Terms of Service

1. Agreement

These Terms of Service (the “Terms”) are a binding agreement between you and Ella (“Ella,” “we,” “us”) and govern your access to and use of the Ella website, application and related services (the “Service”). By creating an account, checking the box indicating your agreement, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

If you use the Service on behalf of a company or other organization, you represent that you have authority to bind it to these Terms, and “you” includes that organization.

2. Eligibility and accounts

The Service is intended for business and professional use by persons at least 18 years old. You are responsible for the accuracy of your account information, for keeping your credentials confidential, and for all activity under your account. Notify us promptly of any unauthorized use.

3. The Service

Ella is a software tool that assists with organizing and analyzing hotel financial statements, including by mapping the lines of a profit and loss statement to a standard chart of accounts and exporting the result. Features described as being in early access may change, be limited, or be withdrawn.

4. No professional advice

Ella does not provide investment, financial, accounting, tax, appraisal or legal advice, and is not a registered investment adviser, broker-dealer, certified public accountant or licensed appraiser. Nothing produced by the Service, and nothing published by Ella, is a recommendation, offer or solicitation to buy, sell, finance or invest in any property, security or other asset. You should obtain advice from qualified professionals before making any such decision.

5. Your responsibility for results

Results produced by the Service (“Outputs”), including normalized statements, account mappings, figures, models and exports, are generated in part by automated and machine-learning systems. Outputs may be incomplete, inaccurate or misclassified, and the same input may not always produce the same Output.

You are solely and fundamentally responsible for reviewing and verifying every Output against the source documents before relying on it for any purpose, and for every decision you make using an Output. You agree that you will not rely on any Output without such review, and that any reliance is at your own risk.

Projections, pro formas, simulations and other forward-looking Outputs are hypothetical, rest on assumptions that may not be realized, and are not guarantees of future results.

6. Your content

You retain all rights in the documents and data you upload (“Customer Content”). You grant Ella a limited license to host, process and transmit Customer Content solely to provide and secure the Service for you. You represent that you have all rights and permissions needed to upload Customer Content and to have it processed as described, and that doing so does not breach any confidentiality obligation or law.

Ella stores Customer Content encrypted and uses service providers to operate the Service, including hosting, payment processing, email delivery and a zero-data-retention AI classification endpoint. That endpoint receives the lines of your statements (each line’s wording, a figure from it and the headings it sits under), never the files themselves. Ella does not sell Customer Content or use it to train models. The Privacy Policy at askella.work/privacy describes what Ella collects, who receives it and how long it is kept.

7. Acceptable use

You will not: use the Service unlawfully or to infringe others’ rights; upload content you are not authorized to share; attempt to access another account, or to probe, scan or circumvent the Service’s security; interfere with the Service’s operation; reverse engineer the Service except as the law expressly permits; or resell the Service without our written consent.

8. Fees and billing

Paid plans are billed monthly in advance through our payment processor, Stripe, together with any usage beyond the plan’s allowance at the published rate. By subscribing, you authorize these charges to your payment method. You may cancel at any time; cancellation takes effect at the end of the current billing period. Except where required by law, fees are non-refundable. We may change prices with at least 30 days’ notice, effective from your next billing period.

9. Intellectual property

The Service, including its software, design and documentation, is owned by Ella and its licensors and is protected by law. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable right to use the Service for your internal business purposes. You may use Outputs for your own business purposes, subject to Sections 4 and 5.

10. Disclaimer of warranties

THE SERVICE AND ALL OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY OR COMPLETENESS, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. ELLA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY OUTPUT WILL BE ACCURATE OR RELIABLE.

11. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ELLA WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM ERRORS IN, OR RELIANCE ON, ANY OUTPUT, OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, INVESTMENT, BUSINESS OPPORTUNITY, GOODWILL OR DATA, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THEIR POSSIBILITY.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ELLA’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF THE FEES YOU PAID ELLA FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS.

Nothing in these Terms limits liability that cannot be limited under applicable law, such as liability for fraud, gross negligence or willful misconduct where the law does not permit it to be limited.

12. Indemnification

You will defend, indemnify and hold harmless Ella and its officers, employees and agents from any claim, loss, liability or expense (including reasonable attorneys’ fees) arising from your Customer Content, your use of the Service or any Output, any decision you make using an Output, or your breach of these Terms.

13. Suspension and termination

You may stop using the Service at any time. We may suspend or terminate your access if you breach these Terms, if required by law, or to protect the Service or other users. Sections 4, 5, and 9 through 16 survive termination.

14. Changes to these Terms

We may update these Terms. We will post the updated Terms with a new date and, for material changes, notify you by email or in the Service. Changes apply from the date posted; continuing to use the Service after that date means you accept them.

15. Governing law and venue

These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict-of-laws rules. The state and federal courts located in Middlesex County, Massachusetts have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, and each party consents to their jurisdiction.

16. General

These Terms are the entire agreement between you and Ella about the Service and supersede any prior understanding. If any provision is held unenforceable, it will be enforced to the maximum extent permissible and the rest will remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition or sale of assets. Neither party is liable for delays caused by events beyond its reasonable control.

17. Contact

Questions about these Terms can be sent through the contact form at askella.work/contact. You can delete your account, and everything in it, at any time from the Account page.