Acceptable Use & Service Limitations
This Acceptable Use and Service Limitations Policy (the "AUP") forms part of the Upside PR Terms of Service (the "Terms") between Upside Financial Technologies Inc. ("Upside") and the Customer. Capitalized terms not defined here have the meanings in the Terms. This AUP does two things: Part A sets the rules for using the Service, and Part B describes the inherent limitations of the Service that every Customer accepts by using it. A material violation of Part A is a material breach of the Terms and may result in suspension or termination under the Terms.
Part A: Acceptable Use
A1. Permitted Use
The Service may be used only:
- by the Customer entity for which the account was created, through its Authorized Users;
- for Customer's internal business purposes of analyzing, drafting, and refining its own corporate communications and reviewing its own disclosure history; and
- in compliance with the Terms, applicable law (including securities laws and stock exchange policies), and Customer's own internal policies governing disclosure and confidential information.
A2. Account and Access Rules
You must not:
- share, sell, lease, or transfer account credentials, or permit any person who is not an Authorized User to access the Service;
- use one account on behalf of multiple issuers or unrelated entities, or submit drafts belonging to another company (including a client of yours) unless Upside has agreed to that arrangement in writing;
- circumvent, disable, or interfere with authentication, session management, tenant isolation, or any other security feature of the Service;
- access or attempt to access another customer's account, data, or Output.
A3. Content Rules
You must not submit to the Service:
- content you do not have the right and authority to share with a service provider, including third-party material non-public information you are not authorized to disclose;
- personal information beyond what is reasonably necessary for the Service (the Service needs your drafts and corporate history, not personal data about individuals beyond names and titles appearing in ordinary course releases);
- content that is unlawful, defamatory, or infringing, or that contains malware or other harmful code.
A4. Prohibited Uses of the Service and Output
You must not use the Service or any Output to:
- create, publish, or facilitate disclosure you know or ought reasonably to know is false, misleading, promotional beyond what applicable law permits, or manipulative, or that omits material facts required to be stated;
- engage in or facilitate market manipulation, "pump" campaigns, undisclosed paid promotion, selective disclosure, or any other conduct that violates securities laws or exchange policies;
- represent that Upside authored, verified, approved, or certified any public disclosure, or cite Upside or the Service in public disclosure without Upside's prior written consent;
- present Output as the advice of a lawyer, investment adviser, or Qualified Person, or use it as a substitute for any of them.
A5. Platform Integrity Rules
You must not:
- copy, scrape, crawl, harvest, or bulk-extract the Service, the Evidence Base, evidence chips, effect sizes, playbook findings, or any dataset underlying the Service, whether manually or by automated means;
- reverse engineer, decompile, or attempt to derive the source code, models, prompts, or methodologies of the Service, except to the extent this restriction is prohibited by applicable law;
- use the Service to build, train, benchmark, or improve a competing product or dataset, or provide access to the Service to a competitor of Upside for that purpose;
- resell, sublicense, white-label, or provide the Service to third parties as a service bureau, agency offering, or otherwise, unless agreed in an Order Form;
- probe, scan, or test the vulnerability of the Service, or interfere with its operation, other than good-faith reports of vulnerabilities to hello@upsidepr.ai;
- impose unreasonable load on the Service through automated or scripted job submission beyond ordinary interactive use.
A6. Enforcement
Upside may investigate suspected violations of this AUP and may, acting reasonably, remove content, suspend access, or terminate the Terms in accordance with the Terms. Where practicable, Upside will notify Customer and give an opportunity to cure before suspending. Upside may report to authorities conduct it reasonably believes to be unlawful and may disclose related information where required by law.
Part B: Service Limitations
Customer accepts the Service subject to the following limitations, which are part of the basis on which the Service is offered at its price. Nothing in this Part B expands any warranty or obligation of Upside beyond the Terms.
B1. Nature of the Analysis
- Historical, directional, probabilistic. The Evidence Base measures associations between characteristics of past press releases and the issuing companies' beta-adjusted, company-specific market reactions. These are directional findings from historical samples, not predictions. A drafting choice associated with better historical reactions can still precede a poor reaction for any given release, and vice versa.
- No outcome guarantee. Upside does not represent or warrant that following the Service's suggestions will improve, or avoid harming, any market reaction, share price, trading volume, financing outcome, or any other result.
- Sample and coverage limits. Findings carry sample sizes and confidence tiers. Coverage is strongest for TSX and TSXV listed mining companies and the press release types in the current evidence set. Output concerning sectors, exchanges, jurisdictions, or release types outside the evidence set is labeled accordingly and reflects judgment, not measured evidence.
- Regime dependence. Some findings are conditional on market regime (for example gold tape direction). Regime snapshots are computed from third-party market data at submission time and may be delayed, incomplete, or subsequently revised.
B2. Nature of AI-Generated Output
- Output is generated with large language models and may contain errors, omissions, miscalculations, fabricated or misattributed statements, or outdated figures, including in numbers, units, dates, and quoted terms.
- Iteration improves drafts but does not eliminate these risks. Every version, including the final export, requires the human review described in the Terms.
- The redline and comment formats are drafting conveniences. The presence or absence of a tracked change or margin comment is not a representation about the materiality, accuracy, or compliance of any passage.
B3. Not Advice; Compliance Flags
- The Service does not provide legal, disclosure, investment, financial, technical, or tax advice, and no output, flag, chip, score, or tier is such advice.
- Compliance flags (for example concerning forward-looking statements, NI 43-101 matters, or selective disclosure) are non-exhaustive drafting aids that route issues outward to Customer's counsel and Qualified Person. The absence of a flag is not a representation that a draft is compliant, and the presence of a flag is not a legal conclusion.
- The Service will not remove, and will not advise removing, information from a draft on the basis that it is material; decisions about materiality and disclosure content are Customer's alone.
B4. Operational Limitations
- Availability. Upside targets high availability consistent with the recovery objectives in its internal security policies but does not commit to a contractual service level or credits unless agreed in an Order Form. The Service may be unavailable during maintenance, incidents, or third-party provider outages.
- Processing times. Job processing times vary with draft length, mode, and load.
- Support. Support is provided by email and in-portal channels during Upside's ordinary business hours (Toronto time), on a commercially reasonable efforts basis.
- Third-party dependencies. The Service depends on third-party cloud infrastructure, model infrastructure, and market data providers. Their outages, errors, or changes may affect the Service, as addressed in the Terms.
- File formats. Uploads are supported in the formats stated in the portal (currently docx, pdf, and pasted text). Redline exports are designed for current versions of Microsoft Word; rendering in other software may differ.
- Data lifecycle. Customer Content and Output are retained and purged on the schedule in the Data Handling and Security Policy, including default purge of draft materials after the related release becomes public and deletion following offboarding. Customer is responsible for exporting and archiving anything it needs to keep before purge or account closure.
B5. Changes
Upside may update this AUP as the Service evolves. Material changes follow the notice mechanics in the Terms.
Contact: hello@upsidepr.ai