Terms of service

Effective Date: September 23, 2026

These Terms of Service (these “Terms”) constitute a binding agreement between EchoLift, LLC, a New York limited liability company (“EchoLift,” “we,” “us,” or “our”), and the person or legal entity accessing or using the Services (“Customer,” “you,” or “your”). EchoLift and Customer may each be referred to as a “Party” and together as the “Parties.”

These Terms, together with any applicable order form, insertion order, statement of work, online registration form, or other ordering document accepted by EchoLift (each, an “Order”), govern Customer’s access to and use of EchoLift’s technology, software, advertising, analytics, targeting, optimization, and related services.

By accessing or using the Services, submitting an Order, or otherwise indicating acceptance of these Terms, you agree to be legally bound by them. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity to these Terms.

If you do not agree to these Terms, you may not access or use the Services.

1. SERVICES

1.1 Services

EchoLift provides an AI-powered advertising technology platform designed to support advertising campaigns across streaming audio, podcasts, digital audio, and related media environments (the “Services”).

The Services may include, depending on the products and services purchased by Customer:

campaign planning and execution;
audio advertising buying and placement;
audience targeting and segmentation;
campaign optimization;
creative processing and management;
contextual and other AI-powered analysis;
measurement, attribution, and reporting;
inventory access through third-party publishers, platforms, exchanges, supply-side platforms, ad networks, and other media partners; and
other advertising technology, software, analytics, or related services made available by EchoLift from time to time.

The particular Services available to Customer will be described in the applicable Order.

1.2 Changes to Services

EchoLift may modify, enhance, replace, or discontinue portions of the Services from time to time, provided that EchoLift will use commercially reasonable efforts not to materially reduce the core functionality of any paid Services during an applicable subscription or campaign term.

EchoLift may also make changes required to comply with applicable law, third-party platform requirements, industry standards, security requirements, or changes to third-party services.

1.3 Accounts

Customer may be required to establish an account to access certain Services. Customer is responsible for maintaining the confidentiality of account credentials and for all activity conducted through its account.

Customer must promptly notify EchoLift of any unauthorized access to or use of its account.

1.4 Support

EchoLift will provide commercially reasonable support for the Services consistent with EchoLift’s then-current support practices and the applicable Order.

2. CUSTOMER RESPONSIBILITIES AND USE RESTRICTIONS

2.1 Acceptable Use

Customer will use the Services only in accordance with these Terms, applicable Orders, EchoLift policies, and all applicable federal, state, local, and international laws and regulations.

Customer may not use the Services to:

(a) violate any applicable law or regulation;

(b) infringe, misappropriate, or otherwise violate any third-party intellectual property, privacy, publicity, or other rights;

(d) interfere with or disrupt the Services or any systems supporting the Services;

(e) attempt to gain unauthorized access to the Services, accounts, systems, or networks;

(f) reverse engineer, decompile, disassemble, or attempt to discover the source code, underlying algorithms, models, or architecture of the Services, except to the extent such restriction is prohibited by applicable law;

(g) copy, reproduce, modify, or create derivative works of the Services except as expressly authorized by EchoLift;

(h) use the Services to develop a competing product or service, or to benchmark the Services for publication or competitive purposes, without EchoLift’s prior written consent; or

(i) use the Services in any manner that could reasonably be expected to damage EchoLift, its partners, its technology, or its reputation.

2.2 Customer Systems

Customer is responsible for obtaining and maintaining any hardware, software, internet connectivity, integrations, credentials, and other systems necessary to access or use the Services.

2.3 Customer Data and Materials

Customer is responsible for the accuracy, legality, and completeness of all information, data, creative assets, audience information, campaign instructions, tracking parameters, and other materials submitted to EchoLift (“Customer Materials”).

Customer represents that it has all rights, permissions, consents, and authorizations necessary for EchoLift to use Customer Materials as contemplated by these Terms and the applicable Order.

