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Terms & Conditions

Effective Date: August 10, 2023

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. BY ACCESSING OR USING ANY OF THE SERVICES, YOU EXPRESSLY AGREE TO BECOME BOUND BY THE TERMS AND CONDITIONS OF THESE TERMS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THESE TERMS, THEN YOU MAY NOT ACCESS THE WEBSITE OR USE OUR SERVICES. IF THESE TERMS AND CONDITIONS ARE CONSIDERED AN OFFER BY CLAID, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. TO USE OUR SERVICES, YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OF AGE OR, IF HIGHER, AT LEAST THE AGE OF MAJORITY IN YOUR JURISDICTION. YOU REPRESENT AND WARRANT THAT YOU MEET THE APPLICABLE AGE REQUIREMENTS AND ARE COMPETENT TO AGREE TO THESE TERMS.

 

These Terms of Service (“Terms”) establish a binding contractual agreement between you (the visitor or user, hereinafter referred to as “you” or “your”) and Lets Enhance Inc. ( “Claid”, “our”, “us”, or “we”) according to which you may visit the Claid website at https://www.claid.ai (“Website”) and view and use of any and all hosted software and applications including but not limited to the Claid widgets, APIs, libraries, plug-ins, modules and hosting services (the “Hosted Services”; the Website together with the Hosted Services may hereinafter be collectively referred to the “Services”).  

Please note that if you are an individual and you access or use our Service on behalf of a company or other entity, such as your employer (together with its affiliates, an “Organization”), then: (a) these Terms are an agreement between us and you and that Organization; (b) you represent and warrant that you have the authority to bind that Organization to these Terms (and if you do not have that authority, you may not access or use our Services); (c) your acceptance of these Terms will bind such Organization to these Terms; (d) your individual right to access and use our Services may be suspended or terminated (and ownership and administration of your Services Account may be transferred) if you cease to be associated with, or cease to use an email address associated with or provisioned by, that Organization; (e) we may disclose information regarding you and your use of our Services with such Organization; and (f) the terms “you” and “your” as used in these Terms refer to both you and such Organization. If you sign up for our Services using an email address associated with or provisioned by an Organization, or if an Organization pays fees due in connection with your access to or use of our Services (or reimburses you for payment of such fees), or otherwise, then, we may deem you to be accessing and using our Services on behalf of that Organization in our sole discretion.

If you are a user of Hosted Services then you will also be required to agree to the terms of our Master Services Agreement (“MSA”) which is available here.  In the event of any inconsistency between this Agreement and the MSA, the terms of the MSA shall govern and control.

 

 

1. Your Right to Use Our Services.

During the term, and subject to your compliance with this Agreement, Claid grants you a limited, worldwide, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services.

  • The Services shall not be distributed to, or hired out by, you. You do not receive any right to the source code of the Services. Unless otherwise agreed or prescribed by mandatory law or applicable open source software usage conditions, you are not entitled to modify, reverse engineer, decompose, disassemble, or otherwise attempt to decipher the object or source code of the software as included in the Services. Reproduction that goes beyond what is necessary for access and use of the Services is not permitted.
  • We are entitled, but not obliged, to further develop the Services on an ongoing basis, and will only make the current version of the Services available to you. This provision shall only apply if the change is reasonable. The right to use the Services also extends to fixes, patches, developments, and updates.
  • The Services may contain open-source software components. The use of these components may be subject to the license terms of the open-source software components, which are referenced within our Services. Nothing in this Agreement shall affect your rights or obligations under any applicable license terms of the open-source software components. In the event of contradictions or conflicting provisions of the license provisions of the open source software and the provisions of this Agreement, the license provisions of the open source software shall take precedence.

 

 

2. Your Claid Account.

Your account on our Services (your “Services Account”) gives you access to our Services that we may establish and maintain from time to time. We may maintain different types of Services Accounts for different types of users. You acknowledge that you do not own your Services Account.

If you create an account on the Website or as required to access and use the Hosted Services, you are responsible for maintaining the security of your account and its content, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the Services. You must not describe or assign content to your account in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others. Claid may change or remove any content or photos that it considers inappropriate or unlawful, or otherwise likely to cause Claid liability. You must immediately notify Claid of any unauthorized uses of your account and any other breaches of security. Claid will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.

 

 

3. Restrictions and Acceptable Use.

As a condition of use of the Services, You agree to use any functionality of the Services for their intended purposes only and not to use the Services for any purpose that is prohibited by these Terms of Services. You are responsible for using commercially reasonable efforts to prevent unauthorized access to or use of the Services. You are responsible for all of your activity in connection with the Services and you shall abide by all local, state, national, and international laws and regulations and any applicable regulatory codes. You shall promptly notify Claid of any unauthorized access or use of the Services.

