Elevated's voice agent features, appropriate notification and consent for voice session recording as required by applicable law in the jurisdictions where your sessions are conducted;
• Including in your client disclosures the use of AI tools and related data processing, in a manner appropriate for your practice and consistent with any applicable professional disclosure requirements.

You may not use the Platform to collect or process personal information of children under the age of 13 without Elevated's prior written authorization. If you work with students under 13 and wish to use the Platform in connection with those students, contact privacy@elevatedenvironments.ai before uploading any such data. Elevated does not knowingly process personal information of children under 13 without appropriate parental consent and authorization procedures in place.

5.3 Privacy Policy

Elevated's Privacy Policy, available at elevatedenvironments.ai/privacy-policy, governs how Elevated collects, uses, and protects information in connection with the Platform and is incorporated into these Terms by reference. You may choose to reference or link to Elevated's Privacy Policy in your own client disclosures as a matter of transparency, but are not required to do so. Elevated is responsible for its own privacy practices; you are responsible for the privacy disclosures you make to your clients regarding your advisory practice.

5.4 Student and Family Rights Requests

Elevated maintains tools within the Platform that allow you to export and delete Student Data on behalf of your clients. To the extent a client asserts rights regarding their data, such as access, correction, or deletion, Elevated will cooperate with you in fulfilling verified requests through the Platform's self-service tools. For requests that cannot be fulfilled through the Platform, contact privacy@elevatedenvironments.ai and Elevated will provide commercially reasonable assistance.

5.5 De-identified and Aggregated Data

Elevated may use de-identified and aggregated data derived from Platform usage that cannot reasonably be used to identify you or any Student to improve the Platform, develop new features, conduct anonymized research, monitor platform safety, and measure service effectiveness. De-identified data is not subject to the obligations applicable to Student Data under these Terms.

6. Intellectual Property

6.1 Platform Ownership

Elevated and its licensors own all right, title, and interest in and to the Platform, including all software, AI models, features, assessments, workflows, documentation, and all modifications, updates, and derivative works thereof. These Terms do not transfer any ownership of Platform intellectual property to you. All rights not expressly granted are reserved by Elevated.

6.2 Advisor Content

You retain all ownership rights in your Advisor Content. By using the Platform, you grant Elevated a limited, non-exclusive license to store, process, and display your Advisor Content solely as necessary to provide the Platform to you. Elevated does not claim ownership of your proprietary advisory methodology, client relationship materials, or other Advisor Content.

6.3 Advisory Outputs and Professional Responsibility

The Platform generates advisory outputs, including AI-assisted summaries, behavioral observations, educational planning recommendations, and similar materials, as data-derived analytical indicators to support your professional judgment. These outputs are not clinical assessments, psychological evaluations, or diagnoses of any kind, and do not constitute professional recommendations or determinations. AI-generated outputs may contain errors or omissions; you are responsible for independently verifying any output before relying on it in client advice. You are responsible for the advisory judgments, recommendations, and guidance you provide to your clients, and for the appropriate application of any platform output to your clients' individual circumstances. Elevated does not make educational, psychological, financial aid, or other professional determinations on behalf of you or your clients.

Elevated retains all intellectual property rights in the underlying models, algorithms, and features that generate advisory outputs. Advisory outputs based on your clients' Student Data are made available to you through the Platform interface for use in your practice.

6.4 Feedback

If you provide feedback, suggestions, or ideas about the Platform, you grant Elevated a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate such feedback into the Platform or other products and services without any obligation to you. Providing feedback is entirely voluntary.

7. Confidentiality

7.1 Definition

"Confidential Information" means any non-public information disclosed by one party to the other in connection with these Terms that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Elevated's Confidential Information includes, without limitation, the Platform's underlying technology, pricing not publicly disclosed, and non-public product roadmaps. Your Confidential Information includes Student Data and your proprietary advisory methodology.