2.4 Suspension

EchoLift may suspend or restrict Customer’s access to all or part of the Services if EchoLift reasonably believes that:

(a) Customer has violated these Terms;

(b) Customer’s use of the Services presents a security, legal, regulatory, or operational risk;

(d) Customer has failed to make required payments; or

(e) suspension is reasonably necessary to comply with applicable law or a third-party platform requirement.

EchoLift will use commercially reasonable efforts to provide notice before suspension when reasonably practicable.

3. ADVERTISING SERVICES

3.1 Campaign Orders

Customer may purchase advertising or related Services through an Order, campaign brief, insertion order, platform interface, or other mutually agreed process (each, a “Campaign Order”).

Each Campaign Order may specify applicable campaign dates, budget, inventory, targeting, pricing, creative requirements, performance objectives, and other campaign terms.

3.2 Third-Party Inventory

EchoLift may obtain advertising inventory through third-party publishers, broadcasters, podcast networks, exchanges, supply-side platforms, ad networks, streaming platforms, marketplaces, or other media partners (“Media Partners”).

Customer acknowledges that the availability, pricing, specifications, targeting capabilities, measurement, delivery, and performance of third-party inventory may be subject to the terms, policies, technology, and availability of the applicable Media Partner.

EchoLift does not guarantee the continued availability of any particular publisher, platform, exchange, inventory source, or Media Partner.

3.3 Advertising Creative

Customer is solely responsible for all advertisements, audio, video, images, copy, trademarks, claims, disclosures, landing pages, and other creative or promotional materials supplied by or on behalf of Customer (“Advertising Materials”).

Customer represents and warrants that:

(a) Customer owns or controls all rights necessary to use and distribute the Advertising Materials;

(b) the Advertising Materials do not infringe or violate any third-party rights;

(c) the Advertising Materials comply with all applicable laws, regulations, advertising standards, and platform policies; and

(d) all claims contained in the Advertising Materials are accurate and adequately substantiated where required by applicable law.

Customer authorizes EchoLift and its Media Partners and service providers to host, reproduce, transmit, modify as technically necessary, display, perform, distribute, and otherwise use the Advertising Materials solely as reasonably necessary to provide the Services and fulfill the applicable Campaign Order.

3.4 Prohibited Advertising

Customer may not submit or distribute Advertising Materials that:

are unlawful, fraudulent, deceptive, defamatory, obscene, or threatening;
promote illegal products or activities;
infringe intellectual property, privacy, publicity, or other rights;
contain malicious code or harmful software;
discriminate unlawfully;
contain materially misleading claims;
violate applicable advertising or consumer-protection laws; or
violate the policies or requirements of applicable Media Partners.

EchoLift may reject, remove, pause, or refuse to distribute any Advertising Materials that EchoLift reasonably believes violate these Terms, applicable law, or third-party requirements.

3.5 Campaign Performance

Unless expressly stated in an applicable Order, EchoLift does not guarantee any particular number of impressions, listens, conversions, clicks, sales, revenue, return on advertising spend, attribution results, or other campaign performance metric.

Campaign results may be affected by inventory availability, audience behavior, third-party platforms, measurement methodologies, market conditions, technical limitations, and other factors outside EchoLift’s reasonable control.

3.6 AI and Optimization

Certain Services may use machine learning, artificial intelligence, automated decisioning, contextual analysis, predictive modeling, or other automated technologies.

Customer acknowledges that automated recommendations, classifications, targeting, optimization, forecasting, or other outputs may contain errors and should not be treated as guaranteed outcomes or as professional, legal, financial, or other advice.

4. FEES AND PAYMENT

4.1 Fees

Customer will pay the fees specified in the applicable Order (“Fees”).

Unless otherwise stated in an Order, all Fees are non-refundable once the applicable Services have been provided or the applicable advertising inventory has been purchased or committed.

