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This document outlines the rules, guidelines, and limitations for using EveryAnswer's application, including mobile and desktop versions. This applies to all users who have registered and created an account on the EveryAnswer platform. The terms here cover topics such as user obligations, payment and subscription details, data usage and privacy, and other provisions related to the EveryAnswer application.
By accessing our website at https://www.everyanswer.ai ("Website" or "Application"), you ("User" or "Guest") agree to abide by these Terms of Service ("Terms") and to comply with all applicable laws and regulations. These Terms govern your use of the services provided by EveryAnswer ("Company," "we," or "us"), including our various domain-specific chatbot solutions designed to enhance professional operations ("Service").
By utilizing the Service, accessing the Website, or completing the Account registration process, you confirm that:
Furthermore, you attest to meet the following eligibility requirements:
We reserve the right to review and amend any of these Terms at our sole discretion. Upon doing so, we will update this page. Any changes to these Terms will take effect immediately from the date of publication.
If you disagree with any part of these Terms, please refrain from using our Service. For any specific concerns, you may contact us at support@everyanswer.ai to seek a resolution.
Single or additional conditions of use or access may apply in specific scenarios and in such cases are additionally indicated within this document.
Account - Your unique EveryAnswer profile.
Agreement - Any legally binding or contractual relationship between the Owner and the User, governed by these Terms.
API - Application Programming Interface facilitating software interactions.
Business User - Any User that does not qualify as a Consumer.
Consumer - Any User qualifying as such under applicable law.
Content - Data or information you upload to EveryAnswer.
Device - Devices such as a computer, telephone, smartphone, tablet, or other electronic equipment which allow for browsing web pages.
European (or Europe) - Applies where a User, regardless of nationality, is in the EU.
Experts - AI chatbots crafted on the EveryAnswer platform offering instant, data-driven responses tailored for various domains and industries.
Expert Plan - Subscription plans designated for different types of Experts, each with specific features, limitations, and costs.
Free Trial - A temporary period during which a User can use the paid features of an Expert Plan for free.
Guest - An entity browsing the Website, or An unauthenticated person using an Expert through the widget, embedding, a mobile app, or any other interface.
Intellectual Property - Any designations, inventions, utility models, industrial designs, works, and other externalized expressions of creative activity that are the subject of exclusive rights of the Owner.
Integration - A pre-established connection between EveryAnswer and third-party services such as Zapier or a CRM application, or a custom connection created by a User using the API, designed to enhance the functionality and usability of the Service.
Licence - A non-exclusive right to personal use of the API and/or the Widget.
Link - Hyperlink referring to other websites.
Mobile Device - A portable device such as a telephone, smartphone, tablet, or other electronic equipment which operates the Website and/or the Service.
Notification - A message sent to the User as part of the Service.
Other Websites - Websites other than the Website operated by EveryAnswer.
Owner (or company, us, we) - Means User First Digital Inc. dba EveryAnswer.
Password - The User’s anonymized verification tool which enables access to the Account.
Payment Processor - A third-party service, such as ChargeBee, responsible for handling all payment transactions.
Privacy Policy - The Privacy Policy, which defines the rules of personal data processing by the Owner, available at https://www.everyanswer.ai/legal/privacy.
Product - A good or service available for purchase through this Application, such as physical goods, digital files, software, booking services, etc.
Service - The service provided by this Application as described in these Terms and on this Application.
Subscription Type - The categorization of plans, which may include monthly, quarterly, or annually billed plans, each with varying features and pricing.
Terms - All provisions applicable to the use of this Application and/or the Service as described in this document, including any other related documents or agreements, and as updated from time to time.
User (or You) - Indicates any natural person or legal entity using this Application.
Website - Web pages located at https://www.everyanswer.ai.
Widget - A EveryAnswer widget that may be implemented in the User’s website.
These definitions retain their meaning regardless of whether they are expressed in the singular or the plural.
You must be at least 13 years old to use the Services. If you are under 18, you must have your parent or legal guardian's permission to use the Services. If you use the Services on behalf of another person or entity, you must have the authority to accept these Terms on their behalf. You must provide accurate and complete information to register for an account.
To use the Service, Users must register or create a User account, starting by entering a valid email address into the sign-up form on this Application. Failure to provide complete and truthful information will result in the unavailability of the Service.
After submitting their email, Users will receive a verification link. Verifying the email address is mandatory to proceed with account creation and gain full access to the Service.
Upon verifying their email, Users must provide additional details such as name, organization name, country, and time zone. They are also required to create a password that meets the highest standards of strength permitted by this Application.
After successfully creating their account, Users are strongly recommended to enable Two-Factor Authentication (2FA) for enhanced security. Enabling 2FA adds an additional layer of security, requiring not only a password and username but also something that only the User possesses, thereby providing an extra line of defense against unauthorized access.