7.2 Obligations

Each party agrees to: (a) hold the other's Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without prior written consent, except as permitted by these Terms; and (c) use Confidential Information only for the purpose of performing obligations or exercising rights under these Terms. Each party shall use at least the same degree of care to protect the other's Confidential Information as it uses for its own confidential information, and no less than reasonable care.

7.3 Exceptions

Confidentiality obligations do not apply to information that: (a) is or becomes publicly known through no breach of these Terms; (b) was rightfully known to the receiving party without restriction before disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is required to be disclosed by law, regulation, or court order, provided that the receiving party gives prompt written notice to the disclosing party (to the extent permitted) and cooperates with any request to seek a protective order.

7.4 Duration

Confidentiality obligations survive termination of these Terms for a period of three (3) years, except with respect to Student Data, which remains subject to confidentiality obligations indefinitely.

8. Warranties and Disclaimers

8.1 Elevated's Platform Warranty

Elevated warrants that it will use commercially reasonable efforts to make the Platform available on a continuous basis, and that it will implement and maintain reasonable technical and organizational security measures to protect Student Data. Elevated's obligations with respect to data security are further described in the Privacy Policy.

8.2 Advisor's Representations

You represent that: (a) you have the legal authority to enter into these Terms and to perform your obligations hereunder; (b) your use of the Platform will comply with all applicable laws and regulations; and (c) you have obtained all consents and authorizations required to upload and process Student Data through the Platform as described in Section 5.2.

8.3 Disclaimers

DISCLAIMER: EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." ELEVATED MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

THE PLATFORM IS A PROFESSIONAL TOOL TO SUPPORT YOUR ADVISORY PRACTICE. ELEVATED IS NOT A LICENSED EDUCATIONAL CONSULTANT, PSYCHOLOGIST, OR FINANCIAL ADVISOR. ELEVATED DOES NOT PROVIDE EDUCATIONAL, PSYCHOLOGICAL, FINANCIAL AID, OR OTHER PROFESSIONAL ADVICE OR DIAGNOSIS, AND MAKES NO REPRESENTATION THAT USE OF THE PLATFORM WILL RESULT IN ADMISSION TO ANY EDUCATIONAL INSTITUTION OR ACHIEVEMENT OF ANY PARTICULAR STUDENT OUTCOME. PLATFORM OUTPUTS ARE DATA DERIVED ANALYTICAL INDICATORS INTENDED TO SUPPORT ADVISOR PROFESSIONAL JUDGMENT AND DO NOT CONSTITUTE CLINICAL ASSESSMENTS, PSYCHOLOGICAL EVALUATIONS, OR DIAGNOSES OF ANY KIND.

DEVELOPMENT-PHASE FEATURES AVAILABLE THROUGH THE BETA DEVELOPMENT PROGRAM ARE PROVIDED WITHOUT WARRANTY OF ANY KIND AND MAY NOT PERFORM IDENTICALLY TO FINAL COMMERCIAL RELEASES.

9. Limitation of Liability

9.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ELEVATED'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO ELEVATED IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

9.3 Essential Purpose

The parties acknowledge that the limitations of liability in this Section 9 reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between the parties. Elevated would not provide the Platform on the terms set forth herein without these limitations.

9.4 Exceptions

Nothing in this Section 9 limits liability for: (a) a party's fraud or willful misconduct; (b) Elevated's gross negligence in connection with data security obligations; (c) either party's indemnification obligations under Section 10; or (d) amounts owed for unpaid fees.

10. Indemnification

10.1 Indemnification by Advisor

You agree to defend, indemnify, and hold harmless Elevated, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your breach of these Terms, including your client agreement obligations; (b) your failure to obtain required consents for the collection, processing, or storage of Student Data; (c) your advisory services or professional conduct; (d) your violation of applicable law; or (e) any claim by a client, student, or family member arising from your use of the Platform.