4.2 Advertising Spend

Where EchoLift purchases media or inventory on Customer’s behalf, Customer will be responsible for all applicable media costs, advertising spend, platform fees, third-party charges, and other amounts identified in the applicable Order.

4.3 Invoicing

Unless otherwise specified in an Order, invoices are due and payable within thirty (30) days of the invoice date.

EchoLift may require prepayment, deposits, credit limits, or other payment arrangements based on Customer’s creditworthiness, campaign requirements, or the nature of the Services.

4.4 Late Payments

Overdue amounts may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law.

Customer will reimburse EchoLift for reasonable costs incurred in collecting undisputed overdue amounts, including reasonable attorneys’ fees.

4.5 Taxes

Fees do not include applicable sales, use, excise, withholding, or similar taxes. Customer is responsible for all such taxes other than taxes imposed on EchoLift’s net income.

5. CONFIDENTIALITY

5.1 Confidential Information

“Confidential Information” means non-public information disclosed by one Party to the other that is designated as confidential or that reasonably should be understood to be confidential based on its nature or the circumstances of disclosure.

EchoLift’s Confidential Information includes non-public information regarding its Services, technology, algorithms, models, pricing, product roadmap, security practices, business plans, and performance.

Customer’s Confidential Information includes non-public Customer Materials and other proprietary business information provided to EchoLift.

5.2 Obligations

The receiving Party will:

(a) use the disclosing Party’s Confidential Information only as necessary to perform or receive the Services or otherwise exercise its rights under these Terms;

(b) protect the Confidential Information using reasonable measures; and

(c) not disclose Confidential Information to any third party except to employees, contractors, professional advisors, affiliates, and service providers who have a legitimate need to know and are bound by confidentiality obligations.

5.3 Exclusions

Confidential Information does not include information that:

(a) is or becomes publicly available through no breach of these Terms;

(b) was already lawfully known by the receiving Party;

(d) is lawfully received from a third party without confidentiality restrictions.

If disclosure is required by law, the receiving Party may disclose the required information, provided that it gives advance notice when legally permitted.

6. INTELLECTUAL PROPERTY AND DATA

6.1 EchoLift Technology

EchoLift owns all right, title, and interest in and to:

(a) the Services;

(b) the EchoLift platform;

(d) improvements, modifications, enhancements, and derivative works of the foregoing; and

(e) all intellectual property rights associated with the foregoing.

Except for the limited rights expressly granted under these Terms, no rights are granted to Customer.

6.2 Customer Materials

As between the Parties, Customer retains its rights in Customer Materials.

Customer grants EchoLift a non-exclusive, worldwide, royalty-free license to access, host, copy, process, transmit, modify as technically necessary, and otherwise use Customer Materials during the Term as reasonably necessary to provide the Services.

6.3 Service Data

EchoLift may collect and use information regarding the operation, performance, and use of the Services, including technical information, campaign information, usage information, and aggregated or de-identified data (“Service Data”).

EchoLift may use Service Data during and after the Term to:

operate and maintain the Services;
monitor performance and security;
troubleshoot and improve the Services;
develop new products and features;
conduct analytics and research; and
create and use aggregated or de-identified reports and datasets.

EchoLift will not use Customer’s Confidential Information in a manner inconsistent with Section 5.

6.4 AI Development

To the extent permitted by applicable law and the applicable Order, EchoLift may use aggregated, de-identified, or otherwise appropriately protected information derived from use of the Services to improve its algorithms, models, targeting methodologies, optimization systems, analytics, and other technology.

EchoLift will not use Customer’s Confidential Information or identifiable Customer Materials to train a generally available AI model in a manner that identifies Customer or exposes Customer’s confidential information, unless Customer expressly authorizes such use.

7. PRIVACY AND PERSONAL DATA

Each Party will comply with applicable privacy and data-protection laws in connection with its performance under these Terms.

Customer is responsible for ensuring that it has all legally required notices, consents, permissions, and other lawful bases necessary for EchoLift to process personal information supplied by or on behalf of Customer.