By registering, Users agree to be fully responsible for all activities that occur under their username and password. They are required to keep their login credentials confidential and safe. You may not make your access credentials or account available to others outside your organization, and you are responsible for all activities that occur using your credentials.
If Users suspect that their personal information, including but not limited to access credentials or personal data, has been violated, unduly disclosed, or stolen, they are required to immediately inform the Owner via the contact details provided in this document.
Users can terminate their account and stop using the Service by:
Note: Termination of the account will not be possible until the subscription period paid for by the User has expired.
The Owner reserves the right, at its sole discretion, to suspend or delete User accounts deemed inappropriate, offensive, or in violation of these Terms, at any time and without notice. Such suspension or deletion does not entitle Users to any claims for compensation, damages, or reimbursement. Users remain responsible for any applicable fees or prices.
By creating an Account, Users have the option to subscribe to notifications, newsletters, marketing or promotional materials, and other information. Users can manage these notification preferences and may opt out at any time.
This Application and the Service may only be used within the scope of what they are provided for, under these Terms and applicable law. Users are solely responsible for making sure that their use of this Application and/or the Service violates no applicable laws, regulations, or third-party rights.
Users are prohibited from feeding misleading or false data into the Application or any other functionalities. This is crucial for the credibility and effectiveness of the Service.
The data-driven responses generated by the Application or Service are intended for the use of the User and do not constitute the intellectual property of the Owner. Upon deletion or termination of an account, all associated history and responses will be deleted. Any content created using the Application or Service belongs to the User and not to the Owner.
Users are responsible for protecting their login credentials and any data they input into the Application.
Users interacting with the Service through APIs must adhere to rate limitations and acceptable use policies as defined by the Company.
Therefore, the Owner reserves the right to take any appropriate measure to protect its legitimate interests, including but not limited to denying Users access to this Application or the Service, terminating contracts, and reporting any misconduct to the competent authorities—such as judicial or administrative authorities—whenever Users are suspected to be in violation of any laws, regulations, third-party rights and/or these Terms.
Users are not allowed to reverse engineer, tamper with, or attempt to derive the source code of the Application or Service.
The Owner may update the Application or Service from time to time. Users are required to update to continue using the Service.
Users are expressly prohibited from:
Users are not allowed to adopt any automated process to extract, harvest, or scrape information, data, and/or content from this Application unless explicitly allowed to do so by the Owner.
Users must adhere to the following guidelines for content:
You may use the Service or Website only for lawful purposes and in accordance with these Terms. You agree not to use the Service or Website:
Additionally, you agree not to:
Users are responsible for all actions taken under their account, even if they are not the ones performing those actions.
The Owner reserves the right to monitor the use of this Application and Service, and may remove or disable access to content that violates these Terms.
Use of this Application and Service is at the User’s own risk.
To report violations of these terms, please contact [Contact Details].
By using this Service, you agree to comply with these Acceptable Use terms as well as any other terms set forth in this agreement. Violation of any of these terms may lead to immediate termination of the User’s account and legal actions under applicable laws.
The Service allows Users to upload, post, link, store, share or otherwise make available certain information, text, graphics, videos, or other material ("Content"). By providing Content to this Application, Users confirm that they are legally allowed to do so and that they are not infringing any statutory provisions and/or third-party rights, including but not limited to legality, reliability, and appropriateness.
By providing Content, Users acknowledge and accept that they grant the Owner a non-exclusive, fully paid-up, and royalty-free license to process such Content solely for the operation and maintenance of this Application as contractually required. You represent and warrant that: (i) the Content is yours (you own it) and/or you have the right to use it, and (ii) that the posting of your Content does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity. To the extent permitted by applicable law, Users waive any moral rights in connection with Content they provide.
We do not use Content that you provide to or receive from our Application to develop or improve our Services.
When using the Application to create content that sources information from public web content or third-party data, Users must ensure they adhere to all applicable laws and terms of service of those third-party websites or data providers. The Owner is not responsible for any violations of laws or third-party terms that may occur due to the User's actions.
For Users employing web scraping or data extraction functionalities through the Application, it is the User's responsibility to be aware of and comply with any restrictions that may be placed on the data by its original source. Users must not engage in any activity that contravenes applicable data protection and copyright laws, or any other applicable legislation.
While the Owner aims to provide accurate and up-to-date information, it is not responsible for any inaccuracies or outdated information that may be sourced from third-party data providers or public websites. Users should exercise due diligence when relying on such data for critical decisions.
If you upload or otherwise provide personal data to be processed by our Services, you are required to furnish legally adequate privacy notices to the relevant data subjects and obtain their necessary consents for such processing. You represent and warrant that any personal data you upload or provide for processing through our Services is in compliance with all applicable laws, including, but not limited to, the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA).