10.2 Indemnification by Elevated

Elevated agrees to defend, indemnify, and hold harmless you from and against any third-party claims alleging that the Platform, as provided by Elevated and used by you in accordance with these Terms, infringes any United States patent, copyright, trademark, or trade secret. This obligation does not apply if the infringement arises from: (a) your modification of the Platform; (b) use of the Platform in combination with other software or services not provided by Elevated; (c) your Advisor Content; or (d) any Beta Development Program features.

10.3 Indemnification Process

The indemnified party must: (a) promptly notify the indemnifying party in writing of any claim for which indemnification is sought; (b) give the indemnifying party sole control of the defense and settlement of the claim (provided that any settlement that imposes liability on the indemnified party requires the indemnified party's prior written consent); and (c) provide reasonable cooperation and assistance at the indemnifying party's expense.

11. Term and Termination

11.1 Term

These Terms commence on the date you create your Advisor account and continue for the duration of your active Subscription Plan, including any renewal periods, unless earlier terminated in accordance with this Section 11. The free trial period described in Section 3.3 is part of the term; these Terms apply in full during the trial period.

11.2 Cancellation by Advisor

You may cancel your Subscription Plan at any time through your account settings or by contacting support@elevatedenvironments.ai. For Monthly Plans, cancellation takes effect at the end of the current billing period. For Annual Plans, cancellation to prevent renewal must be received at least thirty (30) days before the end of the current annual term; cancellation mid-term does not entitle you to a refund of prepaid fees.

11.3 Termination for Cause

Either party may terminate these Terms for cause upon thirty (30) days' written notice if the other party materially breaches these Terms and does not cure the breach within that thirty (30)-day period. Material breach by you includes failure to make payment when due, uploading or processing Student Data without required consents, unauthorized use of the Platform, and violation of applicable law in connection with your use of the Platform.

11.4 Termination by Elevated

Elevated may suspend or terminate your account immediately, without prior notice, if: (a) you fail to make any payment within ten (10) business days of its due date; (b) Elevated determines in good faith that your use of the Platform poses a material security risk or legal risk to Elevated or third parties; (c) Elevated is required to do so by law or court order; or (d) your account is inactive for more than twelve (12) consecutive months (in which case Elevated will provide thirty (30) days' advance notice before deletion).

11.5 Effect of Termination

Upon termination or expiration of these Terms for any reason: (a) your license to access the Platform immediately ceases; (b) all fees owed through the termination date become immediately due and payable; and (c) the provisions of Sections 1, 6.1, 7, 8.3, 9, 10, 11.5, 12, and 13 survive and continue in full force.

12. Post-Termination Data Handling

12.1 Export Window

Following termination or expiration of your Subscription Plan, your account will remain accessible in a read-only state for thirty (30) days (the "Export Window"), during which you may export Student Data and Advisor Content through the Platform's data export features. You are responsible for initiating and completing exports during the Export Window.

12.2 Data Deletion

At the end of the Export Window, Elevated will delete your account and all associated Student Data and Advisor Content from active systems, unless retention is required by applicable law or court order. Deletion from backup systems may take up to sixty (60) additional days. Elevated will confirm deletion upon written request.

12.3 Assistance

If you require assistance with data export beyond the Platform's built-in tools, contact support@elevatedenvironments.ai promptly. Elevated will make commercially reasonable efforts to assist, and may charge a reasonable fee for manual data extraction services.

13. Beta Development Program

The Beta Development Program is an optional program that provides participating Advisors with early access to features under active development, in exchange for use of Advisor account data for platform development and improvement purposes. Participation is voluntary and does not affect access to standard platform features. The Beta Development Program is governed exclusively by the Platform Development Program Addendum, which is a separate agreement incorporated into these Terms for participants. To enroll in or withdraw from the Beta Development Program, contact privacy@elevatedenvironments.ai.

14. General Provisions

14.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. The Federal Arbitration Act governs the interpretation and enforcement of the arbitration agreement in Section 14.2.

