Terms of Service (business customers)

These Terms of Service (the "Terms") are an agreement between Downshift LLC, 1401 Lavaca St STE 80394, Austin, TX 78701 ("Rivalize", "we", "us") and the business that creates an account or uses the service ("Customer", "you"). Rivalize is operated at rivalize.ai.

Rivalize is offered to businesses and to individuals acting in a business, professional or trade capacity. It is not offered to consumers. By creating an account, ticking the acceptance box, or using the service, you confirm that you are using Rivalize for business purposes only.

If you accept these Terms for a company or other organisation, you confirm that you have the authority to bind it, and "you" means that organisation. If you do not have that authority, or you do not agree with these Terms, do not use Rivalize.

You must be at least 18 years old and able to enter a binding contract. You must give accurate account details and keep them current.

• "Service" means the Rivalize website, dashboard, reports, alerts, briefings, API, integrations and related features.

• "Customer Data" means what you or your users give us: account details, the companies, competitors and URLs you enter, your notes, settings and any files or text you upload.

• "Public Data" means information we collect from public sources such as websites, app stores, search results, news, job boards, review sites and public registries.

• "Reports" means the reports, briefs, battlecards, alerts, briefings, exports and answers the Service produces for you, in any format.

• "Plan" means the subscription tier you hold, as described on the pricing page and in the app.

• "Credits" means the monthly allowance that pays for credit-priced actions such as a full report.

• "AI Vendors" means the third-party model and research providers listed in section 11.

Rivalize is a competitive-intelligence service. You enter competitors, and the Service collects public information about them, monitors changes, and produces cited reports and alerts.

What each Plan includes, including the number of tracked companies, monitoring coverage, history, report allowance and credits, is shown on the pricing page and in your account at the time you subscribe. Those limits are part of your Plan. Enterprise customers have a written scope and commercial terms in addition to these Terms.

A free trial or a free report, where we offer one, is provided for evaluation, on the limits shown when it starts. We may limit a trial to one per person or company, and we may end one that is abused. When a trial ends without a paid subscription, your account returns to its previous state: your projects, reports and tracked companies are kept and remain readable, but no new runs, monitoring or alerts are made until you subscribe.

Fees. Paid Plans are billed in US dollars, in advance, monthly or annually as you choose, through our payment processor Stripe. Prices are those shown on the pricing page when you subscribe, plus any taxes that apply. You authorise us and Stripe to charge your payment method for the fees on each billing date.

Renewal. A subscription renews automatically for the same billing period until you cancel. We will give you at least 30 days' notice of a price change for an existing subscription, and the new price applies from your next renewal after that notice.

Credits. Your Plan includes a monthly allowance of Credits. Credit-priced actions, such as a full report or a quick check, use Credits at the rate shown in the app before you start them. The allowance is refilled for each paid billing period. Unused Credits do not accumulate beyond the Plan allowance, and Credits have no cash value. Some Plans include actions that cost no Credits, as stated in the Plan description.

Changing Plan. If you upgrade, the difference for the rest of the period is charged straight away. If you downgrade, the unused time on the old Plan is applied as a credit to your future invoices, not paid back in cash.

Cancellation. You can cancel at any time from the billing portal in your account settings. Cancellation takes effect at the end of the period you have paid for, and you keep access until then. If you delete your account, any active subscription is cancelled immediately and the account is closed.

Refunds. Fees are not refundable, except that you may ask for a refund of your first payment within 14 days of the initial purchase, and except where the law gives you a right to one. Because we cannot refund time that has already been used, we do not give partial refunds for a period that has begun, or for Credits already used. If you believe you were charged in error, write to support@rivalize.ai and we will review it.

Late or failed payment. If a payment fails, we may retry it, restrict paid features, or suspend the account under section 15 until it is paid.

You are responsible for your account, for everything done with your credentials, and for keeping those credentials secure. Tell us promptly at support@rivalize.ai if you believe your account has been accessed without permission.

You agree that you will use Rivalize only for lawful business purposes and that you will not:

• ask the Service to collect information in a way that breaks the law, a website's access controls, or the rights of others, including attempts to reach private or password-protected content;

• use the Service, or information in a Report, to harass, stalk, intimidate, threaten or discriminate against any individual;

• use information about individuals in a Report to decide on someone's employment, credit, insurance, housing or similar eligibility;

• resell, sublicense or redistribute raw Public Data or bulk exports from the Service, or build a competing data product from it, beyond what your Plan allows;

• copy, scrape or bulk download the Service itself, or exceed rate limits or fair-use limits, including by automated means that are not part of the API your Plan provides;

• reverse engineer the Service, circumvent Plan limits, or share one account between people or companies who should each hold their own;

• upload malware, probe or test the security of the Service without our written permission, or interfere with other customers' use;

• use the Service in breach of applicable law, including competition, privacy, export-control and sanctions laws.

Agency Plans may share Reports with the agency's own clients, including through the share links the Service provides. That does not allow you to resell the Service itself or to hand raw data to third parties outside the Report.