Should you intend to use our Services for the processing of "personal data" as defined under the GDPR, or "Personal Information" as defined under the CCPA, please complete this form to request to execute our Data Processing Addendum.
Users are solely liable for any Content they upload, post, share, or provide through this Application. You retain any and all of your rights to any Content you submit, post, or display on or through the Service and you are responsible for protecting those rights. The Owner does not filter or moderate such Content but reserves the right to remove, delete or block any Content at its own discretion and, without prior notice, for reasons including but not limited to:
Users agree to hold the Owner harmless from and against any claims asserted and/or damage suffered due to Content they provided to or through this Application. The removal, deletion, or blocking of Content shall not entitle Users that have provided such Content or are liable for it, to any claims for compensation, damages, or reimbursement.
Users or Guests who access this Application may encounter content that has been uploaded, shared, or provided by other Users. The Owner provides the platform to facilitate this interaction but is not responsible for the content itself.
The Owner does not monitor, verify, or endorse content provided by Users that is made available through the Service. Therefore, Users and guests acknowledge that by accessing the Service, they may be exposed to content that might be incorrect, misleading, or offensive. Users and guests agree that they access such content at their own risk.
The Owner shall not be liable for any claims, damages, or losses resulting from Users' or Guests' access to or reliance on content uploaded by other Users through the Service. This includes, but is not limited to, informational content, interactive forms, or any other types of data or material.
If Users or Guests believe that any content made available through the Service infringes upon legal provisions or third-party rights, they are strongly encouraged to report this to the Owner using the contact details provided in this document. The Owner will investigate such complaints and take appropriate actions where necessary.
Users and guests agree to hold the Owner harmless from and against any claims asserted and/or damages suffered due to their interaction with or reliance on content uploaded by other Users through the Service.
Unless otherwise specified or clearly recognizable, all content available on this Application, including but not limited to images for avatars, texts, graphics, logos, and any other material ("Owner Content"), is owned or provided by the Owner or its licensors. The Owner retains all intellectual property rights to the Owner Content.
Users may engage with Owner Content as is necessary for the intended use of the Service. However, Users may not copy, download, share, modify, translate, transform, publish, transmit, sell, sublicense, edit, transfer/assign to third parties, or create derivative works from Owner Content unless expressly authorized by the Owner.
The Owner undertakes to ensure that Owner Content infringes no applicable legal provisions or third-party rights. However, achieving such a result at all times may not be feasible. In cases where Users believe that Owner Content violates any such laws or third-party rights, they are encouraged to report such instances using the contact details provided in this document.
Where explicitly stated in this Application, Users may download, copy, and/or share some Owner Content for personal and non-commercial use, provided that copyright attributions and any other attributions requested by the Owner are properly implemented. Any statutory limitation or exception to copyright shall remain unaffected.
Users agree to hold the Owner harmless from and against any claims asserted and/or damages suffered due to unauthorized use or infringement of Owner Content.
Users have the option to subscribe to domain-specific Experts preloaded with content ("Marketplace Content") available through the Application's marketplace feature. By subscribing to Marketplace Content, Users acknowledge that the content is provided by third-party sellers and not by the Owner.
The Owner facilitates the availability of Marketplace Content but is not responsible for the content's accuracy, reliability, or appropriateness. Users should exercise due diligence and discretion when subscribing to or using Marketplace Content for specific purposes. The Owner is not liable for any consequences arising out of the use of such Marketplace Content.
Users acknowledge that Marketplace Content may contain information or material that is owned by third-party sellers. The Owner does not assume any responsibility for the intellectual property rights or any other rights associated with such Marketplace Content.
By subscribing to Marketplace Content, Users acknowledge and accept any risks associated with using third-party content, including but not limited to inaccuracies, incompleteness, or the potential violation of third-party rights. Users are solely responsible for any actions taken based on the content provided in the Marketplace.
Users agree to hold the Owner harmless from and against any claims asserted and/or damages suffered due to the use of or subscription to Marketplace Content. The Owner reserves the right, at its discretion and without prior notice, to terminate a User’s subscription to specific Marketplace Content if:
The Owner makes no warranties, express or implied, about the Marketplace Content. Subscriptions to Marketplace Content are at the User's own risk, and the Owner offers no assurance of the content’s quality, accuracy, or reliability.
You may provide input to the Service (“Input”), and receive output generated and returned by the Service based on the Input (“Output”). Input and Output are collectively “Conversation Content.” As between the parties and to the extent permitted by applicable law, you own all Input. Subject to your compliance with these Terms, the Owner hereby assigns to you all its right, title and interest in and to Output.
Through this Application Users may have access to external resources provided by third parties. Users acknowledge and accept that the Owner has no control over such resources and is therefore not responsible for their content and availability.
Conditions applicable to any resources provided by third parties, including those applicable to any possible grant of rights in content, result from each such third parties’ terms and conditions or, in the absence of those, applicable statutory law.