You agree not to do and not to assist, permit or enable any third party to do, any of the following:

    a. copy, rent, lease, sell, loan, transfer, assign, sublicense, resell, distribute, modify, alter, or create derivative works of any part of our Services or any of our Intellectual Property (defined below);

    b. reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any or all of the proprietary source code of the Services;

    c. use any robot, spider, scraper, data mining tool, data gathering or extraction tool, or any other automated means, to access, collect, copy, or record our Services;

    d. use the Services, Upgrades, or Paid Services for research and development of artificial intelligence (generation of training data);

    e. use or display our Services in competition with us, to develop competing products or services, for benchmarking or competitive analysis of our Services, or otherwise to our detriment or disadvantage;

    f. use our Services in any manner that impacts (i) the stability of our servers, (ii) the operation or performance of our Services or any User’s use of our Services, or(iii) the behavior of other applications using our Services;

    g. attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from, the servers running our Services;

    h. alter, remove, or obscure any copyright, trademark, or other proprietary notices or confidentiality legend on the Services;

    i. use the Services, Upgrades, or Paid Services, through a vulnerability or otherwise, in a way that prevents the Services from tracking your usage, generating invoices, or charging you through your credit card or other payment mechanisms;

    j. use our Services in any manner or for any purpose that (i) violates or promotes the violation of any applicable law, regulation, legal requirement, contractual obligation, or right of any person including intellectual property rights, rights of privacy, or rights of personality, (ii) is fraudulent, false, deceptive or defamatory, (iii) promotes hatred, violence or harm against any individual or group, or (iv) otherwise may be harmful or objectionable (in our sole discretion) to us, our providers, our suppliers, our Users, or any other third party;

 

 

4. Terms Applying to Your Content.

As between us and you, you (or your licensors) will own any and all information, data, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly, from you (or on your behalf) by or through our Services (“Your Content”). For an Organizational account, we may assume, in our sole discretion, that all of Your Content belongs to that Organization.  

WE CLAIM NO OWNERSHIP RIGHTS OVER YOUR CONTENT. 

You further grant, and you represent and warrant that you have all rights (including intellectual property rights and permissions, as applicable) necessary to grant, to us an irrevocable, perpetual, transferable, sublicensable (through multiple tiers), fully paid, royalty-free, and worldwide right and license to use, copy, store, modify, reproduce Your Content: (a) to maintain and provide our Services; (b) solely in de-identified form, to improve our products and services (including the Services) and for our other business purposes, such as data analysis, customer research, developing new products or features, and identifying usage trends (and we will own such de-identified data); and (c) to perform such other actions as described in our Privacy Notice or as authorized by you in connection with your use of our Services.

Claid has the right to grant to its contractors sublicenses under the licenses granted under this section and for the same purpose. If you request the deletion of your Content, Claid will use reasonable efforts to remove it from the Services, but you acknowledge that caching or references to the Content may not be immediately unavailable.

In connection with Your Content, you affirm, represent, and warrant the following:

    a. The downloading, copying, and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, or trade secret rights, of Claid or any third party.

    b. If any third party has rights to intellectual property you create, you have either (i) received permission from a such third party to post or make available the Content, including but not limited to any software, or (ii) secured from the third party a waiver as to all rights in or to the Content.

    c. You have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms.

    d. The Content does not contain or install any viruses, worms, malware, trojan horses, or other harmful or destructive content or other items that may remove or change any content of the Services or attempt to circumvent security or interfere with the proper working of the Services or the servers on which it is hosted.

    e. The Content is not spam and does not contain unethical content or content designed to be used as a part of any unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing).

    f. The Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party.

    g. You have, in the case of Content that includes computer code, accurately categorized and/or described the type, nature, uses, and effects of the materials, whether requested to do so by Claid or otherwise. 

    h. Your Content and usage of the Services do not violate applicable laws and governmental regulations.

Without limiting any of those representations or warranties, Claid has the right (though not the obligation) to, in Claid’s sole discretion (i) refuse or remove any content that, in Claid’s reasonable opinion, violates any Claid policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Services to any individual or entity for any reason, in Claid’s sole discretion. Claid will have no obligation to provide a refund of any amounts previously paid.

 

 

5. Paid Services.

Pricing for the Services is located at https://www.claid.ai/pricing.

 

 

6. Responsibility of Website Visitors.

Claid has not reviewed, and cannot review, all of the material, including computer software, posted to the Website, and cannot, therefore, be responsible for that material’s content, use, or effects. By operating the Website, Claid does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Website may also contain material that violates the privacy or publicity rights or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying, or use of which is subject to additional terms and conditions, stated or unstated. Claid disclaims any and all responsibility for any harm resulting from the use by visitors of the Website, or from any downloading by those visitors of content posted thereon.