To the extent EchoLift processes personal information on Customer’s behalf, the Parties may enter into a separate data processing agreement or other applicable privacy addendum.

EchoLift may process certain information independently for purposes described in its Privacy Policy.

8. THIRD-PARTY SERVICES

The Services may integrate with or depend upon third-party software, platforms, exchanges, APIs, publishers, media providers, analytics providers, cloud infrastructure providers, and other services.

EchoLift is not responsible for the availability, security, performance, functionality, or policies of third-party services that are outside EchoLift’s reasonable control.

Changes, outages, restrictions, or discontinuation of third-party services may affect the Services.

9. TERM AND TERMINATION

9.1 Term

These Terms begin when Customer first accepts them, accesses the Services, or enters into an Order, whichever occurs first, and continue until terminated in accordance with this Section.

9.2 Termination for Convenience

Unless an Order provides otherwise, either Party may terminate these Terms upon thirty (30) days’ written notice.

Termination of these Terms will not automatically terminate an active Campaign Order unless expressly stated or otherwise agreed by the Parties.

9.3 Termination for Cause

Either Party may terminate these Terms or an applicable Order upon written notice if the other Party materially breaches these Terms and fails to cure the breach within thirty (30) days after receiving written notice.

EchoLift may terminate or suspend Services immediately if:

(a) Customer fails to pay amounts when due;

(b) Customer materially violates applicable advertising, privacy, or other laws;

(d) Customer becomes insolvent, enters bankruptcy, or ceases substantially all business operations.

9.4 Effect of Termination

Upon termination:

(a) Customer will pay all amounts accrued through the effective termination date;

(b) Customer’s rights to access the Services will cease;

(c) each Party will return or destroy Confidential Information of the other Party upon request, subject to applicable legal and archival requirements; and

(d) provisions that by their nature should survive termination will remain in effect, including provisions concerning payment, confidentiality, intellectual property, disclaimers, indemnification, limitations of liability, and dispute resolution.

10. WARRANTIES AND DISCLAIMERS

EchoLift will use commercially reasonable efforts to provide the Services in a professional manner consistent with generally accepted industry practices.

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECHOLIFT DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

ECHOLIFT DOES NOT WARRANT THAT:

(a) THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE;

(b) THE SERVICES WILL MEET EVERY CUSTOMER REQUIREMENT;

(d) DATA, MEASUREMENT, ATTRIBUTION, TARGETING, OR AI OUTPUTS WILL BE COMPLETE OR ERROR-FREE; OR

(e) THIRD-PARTY INVENTORY OR SERVICES WILL REMAIN AVAILABLE.

EchoLift may perform scheduled or emergency maintenance and may experience interruptions caused by circumstances beyond its reasonable control.

11. INDEMNIFICATION

11.1 Customer Indemnification

Customer will defend, indemnify, and hold harmless EchoLift and its affiliates, officers, directors, employees, contractors, and agents from and against any third-party claims, damages, liabilities, losses, judgments, settlements, costs, and reasonable attorneys’ fees arising out of or relating to:

(a) Customer Materials or Advertising Materials;

(b) Customer’s breach of these Terms;

(d) Customer’s infringement or alleged infringement of a third party’s intellectual property, privacy, publicity, or other rights; or

(e) Customer’s products, services, offers, claims, or advertising.

11.2 EchoLift Indemnification

EchoLift will defend Customer against a third-party claim alleging that Customer’s authorized use of the EchoLift platform, as provided by EchoLift and used in accordance with these Terms, infringes a U.S. patent, copyright, or trademark, and will indemnify Customer against damages finally awarded or settlements approved by EchoLift arising from such claim.