If copyright holders or their agents believe that any content on this Application infringes upon their copyrights, they may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing the Owner’s Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
Failure to comply with all of the requirements outlined above may result in invalidity of the DMCA notice.
Copyright infringement notifications may be addressed to the Owner’s Copyright Agent at the contact details specified in this document.
Users may use the Service provided that the Device meets jointly the following minimum technical requirements:
You must implement reasonable and appropriate measures designed to help secure your access to and use of the Services. If you discover any vulnerabilities or breaches related to your use of the Services, you must promptly contact OpenAI and provide details of the vulnerability or breach.
We appreciate feedback, comments, ideas, proposals and suggestions for improvements. If you provide any of these things, we may use it without restriction or compensation to you.
EveryAnswer offers both free and paid plans. The features, duration, and conditions applicable to each plan are outlined in the dedicated sections of this Application.
Prices, descriptions, or availability of Products are outlined in the respective sections of this Application and are subject to change without notice. The characteristics of the chosen Product will be outlined during the purchasing process. While products on this Application are presented with the greatest accuracy technically possible, representation through any means is for reference only and implies no warranty as to the characteristics of the purchased Product.
Our order form may be completed and placed in various ways, among which, an online form or in-product screens or any other mutually agreed upon offline form delivered by User to Owner, including via mail, email or any other electronic or physical delivery mechanism (the “Order Form”). Such Order Form will list, at the least, the Service ordered, subscription plan, term and the associated fees.
Any free products or services provided by EveryAnswer, including but not limited to the Free Website Chatbot, are offered with no warranty or guarantee of any kind. These are made available on an "as-is" and "as-available" basis. We expressly disclaim all warranties, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Users who utilize our free products or services acknowledge and agree that they do so entirely at their own risk.
New accounts automatically begin with a trial period. Payment information is optional during this period.
New Experts added to an existing account come with their own trial period.
If an existing payment method is configured, it will be used for new Experts post-trial.
Subscriptions renew automatically each month.
Payment is processed through third-party processor ChargeBee.
Users will be notified in advance of price changes.
Paid Subscription fees are non-refundable.
The Subscription Fees are exclusive of any and all taxes (including without limitation, value added tax, sales tax, use tax, excise, goods and services tax, etc.), levies, or duties, which may be imposed in respect of these Terms and the purchase or sale, of the Service hereunder (the “Taxes”), except for Taxes imposed on our income. If Customer is located in a jurisdiction which requires Customer to deduct or withhold Taxes or other amounts from any amounts due to us, please notify us, in writing, promptly and we shall join efforts to avoid any such Tax withholding, provided, however, that in any case, Customer shall bear the sole responsibility and liability to pay such Tax and such Tax should be deemed as being added on top of the Subscription Fees, payable by Customer.
Users can change their Subscription Plan for any Expert.
Users will be notified about expired cards and can provide a backup method.
Failed charges result in Expert deactivation after 7 days and deletion after 30 days.
Any credits that may accrue to Customer’s Account, for any reason (the “Credits”), will expire and be of no further force and effect, upon the earlier of: (i) the expiration or termination of the applicable Subscription under the Account for which such Credits were given; or (ii) in case such Credits accrued for an Account with a Trial Subscription (as defined below) that was not upgraded to a Subscription Plan, then upon the lapse of 90 days of such Credits’ accrual. Unless specifically indicated otherwise, Credits may be used to pay for the Services only and not for any Third Party Service or other payment of whatsoever kind. Whenever fees are due for any Services, accrued Credits will be first reduced against the Subscription Fees and the remainder will be charged from Customer’s respective payment method. Credits shall have no monetary value (except for the purchase of Services under the limited terms specified herein) nor exchange value, and will not be transferable or refundable.
If, at any time, we record a decline, chargeback or other rejection of a charge of any due and payable Subscription Fees on Customer’s Account (“Chargeback”), this will be considered as a breach of Customer’s payment obligations hereunder, and Customer’s use of the Service may be disabled or terminated and such use of the Service will not resume until Customer re-subscribes for any such Service, and pay any applicable Subscription Fees in full, including any fees and expenses incurred by us and/or any Third Party Service for each Chargeback received (including handling and processing charges and fees incurred by the payment processor), without derogating from any other remedy that may be applicable to us under these Terms or applicable law.
Any third party software, services, or other products you use in connection with the Services are subject to their own terms, and we are not responsible for third party products.
Any contests, sweepstakes or other promotions (collectively“Promotion(s)”) made available through Service or Website may be governed by rules that are separate from these Terms (in particular set out in the Agreement, if concluded). If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with these Terms, Promotion rules will apply.
This Application gives Users the opportunity to receive advantages if, as a result of their recommendation, any new User purchases a Product offered on this Application.
