Effective Date: April 2, 2026 | Last Updated: April 2, 2026
By accessing or using the Gravity Rail platform and services (the "Services"), you ("Customer," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity. If you do not agree to these Terms, do not use the Services.
These Terms govern all self-service use of the Services. Enterprise customers with a separately executed Master Services Agreement ("MSA") are governed by the MSA, which supersedes these Terms to the extent of any conflict.
Subject to these Terms and timely payment of applicable fees, Gravity Rail grants Customer a limited, non-exclusive, non-transferable, revocable license to access and use the Services during the Term solely in connection with Customer's business operations, including to build, deploy, operate, and white-label Customer's products and services for Customer's own customers and end users.
Customer is responsible for maintaining the confidentiality of its account credentials and for all activities that occur under its account. Customer must promptly notify Gravity Rail of any unauthorized use.
Customer is solely responsible for ensuring its use of the Services complies with all applicable laws, regulations, and third-party rights, including without limitation:
Customer is solely responsible for obtaining all legally required consents before initiating or recording calls, messages, or automated communications through the Services. This includes without limitation:
Gravity Rail makes no representation regarding the lawfulness of any specific communication, campaign, or use case. Customer shall maintain records of consents obtained and shall provide such records to Gravity Rail upon request.
Customer is solely responsible for configuring appropriate call-opening disclosures within the Services. Gravity Rail recommends, at a minimum, disclosing that the call is conducted by AI, that the call may be recorded, and that the End User may request a live agent.
Customer is solely responsible for all prompts, instructions, personas, workflow configurations, and qualifications it deploys through the Services. Customer acknowledges that AI outputs are directly shaped by the prompts and configurations Customer provides.
Customer is responsible for its End Users' compliance with these Terms and for all acts and omissions of its End Users in connection with the Services.
Customer shall not, and shall not permit End Users to:
The Services use artificial intelligence and machine learning to generate Outputs. All Outputs are probabilistic in nature. Gravity Rail does not guarantee the accuracy, completeness, reliability, or fitness of any Output for any purpose. AI systems may generate inaccurate, misleading, or fabricated content ("hallucinations"). Customer must implement appropriate validation before relying on any Output.
Gravity Rail does not practice medicine, provide medical advice, make clinical diagnoses, recommend treatments, or engage in any other regulated clinical activity. Gravity Rail does not review, monitor, evaluate, or analyze any information generated from or by patients for any medical purpose. The Services are a technology platform, not a healthcare provider.
Customer is solely responsible for:
Customer acknowledges that the qualifications, limitations, and disclaimers applicable to any AI-generated communication are within Customer's control through its prompt design and workflow configuration.
The Services are not intended to be used as a medical device or as clinical decision support software that substitutes for the independent review of a licensed healthcare professional. Customer shall not deploy the Services in any manner that would cause Gravity Rail to be classified as a manufacturer of a medical device under applicable FDA regulations.
Gravity Rail retains all right, title, and interest in and to the Services and all underlying technology, models, software, and documentation. No rights are granted to Customer except as expressly set forth in these Terms.
Customer retains all right, title, and interest in and to Customer Content. Customer grants Gravity Rail a limited license to use Customer Content solely to provide and operate the Services.
As between the parties, Customer owns all Outputs generated through its use of the Services. Gravity Rail assigns to Customer any right, title, or interest Gravity Rail may have in such Outputs.
If Customer provides feedback, suggestions, or ideas regarding the Services, Customer grants Gravity Rail a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to Customer. Feedback shall not include Customer Content or any PHI.
Gravity Rail's collection and use of personal data in connection with the Services is governed by the Gravity Rail Privacy Policy, incorporated herein by reference.
Gravity Rail does not use Customer Content to train, fine-tune, or improve Gravity Rail's AI models.
Gravity Rail may use de-identified and aggregated data derived from Concierge Interactions to train, improve, and develop its AI systems and the Services. Gravity Rail will not use personally identifiable information from Concierge Interactions for model training without Customer's consent.
For self-service accounts, Gravity Rail retains Customer Content for thirty (30) days following account termination or the date of the last account activity, whichever occurs first. Customer may request earlier deletion by contacting support.
Customer may export Customer Content at any time during the Term and during the retention period described in Section 8.4. Gravity Rail will make Customer Content available for export in a standard machine-readable format.
Gravity Rail may update the AI models used in the Services from time to time. Gravity Rail will use reasonable efforts to provide notice of material changes to underlying AI models or providers.
Processing of PHI through the Services requires an Enterprise Account and a fully executed Business Associate Agreement ("BAA") between Customer (as a HIPAA Covered Entity or Business Associate) and Gravity Rail. Gravity Rail is unable to accept or process PHI under self-service accounts.
Customer represents and warrants that it will not submit PHI through any self-service account. Customer is solely liable for any breach of this prohibition, including any resulting HIPAA violations, regulatory penalties, and third-party claims.
Gravity Rail uses third-party sub-processors to provide the Services, including AI model providers, cloud infrastructure providers, and telephony vendors. A current list of sub-processors is available at https://www.gravityrail.com/legal/sub-processors. Gravity Rail requires sub-processors handling PHI under Enterprise Accounts to execute appropriate agreements consistent with HIPAA requirements.
Customer agrees to pay all fees for the Subscription selected at the time of purchase. All fees are non-refundable except as required by applicable law.
Fees are exclusive of taxes. Customer is responsible for all applicable taxes, levies, or duties imposed by taxing authorities, excluding taxes based on Gravity Rail's income.
Gravity Rail reserves the right to suspend access to the Services for accounts with overdue balances following five (5) days' written notice.