14.2 Dispute Resolution and Arbitration

Informal Resolution. Before initiating arbitration, the parties agree to attempt to resolve any dispute through good-faith negotiation. Either party may initiate this process by providing written notice to the other describing the dispute and its desired resolution. If the dispute is not resolved within thirty (30) days of that notice, either party may proceed to arbitration as described below.

Binding Arbitration. Except as provided below, any dispute, claim, or controversy arising out of or relating to these Terms or the Platform, including questions about the existence, validity, or termination of these Terms, shall be resolved by binding arbitration administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures (for claims under $250,000) or its Comprehensive Arbitration Rules and Procedures (for claims of $250,000 or more), in each case as in effect at the time the arbitration is initiated. The arbitration shall be conducted by a single neutral arbitrator. The seat of arbitration shall be Salt Lake City, Utah, though proceedings may be conducted remotely by videoconference upon the agreement of both parties or at the arbitrator's discretion.

Individual Basis. All arbitration proceedings shall be conducted on an individual basis. Neither party may bring any claim as a class action, collective action, private attorney general action, or consolidated proceeding. The arbitrator may not consolidate claims of different parties or otherwise preside over any form of representative proceeding. If this class action waiver is found unenforceable with respect to any particular claim, that claim shall be severed and litigated in court while all remaining claims proceed in arbitration.

Costs. Each party shall bear its own attorneys' fees and costs in arbitration, except as otherwise awarded by the arbitrator. JAMS filing and administrative fees shall be allocated in accordance with JAMS's then-current fee schedule.

Exceptions. Either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending the outcome of arbitration. Either party may also bring an individual claim in small claims court in Salt Lake County, Utah, if the claim qualifies. These exceptions do not constitute a waiver of the right to arbitrate any other dispute. Any dispute not subject to arbitration shall be resolved exclusively in the state or federal courts located in Salt Lake County, Utah, and both parties consent to personal jurisdiction in those courts.

14.3 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without Elevated's prior written consent, and any purported assignment without such consent is void. Elevated may assign these Terms, in whole or in part, without your consent, in connection with a merger, acquisition, corporate restructuring, or sale of all or substantially all of its assets. These Terms are binding on the parties' respective successors and permitted assigns.

14.4 Entire Agreement

These Terms, together with the Privacy Policy, any applicable addenda (including the Platform Development Program Addendum for participants), and the Fee Schedule, constitute the entire agreement between you and Elevated with respect to the Platform and supersede all prior agreements, understandings, and communications between the parties on this subject. The Model Client Disclosure Language is provided as a resource and does not form part of this agreement.

14.5 Amendment

Elevated may amend these Terms at any time by posting an updated version at [elevatedenvironments.ai/advisor-terms-conditions] and providing notice to you at the email address associated with your account. Amendments take effect thirty (30) days after notice unless you terminate your Subscription Plan during that period. Your continued use of the Platform after an amendment takes effect constitutes acceptance of the amended Terms.

14.6 Waiver

No failure or delay by either party to exercise any right under these Terms constitutes a waiver of that right. A waiver of any right must be in writing signed by the waiving party to be effective, and a waiver of any breach does not operate as a waiver of any subsequent breach.

14.7 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable under applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions shall continue in full force and effect.

14.8 Notices

Notices from you to Elevated should be sent to legal@elevatedenvironments.ai, or by mail to: Elevated Environments LLC, 8907 Ranch Club Ct Park City, UT 84098. Elevated will send notices to you at the email address associated with your account. Notices are effective on the date sent by email (if no bounce is received) or three business days after mailing.

14.9 Force Majeure

Neither party is liable for delays or failures in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, terrorism, labor disputes, governmental actions, internet service provider failures, or pandemics. The affected party must promptly notify the other party and use commercially reasonable efforts to resume performance.

14.10 No Third-Party Beneficiaries

These Terms are for the benefit of the parties only and do not confer any rights or remedies on any third party, including any student, family member, or client of yours.