You are responsible for what you do with Reports. Competitive intelligence must be used in line with competition and privacy law, and you are responsible for deciding whether and how a given use is lawful where you operate.

Rivalize works from information that is publicly available. We collect it from public websites, app stores, search results, news, job boards, review sites, registries and similar sources, and through data providers that do the same. We do not access private systems or confidential material of the companies you track.

Public information can be out of date, incomplete, ambiguous or wrong at the source. Some facts, such as pricing, headcount, funding and revenue, are estimates or are reported differently by different sources. Where we can, Reports cite their sources and show the date the information was collected, so that you can check it. A Report reflects what was found at the time it was produced.

Public Data we collect may be stored and reused to produce Reports for other customers. Your Customer Data is not shown to other customers.

Reports are generated with the help of artificial intelligence. Every Report, export, alert and answer produced by the Service is AI-generated and is marked as such, for example with the line "AI-generated, sources cited" and a machine-readable ai_generated marker. If you share or republish a Report, you must not remove that disclosure or present the content as written by a person.

AI-generated content can contain errors, omissions and statements that sound right but are not. It is provided for information. It is not legal, financial, tax, investment or other professional advice, and it is not a substitute for your own judgement or for advice from a qualified professional. Check the cited sources before you rely on a figure or a claim, especially before a decision with legal, financial or reputational consequences.

When you chat with the Service, you are dealing with an AI, not a person.

We work to improve accuracy, but we do not promise that any Report is correct, complete or current.

Rivalize and its licensors own the Service, including its software, design, models, methods, trademarks and documentation. These Terms do not transfer any of that to you.

You own your Customer Data. You give us a worldwide, non-exclusive licence to host, process and use it as needed to provide and secure the Service for you, to support you, and to meet our legal duties.

Subject to these Terms and payment of the fees, we give you a non-exclusive, non-transferable right to use the Reports for your own internal business purposes, and to share them with your own clients if your Plan allows it. Third-party content quoted in a Report remains the property of its owners, and you must respect their rights.

If you send us feedback or suggestions about the Service, we may use them without restriction or payment.

Each of us will keep the other's non-public information confidential, use it only for the purposes of these Terms, and disclose it only to people who need it and who are bound to keep it confidential, or as required by law. This does not cover information that is public, that was already known to the receiving party, that it learns from someone else without a duty of confidence, or that it develops on its own.

We apply technical and organisational measures that are reasonable for a service of this kind to protect Customer Data, including encryption in transit and at rest. No system is perfectly secure, and we cannot promise that Customer Data will never be accessed without authority. Reports are private to your account until you choose to share them.

We may use aggregated and de-identified information about how the Service is used to operate, secure and improve it.

We handle personal data as described in our Privacy Policy at rivalize.ai/privacy. For personal data of your own staff and users that we handle on your behalf, we offer a data processing agreement (DPA) on request. Write to privacy@rivalize.ai to ask for one. Reports can include publicly available professional information about named people, such as people who work at a competitor. You are responsible for having a lawful basis for the way you use that information.

Each party will comply with the data protection laws that apply to it. Where personal data is transferred from the European Economic Area, the United Kingdom or Switzerland to a country without an adequacy decision, we rely on appropriate safeguards, such as standard contractual clauses, and the DPA sets them out.

We use third-party providers to run the Service and to produce Reports. The providers in use at the effective date of these Terms are:

• AI and research: OpenAI, OpenRouter (which routes requests to model providers) and Perplexity. They receive the text needed to produce a Report, such as company names, public web content and your product context. We do not send them your payment details or your password.

• Data collection from public sources: Brave Search, FairCrawl, Firecrawl and DataForSEO, together with other public-data sources such as the YouTube Data API.

• Hosting and storage: Railway (application hosting and the main database), Neon (a database of public company information) and Cloudflare R2 (file storage).

• Payments: Stripe.

• Email delivery: Resend.

• Product analytics and error monitoring: PostHog and Sentry.

You authorise us to use these providers and to use other providers of the same kind. We remain responsible for them under these Terms, and we require them to protect the data they handle. A current list is available at any time on request to privacy@rivalize.ai.

We aim to keep the Service available, but we do not guarantee uninterrupted or error-free operation. Maintenance, third-party outages, changes at the sites we collect from and other events outside our control can delay or interrupt collection, monitoring and delivery. The Service does not promise real-time detection of changes.

Support is available by email at support@rivalize.ai. Some Plans include priority support, as stated in the Plan description. Any service levels beyond this are only those written in an Enterprise agreement.

We improve Rivalize all the time and may add, change or retire features, data sources, vendors and integrations. If we make a change that materially reduces what your paid Plan includes, we will tell you in advance, and you may cancel as set out in section 4.

We may also set or change fair-use limits to protect the Service and other customers.

You are not locked in. You can cancel at any time, and you can leave Rivalize for another provider whenever you choose.

While your account is active, you can export your Reports as Markdown, CSV and PDF files. You can also ask support@rivalize.ai for a full export of your Customer Data, and we will provide it in a commonly used, machine-readable format.