In order to take advantage of this offer, Users may invite others to purchase the Products on this Application by sending them a tell-a-friend code provided by the Owner. Such codes can only be redeemed once.
If upon purchase of the Products on this Application any of the persons invited redeems a tell-a-friend code, the inviting User shall receive the advantage or benefit (such as: a price reduction, an additional service feature, an upgrade etc.) specified on this Application.
Tell-a-friend codes may be limited to specific Products among those offered on this Application.
The Owner reserves the right to end the offer at any time at its own discretion.
While no general limitation applies to the number of persons that can be invited, the amount of advantage or benefit that each inviting User can receive, may be limited.
The User agrees to indemnify and hold the Owner and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners and employees harmless from and against any claim or demand — including but not limited to lawyer's fees and costs — made by any third party due to or in relation with any culpable use of or connection to the Service, violation of these Terms, infringement of any third-party rights or statutory provision by the User or its affiliates, officers, directors, agents, co-branders, partners and employees to the extent allowed by applicable law.
Unless otherwise explicitly stated and without prejudice to applicable statutory product liability provisions, Users shall have no right to claim damages against the Owner (or any natural or legal person acting on its behalf).
This does not apply to damages to life, health or physical integrity, damages resulting from the breach of an essential contractual obligation such as any obligation strictly necessary to achieve the purpose of the contract, and/or damages resulting from intent or gross negligence, as long as this Application has been appropriately and correctly used by the User.
Unless damages have been caused by way of intent or gross negligence, or they affect life, health or physical integrity, the Owner shall only be liable to the extent of typical and foreseeable damages at the moment the contract was entered into.
While the Service employs state-of-the-art language models and methodologies to minimize inaccuracies in the responses generated by our Application, there is a possibility of the system producing incorrect or misleading information, also known as "AI hallucinations."
By using the Service, you acknowledge and accept this limitation of the technology and agree not to hold the Owner or its third-party providers liable for any such occurrences.
Given the probabilistic nature of machine learning, use of our Services may in some situations result in incorrect Output that does not accurately reflect real people, places, or facts. You should evaluate the accuracy of any Output as appropriate for your use case, including by using human review of the Output.
Due to the nature of machine learning, Output may not be unique across users and the Services may generate the same or similar output for the Owner or a third party.
The Service provided by the Owner is not intended to replace or serve as a substitute for professional legal, medical, financial, tax, psychological, engineering, or any other form of specialized advice, diagnosis, or treatment. The Experts generated through the Service offer data-driven responses based on programmed algorithms and should not be considered a reliable source for professional advice on matters requiring specialized knowledge or expertise.
Users should consult with qualified professionals for any concerns they may have that require specialized advice. Reliance on any information provided by the Service is solely at the User's own risk. The Owner disclaims all liability for any loss, damage, or injury resulting from the use of information provided by the Service for any specialized professional purposes.
The Owner relies on third-party service providers, including but not limited to OpenAI, for some features and functionalities of the Service. These third-party providers are constantly evolving, and changes to their services may affect the Service provided by the Owner. We aim to adapt and update our Service in accordance with changes made by third-party providers, but we cannot guarantee that all previous functionalities will remain unchanged or available.
While we strive to minimize service disruptions, there may be instances where changes or discontinuation of third-party services result in alterations to the output you experience, temporary unavailability of certain features, or the necessity to transition to alternative services.
We disclaim any liability for any changes, disruptions, or losses arising from modifications or discontinuation of third-party services.
This section governs your use of Services or features that the Owner offers on an alpha, preview, early access, or beta basis ("Beta Services"). Beta Services are provided "as-is" to enable testing and evaluation and are expressly excluded from any indemnification obligations the Owner may have to you.
The Owner makes no representations or warranties concerning Beta Services, including any guarantee that such services will become generally available, or that they will be uninterrupted, error-free, or that Content will be secure or not lost or damaged. To the extent permitted by law, the Owner expressly disclaims all warranties for Beta Services, including but not limited to implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, or quiet enjoyment, and any warranties arising out of any course of dealing or usage of trade.
This Application is provided strictly on an “as is” and “as available” basis. Use of the Service is at Users’ own risk. To the maximum extent permitted by applicable law, the Owner expressly disclaims all conditions, representations, and warranties — whether express, implied, statutory or otherwise, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third-party rights. No advice or information, whether oral or written, obtained by user from owner or through the Service will create any warranty not expressly stated herein.
Without limiting the foregoing, the Owner, its subsidiaries, affiliates, licensors, officers, directors, agents, co-branders, partners, suppliers and employees do not warrant that the content is accurate, reliable or correct; that the Service will meet Users’ requirements; that the Service will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Service is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the Service is downloaded at users own risk and users shall be solely responsible for any damage to Users’ computer system or mobile device or loss of data that results from such download or Users’ use of the Service.
