These Terms of Service ("Terms") govern your access to and use of Lena (the "Service"), provided by Portage Systems ("we", "us", or "our"). By creating an account, clicking to accept, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.
1. Acceptance of Terms
You represent that you are at least 18 years old and have the authority to bind your organization. If you use the Service on behalf of an organization, you represent that you are authorized to accept these Terms on its behalf.
2. Description of Service
Lena is a grant compliance assistant for small nonprofit organizations. The Service reads documents you upload, helps track grants and spending, proposes classifications, flags items that may need review, and drafts notes or messages for you to edit. Lena is an assistive tool. A human at your organization must confirm all decisions. Lena does not file reports, send payments, or make compliance determinations on her own.
Lena is not a lawyer, accountant, or auditor. Nothing produced by the Service is legal, tax, or accounting advice. Lena does not certify compliance with any grant, law, or regulation, and she may not catch every problem. Her flags and suggestions are a starting point for your own judgment and your professional advisors.
3. Account Responsibilities
You are responsible for the accuracy and legality of the information you upload, for the actions taken in your account, and for keeping your sign-in credentials secure. You must not share accounts, impersonate others, or access another organization's account. You are responsible for inviting users and assigning roles appropriately within your organization.
4. Subscriptions and Billing
Lena is offered on monthly or annual subscription plans. Fees are billed in advance and are non-refundable except as required by law or as otherwise stated in these Terms.
New accounts may begin with a 30-day free trial. At the end of the trial, your subscription will automatically renew at the then-current rate unless you cancel before the trial ends. Subscriptions automatically renew for successive monthly or annual periods until canceled.
You may cancel at any time through the billing portal in the Service. If you cancel, your subscription will remain active until the end of the current billing period and will not renew. We may suspend or downgrade access if payment is not received.
Payments are processed by Stripe, our third-party payment processor. We do not store your full credit card number on our servers. Stripe's terms and privacy practices apply to payment processing. We may change our fees or introduce new plans at any time, with notice to you before the change takes effect.
5. Acceptable Use
You agree not to use the Service to violate any law, infringe anyone's rights, upload malicious code or content, attempt to gain unauthorized access to systems or data, or use the Service in any way that could harm, disable, or impair the Service or other users. We may suspend or terminate accounts that violate these rules or otherwise harm the Service or other users.
6. Customer Data and Content
You retain ownership of all documents, transactions, records, and other content you or your organization upload, enter, or create in the Service ("Customer Content"). We claim no ownership over your Customer Content. We use Customer Content only to provide, operate, and improve the Service for you. You can request a copy or ask us to delete your organization's data by contacting support@portage.systems.
You grant us a limited license to host, process, and display your Customer Content as needed to operate the Service. You represent that you have the right to share your Customer Content with us and that it does not violate the rights of any third party.
7. Our Intellectual Property
Lena, the Portage Systems name and marks, and all software, designs, text, graphics, and other content we provide (excluding your Customer Content) are owned by us or our licensors and are protected by intellectual property laws. You receive a limited, non-exclusive, non-transferable license to use the Service during your subscription. You may not copy, modify, distribute, sell, or reverse engineer the Service except as expressly permitted by us.
8. Third-Party Services
The Service integrates with third-party services, including but not limited to Stripe for payments, cloud hosting and database infrastructure, AI processing, and email delivery. Your use of those services is subject to their own terms and policies. We are not responsible for the availability, content, or practices of third-party services.
9. Service Availability
We work to keep the Service available and reliable, but we do not guarantee uninterrupted access. The Service may be unavailable for maintenance, updates, or reasons beyond our control. We do not provide an uptime guarantee, service level agreement, or credits for downtime as part of these Terms.
10. Disclaimer of Warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE ACCURATE, COMPLETE, ERROR-FREE, OR UNINTERRUPTED, OR THAT ANY PROBLEM WILL BE CORRECTED.
11. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, PORTAGE SYSTEMS AND ITS OFFICERS, EMPLOYEES, CONTRACTORS, AND AFFILIATES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, DATA, FUNDING, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE AMOUNT YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE CLAIM (OR ONE HUNDRED DOLLARS IF YOU PAID NOTHING DURING THAT PERIOD). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU.
12. Termination
You may stop using the Service and cancel your subscription at any time. We may suspend or terminate your access if you violate these Terms, fail to pay fees, or if required by law, with notice where practical. Upon termination, your right to use the Service ends, and we may delete or archive your data according to our data retention practices.
13. Changes to These Terms
We may update these Terms from time to time. If we make a material change, we will post the updated Terms and update the effective date. Continuing to use the Service after the changes take effect means you accept the updated Terms. If you do not agree to the changes, you must stop using the Service.
14. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Minnesota, without regard to conflict of law principles. Any dispute arising from these Terms or the Service will be resolved exclusively in the state or federal courts located in Minnesota, unless otherwise agreed by the parties.
15. Contact
For questions about these Terms, contact us at support@portage.systems.