After your subscription ends or your account is closed, you may ask us for an export of your Customer Data for a reasonable period afterwards, as long as the data has not been deleted.

You can delete your account from your account settings. Deleting it cancels the subscription and removes the data held for your account, including projects, Reports and tracked companies. Deletion cannot be undone, so export what you need first.

You may stop using Rivalize and cancel at any time, as set out in section 4.

We may suspend or restrict your access immediately if you breach these Terms, if a payment is overdue, if your use puts the Service, our providers or other customers at risk, or if we must do so by law. Where it is reasonable and lawful, we will tell you why and give you the chance to put the matter right. We may end these Terms and your account if a breach is serious or is not put right within a reasonable time, or if we stop offering the Service, in which case we will give you reasonable notice.

When these Terms end, your right to use the Service ends, and you must stop using it. The sections that by their nature should continue to apply do so, including sections on intellectual property, confidentiality, disclaimers, liability, indemnities and governing law. Section 14 sets out how to export your data.

Each party confirms that it has the power to enter into these Terms.

Except as these Terms expressly say, and to the extent the law allows, the Service and all Reports are provided "as is" and "as available". We give no warranty of any kind, express or implied, including any warranty of accuracy, completeness, timeliness, merchantability, fitness for a particular purpose, non-infringement, or that the Service will meet your requirements or be uninterrupted. We do not warrant the content of third-party sources or the output of AI models.

Some jurisdictions do not allow certain disclaimers. In those, the disclaimers apply only as far as the law permits.

To the extent the law allows, neither party is liable under or in connection with these Terms for indirect, incidental, special, consequential or punitive damages, or for loss of profit, revenue, business, goodwill or anticipated savings, even if it was told they were possible.

To the extent the law allows, the total liability of each party for all claims arising from these Terms or the Service is limited to the fees you paid to Rivalize for the Service in the 12 months before the event that gave rise to the claim.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded by law, including liability for fraud or wilful misconduct, for death or personal injury caused by negligence, or for gross negligence where the law does not allow it to be limited.

You rely on Reports at your own risk and are responsible for decisions you take using them. These limits apply whatever the theory of liability and are a fair allocation of risk that is reflected in the price of the Service.

You will defend and indemnify Rivalize against claims by a third party, and the resulting damages, costs and reasonable legal fees, to the extent they arise from your breach of section 5, from your Customer Data, or from your use of a Report or of information about individuals in a way that breaks the law or the rights of others.

We will defend and indemnify you against claims by a third party that the Service, as we provide it and used as these Terms allow, infringes that third party's intellectual property rights, and we will pay the damages and costs awarded or agreed in settlement. This does not apply to claims that arise from Customer Data, from Public Data quoted in a Report, or from use that breaks these Terms.

The party seeking an indemnity must promptly tell the other of the claim, let it control the defence and settlement, and give reasonable help at the other's cost. A settlement that admits fault for the indemnified party needs its consent.

We may update these Terms. Every version is numbered and dated, and earlier versions remain readable at rivalize.ai/terms followed by the version number.

When we publish a new version, we will tell you by email or in the app. The next time you sign in, you will be asked to read and accept the new version before you continue. If you do not accept it, you may not keep using the Service, and you may cancel your subscription as set out in section 4. The new version applies to you from the time you accept it.

These Terms, and any dispute arising from them or from the Service, are governed by the laws of the jurisdiction in which Downshift LLC is established, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The courts of that jurisdiction have exclusive authority over such disputes, except that either party may ask any competent court for urgent relief to protect its intellectual property or confidential information. Nothing in this section removes rights or remedies that a mandatory law of your country gives you, and nothing prevents you from raising a concern with a data protection authority.

Before starting formal proceedings, the parties will try in good faith to settle a dispute by writing to the contact in section 22.

Entire agreement. These Terms, with the Privacy Policy, any DPA you have signed with us, and any Enterprise order or scope, are the whole agreement between us about the Service. They replace earlier understandings. Terms in a purchase order do not apply.

Order of precedence. If documents conflict, a signed Enterprise agreement comes first, then the DPA (for personal data), then these Terms.

Severability. If a provision is held invalid or unenforceable, the rest continues in force and the provision is replaced by a valid one that comes closest to its purpose.

No waiver. A delay or failure to enforce a right is not a waiver of it.

Assignment. You may not assign these Terms without our written consent. We may assign them to a successor of our business or to an affiliate on notice to you.

Force majeure. Neither party is liable for failure to perform, other than a duty to pay, caused by events beyond its reasonable control, including outages of internet, hosting, or third-party providers.

Notices. We may give notice by email to the address on your account, in the app, or on our website. You may give notice to us at the address in section 22.

Relationship. We are independent contractors. These Terms create no partnership, agency or employment. Only the parties have rights under these Terms.

Publicity. We will not use your name or logo to promote Rivalize without your permission.

Downshift LLC, 1401 Lavaca St STE 80394, Austin, TX 78701.

• Legal questions about these Terms: legal@rivalize.ai

• Privacy and DPA requests: privacy@rivalize.ai

• Support, billing and data export: support@rivalize.ai