The Owner does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Service or any hyperlinked website or service, and the Owner shall not be a party to or in any way monitor any transaction between Users and third-party providers of products or services.
The Service may become inaccessible or it may not function properly with Users’ web browser, mobile device, and/or operating system. The owner cannot be held liable for any perceived or actual damages arising from Service content, operation, or use of this Service.
Federal law, some states, and other jurisdictions, do not allow the exclusion and limitations of certain implied warranties. The above exclusions may not apply to Users. This Agreement gives Users specific legal rights, and Users may also have other rights which vary from state to state. The disclaimers and exclusions under this agreement shall not apply to the extent prohibited by applicable law.
To the maximum extent permitted by applicable law, in no event shall the Owner, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for
This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if company has been advised of the possibility of such damage.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to User. The terms give User specific legal rights, and User may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.
The User agrees to defend, indemnify and hold the Owner and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from
Users with administrative privileges ("Administrators") can manage the Service. Administrators will provision and administer the Service exclusively for Users within their organization (including affiliates) and may have the ability to:
(a) Add, remove, and suspend Users' access to the Service.
(b) Access, share, and remove Content.
(c) Access logs and information regarding Users' use of the Service.
Customers utilizing the Service are responsible for obtaining and maintaining all necessary consents from Users to perform the actions listed above and to allow the Owner to deliver the Service.
Our Service includes third party codes and libraries that are subject to third party open source license terms (the “Open Source Code” and the “Open Source Terms”, respectively). Some of such Open Source Terms determine that to the extent applicable to the respective Open Source Code licensed thereunder, such terms prevail over any conflicting license terms, including these Terms. We use our best endeavors to identify such Open Source Code, within our Service, hence we encourage Customer to familiarize itself with such Open Source Terms. Note that we use best efforts to use only Open Source Codes that does not impose any obligation or affect the Customer Data or related intellectual property (beyond what is stated in the Open Source Terms and herein), on an ordinary use of our Service that does not involve any modification, distribution or independent use of such Open Source Code. Notwithstanding anything to the contrary, we make no warranty or indemnity hereunder with respect to any Open Source Codes. The following copyright statements and licenses apply to discrete Service components that are distributed with various versions of the Enterprotect products.
The Service may be subject to Canadian, U.S. or foreign export controls, Laws and regulations (the “Export Controls”), and you acknowledge and confirm that: (i) you are not located or use, export, re-export or import the Service (or any portion thereof) in or to, any person, entity, organization, jurisdiction or otherwise, in violation of the Export Controls; (ii) you are not: (a) organized under the laws of, operating from, or otherwise ordinarily resident in a country or territory that is the target or comprehensive U.S. economic or trade sanctions (currently, Cuba, Iran, Syria, North Korea, or the Crimea region of Ukraine), (b) identified on a list of prohibited or restricted persons, such as the U.S. Treasury Department’s List of Specially Designated Nationals and Blocked Persons, or (c) otherwise the target of U.S. sanctions. Customer is solely responsible for complying with applicable Export Controls and sanctions which may impose additional restrictions, prohibitions or requirements on the use, export, re-export or import of the Services and/or the Customer Data; and (iii) Customer Data is not controlled under the U.S. International Traffic in Arms Regulations or similar Laws in other jurisdictions, or otherwise requires any special permission or license, in respect of its use, import, export or re-export hereunder.
You hereby acknowledge and confirm that the limitations of liability and warranty disclaimers contained in these Terms are agreed upon by you and us and we both find such limitations and allocation of risks to be commercially reasonable and suitable for our engagement hereunder, and both you and us have relied on these limitations and risk allocation in determining whether to enter these Terms.
We may offer, from time to time, part or all of our Services on a free, no-obligation trial version (“Trial Service”). The term of the Trial Service shall be as communicated to you, within the Service, in an Order Form, unless terminated earlier by either Customer or us, for any reason or for no reason. We reserve the right to modify, cancel and/or limit this Trial Service at any time and without liability or explanation to you. In respect of a Trial Service that is a trial version of the Subscription Plan (the “Trial Subscription”), upon termination of the Trial Subscription, we may change the Account web address at any time without any prior written notice.
Note that we may offer, from time to time, certain Services in an Alpha or Beta versions (the “Pre-Released Services”) and we use best endeavors to identify such Pre-Released Services as such. Pre-Released Services are Services that are still under development, and as such they may be inoperable or incomplete, and may contain bugs, suffer disruptions and/or not operate as intended and designated, more than usual.
The Trial Service and Pre-Released Services are governed by these Terms, provided that notwithstanding anything in these Terms or elsewhere to the contrary, in respect of Trial Service and Pre-Released Services (i) such services are licensed hereunder on as “As-Is”, “With All Faults” “As Available” basis, with no warranties, express or implied, of any kind; (ii) the indemnity undertaking by us set forth in Section 16.2 herein shall not apply; and (iii) IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF ENTERPROTECT, ITS AFFILIATES OR ITS THIRD PARTY SERVICE PROVIDERS, UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS (INCLUDING THE SITES, THE SERVICE AND THE THIRD PARTY SERVICES), EXCEED US$100. We make no promises that any Trial Service and/or Pre-Released Services will be made available to you and/or generally available.