These Terms commence on the date Customer first accepts them and continue on a month-to-month basis until terminated by either party.
Either party may terminate these Terms for any reason by providing at least thirty (30) days' prior written notice. Termination will be effective at the end of the billing period in which the notice period expires.
Either party may terminate these Terms immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within thirty (30) days of written notice specifying the breach.
Gravity Rail may suspend Customer's access to the Services immediately and without notice if Gravity Rail reasonably believes that: (a) Customer's use poses a security risk or may harm third parties; (b) Customer has violated Section 5 (Prohibited Uses); (c) Customer has submitted PHI through a self-service account; or (d) suspension is required by law.
Upon termination, the license granted herein terminates, and Customer must cease all use of the Services. Customer may export Customer Content during the retention period described in Section 8.4. Gravity Rail will retain and delete Customer Content in accordance with Section 8.4. Sections 6, 7, 8.2, 8.3, 13, 14, 15, and 16 survive termination.
Gravity Rail will use commercially reasonable efforts to make the Services available. Gravity Rail does not guarantee uninterrupted or error-free operation of the Services. Gravity Rail may perform scheduled maintenance with reasonable advance notice where practicable. Unscheduled downtime may occur for urgent security or operational reasons.
Customer represents and warrants that: (a) it has the authority to enter into these Terms; (b) its use of the Services will comply with all applicable laws; (c) Customer Content does not infringe any third-party rights; and (d) it will not submit PHI through a self-service account.
Gravity Rail warrants that the Services will perform materially in accordance with the applicable documentation under normal use during the Term.
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 13.2, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." GRAVITY RAIL EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY OF OUTPUTS, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
GRAVITY RAIL DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. GRAVITY RAIL DOES NOT WARRANT THAT AI OUTPUTS ARE ACCURATE, COMPLETE, OR CLINICALLY APPROPRIATE FOR ANY INDIVIDUAL PATIENT OR USE CASE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM GRAVITY RAIL, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
IN NO EVENT SHALL EITHER PARTY OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO GRAVITY RAIL IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS ($100) FOR FREE OR TRIAL ACCOUNTS.
THE LIMITATIONS IN SECTIONS 14.1 AND 14.2 SHALL NOT APPLY TO: (A) EITHER PARTY'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15; (B) LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (C) LIABILITY ARISING FROM FRAUD; OR (D) CUSTOMER'S BREACH OF SECTION 9.2 (PROHIBITION ON PHI IN SELF-SERVICE ACCOUNTS).
THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. GRAVITY RAIL WOULD NOT PROVIDE THE SERVICES AT THE FEES CHARGED WITHOUT THESE LIMITATIONS.
Customer shall defend, indemnify, and hold harmless Gravity Rail and 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) Customer's use of the Services; (b) Customer Content or Outputs generated through Customer's configurations; (c) Customer's breach of these Terms; (d) Customer's violation of any applicable law, including TCPA, HIPAA, and recording consent laws; (e) claims by End Users or third parties arising from Customer's products or services; or (f) Customer's submission of PHI through a self-service account.
Gravity Rail shall defend, indemnify, and hold harmless Customer from and against third-party claims alleging that the Services, as provided by Gravity Rail and used in accordance with these Terms, infringe any U.S. patent, copyright, or trademark. This obligation does not apply to claims arising from: (a) Customer Content or Customer's configurations; (b) Customer's modification of the Services; (c) Customer's use of the Services in combination with third-party products not authorized by Gravity Rail; or (d) Customer's use of the Services in violation of these Terms.
The indemnified party shall: (a) promptly notify the indemnifying party of any claim; (b) grant the indemnifying party sole control of the defense; and (c) provide reasonable cooperation. The indemnifying party may not settle any claim that imposes liability on the indemnified party without prior written consent.
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of law principles.
Before initiating formal proceedings, the parties agree to attempt to resolve disputes through good-faith negotiation for thirty (30) days following written notice of the dispute.
Any dispute not resolved by negotiation shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware, or remotely if agreed. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS. CUSTOMER WAIVES ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY'S CLAIMS.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.
These Terms, together with the Privacy Policy and any applicable order forms, MSA, or BAA, constitute the entire agreement between the parties regarding the Services and supersede all prior agreements and understandings. In the event of a conflict, the order of precedence is: (1) MSA; (2) BAA (if applicable); (3) order form; (4) these Terms; (5) Privacy Policy.
Gravity Rail may modify these Terms at any time by posting updated Terms and providing notice to Customer. Material changes will be provided with at least thirty (30) days' notice. Continued use of the Services following notice constitutes acceptance of the modified Terms. If Customer does not agree to the modified Terms, Customer's sole remedy is to terminate pursuant to Section 11.2.
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Failure to enforce any provision of these Terms shall not constitute a waiver of future enforcement of that provision.
Customer may not assign these Terms without Gravity Rail's prior written consent. Gravity Rail may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets. These Terms bind and inure to the benefit of the parties' successors and permitted assigns.
Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, pandemic, war, civil unrest, government action, or internet or infrastructure failures. This Section does not excuse either party's payment obligations under these Terms.
Customer shall comply with all applicable U.S. export control laws. Customer represents that it is not located in a country subject to U.S. government embargo and is not on any U.S. government restricted-party list.
Legal notices to Gravity Rail shall be sent to legal@gravityrail.com.
These Terms are for the sole benefit of the parties and their permitted successors and assigns. Nothing herein creates any rights in any third party.
Mailing address:
Gravity Rail, Inc. 114 High St. Grass Valley, CA 95945
Gravity Rail, Inc. — Draft for Attorney Review