EchoLift will have no obligation under this Section to the extent a claim results from:

(a) Customer Materials;

(b) modifications to the Services not made by EchoLift;

(c) combination of the Services with products or technology not supplied by EchoLift, where the infringement would not have occurred without such combination;

(d) use of the Services outside their intended purpose or these Terms; or

(e) continued use after EchoLift has provided Customer with a commercially reasonable alternative.

If the Services become, or in EchoLift’s reasonable opinion are likely to become, subject to an infringement claim, EchoLift may:

(i) modify the Services to avoid the claim;

(ii) obtain the right for Customer to continue using the affected Services; or

(iii) terminate the affected Services and refund any prepaid fees attributable to the unused portion of the terminated Services.

11.3 Procedure

The indemnified Party must promptly notify the indemnifying Party of any claim and provide reasonable cooperation. The indemnifying Party will control the defense and settlement of the claim, provided that it may not settle a claim in a manner that admits fault by or imposes non-monetary obligations on the indemnified Party without that Party’s prior written consent.

12. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECHOLIFT AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, SERVICE PROVIDERS, AND MEDIA PARTNERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATED TO THESE TERMS, EVEN IF ECHOLIFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ECHOLIFT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO ECHOLIFT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THE FOREGOING LIMITATIONS WILL APPLY REGARDLESS OF THE THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE.

Nothing in these Terms limits liability to the extent such limitation is prohibited by applicable law.

13. FORCE MAJEURE

EchoLift will not be liable for any delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, acts of God, war, terrorism, civil unrest, labor disputes, governmental actions, internet or telecommunications failures, power failures, cyberattacks, failures of cloud infrastructure, failures or changes to third-party platforms, publisher or exchange outages, or other events outside EchoLift’s reasonable control.

14. NOTICES

Notices to EchoLift under these Terms must be sent to:

EchoLift, LLC

Email: adops@echolift.ai

EchoLift may provide notices to Customer by email, through the Services, or to the contact information associated with Customer’s account.

15. GOVERNING LAW AND DISPUTES

These Terms and any dispute arising out of or relating to them will be governed by the laws of the State of New York, without regard to its conflict-of-laws principles.

The Parties agree that any action arising out of or relating to these Terms will be brought exclusively in the state or federal courts located in New York, New York, and each Party consents to the jurisdiction and venue of those courts.

16. GENERAL

16.1 Assignment

Customer may not assign or transfer these Terms or any rights or obligations under them without EchoLift’s prior written consent, except in connection with a merger, acquisition, or sale of substantially all of Customer’s assets where the successor assumes Customer’s obligations.

EchoLift may assign these Terms without Customer’s consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

16.2 Independent Contractors

The Parties are independent contractors. These Terms do not create a partnership, joint venture, agency, franchise, fiduciary, or employment relationship.

16.3 Entire Agreement

These Terms and all applicable Orders constitute the entire agreement between the Parties regarding their subject matter and supersede prior or contemporaneous agreements, proposals, representations, and understandings regarding that subject matter.

If an Order conflicts with these Terms, the Order will control solely with respect to the specific subject matter addressed in that Order.

16.4 Amendments

EchoLift may update these Terms from time to time. Updated Terms will become effective when posted at https://echolift.ai or otherwise provided to Customer, unless a different effective date is specified.

Material changes will be communicated through reasonable means.

Customer’s continued use of the Services following the effective date of updated Terms constitutes acceptance of the updated Terms.

16.5 Waiver

A Party’s failure to enforce any provision of these Terms will not constitute a waiver of its right to enforce that provision later.

16.6 Severability

If any provision of these Terms is determined to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect.

16.7 Counterparts and Electronic Acceptance

These Terms may be accepted electronically and may be executed in counterparts. Electronic signatures and electronic acceptance will have the same legal effect as original signatures.

16.8 No Third-Party Beneficiaries

Except for the indemnified parties expressly identified in these Terms, these Terms do not create rights in any third party.

17. CONTACT

Questions regarding these Terms may be directed to:

EchoLift, LLC

adops@echolift.ai

https://echolift.ai