In connection with these Terms and the Service (including the evaluation thereof), each party (“Disclosing Party”) may disclose to the other party (“Receiving Party”), non-public business, product, technology and marketing information, including without limitation, customers lists and information, know-how, software and any other non-public information that is either identified as such or should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure, whether disclosed prior or after the Effective Date (the “Confidential Information”). For the avoidance of doubt, (i) Customer Data is regarded as Customer’s Confidential Information, and (ii) our Site, Service, Trial Service and/or Pre-Released Services, inclusive of their underlying technology, and their respective performance information, as well as any data, reports and materials we provided to you in connection with your evaluation or use of the Service, are regarded as our Confidential Information. Confidential Information does not include information that (a) is or becomes generally available to the public without breach of any obligation owed to the Disclosing Party; (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (c) is received from a third party without breach of any obligation owed to the Disclosing Party; or (d) was independently developed by the Receiving Party without any use or reference to the Confidential Information.
The Receiving Party will (i) take at least reasonable measures to prevent the unauthorized disclosure or use of Confidential Information, and limit access to those employees, affiliates, service providers and agents, on a need to know basis and who are bound by confidentiality obligations at least as restrictive as those contained herein; and (ii) not use or disclose any Confidential Information to any third party, except as part of its performance under these Terms and as required to be disclosed to legal or financial advisors to the Receiving Party or in connection with a due diligence process that the Receiving Party is undergoing, provided that any such disclosure shall be governed by confidentiality obligations at least as restrictive as those contained herein.
Notwithstanding the above, Confidential Information may be disclosed pursuant to the order or requirement of a court, administrative agency or other governmental body; provided, however, that to the extent legally permissible, the Receiving Party shall make best efforts to provide prompt written notice of such court order or requirement to the Disclosing Party to enable the Disclosing Party to seek a protective order or otherwise prevent or restrict such disclosure.
The Owner’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
To ensure the best possible service level, the Owner reserves the right to interrupt the Service for maintenance, system updates or any other changes, informing the Users appropriately.
Within the limits of law, the Owner may also decide to suspend or discontinue the Service altogether. If the Service is discontinued, the Owner will cooperate with Users to enable them to withdraw Personal Data or information and will respect Users' rights relating to continued product use and/or compensation, as provided for by applicable law.
Additionally, the Service might not be available due to reasons outside the Owner’s reasonable control, such as “force majeure” events( infrastructural breakdowns or blackouts etc.).
Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of this Application and of its Service without the Owner’s express prior written permission, granted either directly or through a legitimate reselling programme.
To learn more about the use of their Personal Data, Users may refer to the privacy policy of this Application.
Without prejudice to any more specific provision of these Terms, any intellectual property rights, such as copyrights, trademark rights, patent rights and design rights related to this Application are the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties relating to intellectual property.
All trademarks — nominal or figurative — and all other marks, trade names, service marks, word marks, illustrations, images, or logos appearing in connection with this Application are, and remain, the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties related to intellectual property.
The Owner reserves the right to amend or otherwise modify these Terms at any time. In such cases, the Owner will appropriately inform the User of these changes.
Such changes will only affect the relationship with the User from the date communicated to Users onwards.
The continued use of the Service will signify the User’s acceptance of the revised Terms. If Users do not wish to be bound by the changes, they must stop using the Service and may terminate the Agreement.
The applicable previous version will govern the relationship prior to the User's acceptance. The User can obtain any previous version from the Owner.
If legally required, the Owner will notify Users in advance of when the modified Terms will take effect.
The Owner reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these Terms, taking the User’s legitimate interests into account. Provisions regarding changes of these Terms will apply accordingly.
Users may not assign or transfer their rights or obligations under these Terms in any way, without the written permission of the Owner.
All communications relating to the use of this Application must be sent using the contact information stated in this document.
The headings used in these Terms are included for convenience only and will not limit or otherwise affect the terms herein. They are not to be used in interpreting the agreement or to clarify any ambiguous or unclear language.
Should any provision of these Terms be deemed or become invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.
Any such invalid or unenforceable provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent. These Terms constitute the entire Agreement between Users and the Owner with respect to the subject matter hereof, and supersede all other communications, including but not limited to all prior agreements, between the parties with respect to such subject matter. These Terms will be enforced to the fullest extent permitted by law.
Should any provision of these Terms be or be deemed void, invalid or unenforceable, the parties shall do their best to find, in an amicable way, an agreement on valid and enforceable provisions thereby substituting the void, invalid or unenforceable parts.
In case of failure to do so, the void, invalid or unenforceable provisions shall be replaced by the applicable statutory provisions, if so permitted or stated under the applicable law.
Without prejudice to the above, the nullity, invalidity or the impossibility to enforce a particular provision of these Terms shall not nullify the entire Agreement, unless the severed provisions are essential to the Agreement, or of such importance that the parties would not have entered into the contract if they had known that the provision would not be valid, or in cases where the remaining provisions would translate into an unacceptable hardship on any of the parties.
These Terms are governed by and construed in accordance with the laws of British Columbia, Canada. You irrevocably submit to the exclusive jurisdiction of the courts in that location.
However, regardless of the above, if the law of the country that the User is located in provides for a higher applicable consumer protection standard, such higher standards shall prevail.
The exclusive competence to decide on any controversy resulting from or connected to these Terms lies with the courts of British Columbia, Canada.
The above does not apply to any Users that qualify as European Consumers, nor to Consumers based in the United Kingdom, Switzerland, Norway or Iceland.
Each party specifically waives any right to trial by jury in any court in connection with any action or litigation.
Any claims under these terms shall proceed individually and no party shall join in a class action or other proceeding with or on behalf of others.
This Agreement shall continue in effect until it is terminated by either this Application or the User. Upon termination, the provisions contained in these Terms that by their context are intended to survive termination or expiration will survive, including but not limited to the following:
You may not assign or delegate any rights or obligations under these Terms, including in connection with a change of control. Any purported assignment and delegation shall be null and void. We may assign these Terms in connection with a merger, acquisition or sale of all or substantially all of our assets, or to any affiliate or as part of a corporate reorganization.
You acknowledge that if you violate or breach these Terms, it may cause irreparable harm to OpenAI and its affiliates, and OpenAI shall have the right to seek injunctive relief against you in addition to any other legal remedies.
YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
The User and the Owner agree that any past, present, or future disputes relating to these Terms or the Services will be resolved through final and binding arbitration, unless the User opts out by filling out a designated form within 30 days of agreeing to these Terms. This arbitration will be governed by the Rules of Arbitration of the International Chamber of Commerce (ICC), conducted in English, and take place in British Columbia, Canada.
Before initiating formal legal proceedings, both parties agree to attempt to resolve any dispute amicably. Users are kindly asked to contact the Owner at the specified contact details, providing a brief description of the dispute and, if applicable, details of the related order, purchase, or account. The Owner will process the complaint without undue delay and aims to resolve it within 21 days of receipt. If no resolution is achieved within 60 days, either party may proceed with arbitration. The statute of limitations for the claim will be paused during this 60-day period. For EU residents, the European Commission offers an online dispute resolution platform at European Commission ODR Platform.
Arbitration will be managed by a mutually agreed upon arbitration provider. Both parties agree to share the cost of arbitration fees equally, unless the arbitrator determines that the User cannot afford the fees, in which case the Owner will cover them.
The arbitration may occur via telephone, written submissions, video conferencing, or in person in British Columbia Canada, governed by the existing rules of the chosen Arbitration Provider. Issues concerning the scope, enforceability, and arbitrability of this section will be determined by a court within the applicable jurisdiction.
This arbitration section does not require arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement.
Disputes must be brought on an individual basis only, and may not be brought as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed. If for any reason a dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding, or counterclaim. This does not prevent either party from participating in a class-wide settlement of claims.
If, at any time, 30 or more similar demands for arbitration are asserted against Owner or related parties by the same or coordinated counsel or entities (“Mass Filing”), we will seek an independent third party to randomly assign sequential numbers to each of the Mass Filings. Claims numbered 1-10 will be the “Initial Test Cases” and will proceed to arbitration first. The arbitrators will render a final award for the Initial Test Cases within 120 days of the initial pre-hearing conference, unless the claims are resolved in advance or the parties agree to extend the deadline. The parties will then have 90 days (the “Mediation Period”) to resolve the remaining cases in mediation based on the awards from the Initial Test Cases. If the parties are unable to resolve the outstanding claims during this time, the parties may choose to opt out of the arbitration process and proceed in court by providing written notice to the other party within 60 days after the Mediation Period. Otherwise, the remaining cases will be arbitrated in their assigned order. Any statute of limitations will be tolled from the time the Initial Test Cases are chosen until your case is chosen as described above.
Any arbitration must be commenced within 2 years after the party asserting the claim first knows or should know of the act giving rise to the claim, unless otherwise mandated by law.
Except as required to enforce the arbitrator’s decision, neither the User nor the Owner shall make any public announcement or comment concerning the arbitration.
If any part of this section is found to be unenforceable, the remainder shall continue in full force and effect. If the unenforceable aspect allows for class arbitrations or mass filings, then this entire section will become null and void.