 

 

7. Content Posted on Other Websites.

We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which we link, and that link to us. Claid does not have any control over those non-Claid websites and webpages and is not responsible for their contents or their use. By linking to a non-Claid website or webpage, Claid does not represent or imply that it endorses such website or webpage. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Claid disclaims any and all responsibility for any harm resulting from your use of non-Claid websites and webpages.

 

 

8. Intellectual Property.

The Website is owned and operated by Lets Enhance Inc. and all Services are the intellectual property of Claid. The Website is offered subject to your acceptance without modification of all of these Terms and all other operating rules, policies (including, without limitation, Claid’s Privacy Policy), and procedures that may be published from time to time on this Website or through the Hosted Services by Claid (collectively, the “Agreement”).

These Terms do not transfer from Claid to you any Claid or third party intellectual property, and all rights, title, and interest in and to such property will remain (as between the parties) solely with Claid. Lets Enhance Inc., https://www.claid.ai, the Claid logo, and all other trademarks, service marks, graphics, and logos used in connection with Claid, or the Website are trademarks or registered trademarks of Claid or Claid’s licensors; and, the Hosted Services are covered by Claid trademarks or copyright. Other trademarks, service marks, graphics, and logos used in connection with the Website or Hosted Services may be the trademarks of other third parties. Your use of the Website and Hosted Services grants you no right or license to reproduce or otherwise use any Claid or third-party trademarks.

 

 

9. Feedback.

You may choose to, or we may invite you to submit, comments, feedback, or ideas about our Services, including about how to improve our Services or our products (“Feedback”). You grant to Claid a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Services and Website any suggestion, enhancement request, recommendation, correction, or other feedback provided by you.

By submitting any Feedback, you agree that we will own such Feedback and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, we do not waive any rights to use similar or related ideas previously known to us, developed by our employees, or obtained from sources other than you.

 

 

10. Trademarks.

You consent to Claid’s use of your name and logo and a general description of your relationship with Claid in press releases and other marketing materials and appearances. You grant to Claid worldwide, a non-exclusive, royalty-free, fully-paid up license to use and reproduce your trademarks, tradenames, and logos in Claid’s marketing materials and website and to indicate that you are a Claid customer. Claid will abide by any written trademark usage guidelines provided by you. All goodwill arising out of the use of your trademarks, tradenames, and logos shall inure to your benefit. To decline Claid this license you need to email support@claid.ai stating that you do not wish to be used as a reference.

 

 

11. Mailing List.

When signing up on Claid you are automatically subscribing to our mailing list. You can unsubscribe from the list at any time.

By providing us with your email address, you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address to send you other marketing or advertising messages, such as changes to features of our Services and special offers. If you do not want to receive such email messages, you may opt out by clicking the unsubscribe link within each marketing or advertising message. Opting out will not prevent you from receiving Service-related notices.

 

 

12. Changes.

Claid reserves the right, at its sole discretion, to modify or replace any part of these Terms. It is your responsibility to check these Terms periodically for changes. When we change these Terms in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to these Terms. These Terms apply to and govern your access to and use of our Services effective as of the start of your access to or use of our Services, even if such access or use began before the publication of these Terms. Your continued use of our Services after any such change constitutes your acceptance of the new Terms of Services. If you do not agree to any part of these Terms or any future Terms of Service, do not use or access (or continue to access) our Services. Claid may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to these Terms.

 

 

13. Suspension or Termination.

Claid may terminate your access to all or any part of the Website, access to a paid Services account, or your access to any of the Hosted Services at any time, with or without cause, with or without notice, effective immediately. Claid also may, in appropriate circumstances, terminate accounts that we believe are in violation of these Terms without notice and without refund.  However, if Claid terminates your paid Services account prior to its expiration, Claid will refund you the pro rata apportionment of any unused funds.  Additionally, either you or Claid may terminate a paid Services account upon thirty days prior written notice for any reason.

For the avoidance of doubt, and without limiting anything set forth in these Terms, any behavior or communication directed by you towards any Claid employee or contractor which Claid deems abusive, hurtful, demeaning, insulting or otherwise harmful may result in an immediate termination of your access to all or any part of the Website.  

If you wish to terminate your agreement with Claid or your Claid account (if you have one), you may simply discontinue using the Services. 

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

 

 

14. Disclaimer and Warranties.

OUR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF OUR SERVICES ARE AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, WE, OUR SUBSIDIARIES, OUR AFFILIATES, AND OUR LICENSORS DO NOT WARRANT THAT ANY CONTENT ON OUR SERVICES ARE ACCURATE, RELIABLE, OR CORRECT; THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS; THAT OUR SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT OUR SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF OUR SERVICES OR ANY DOWNLOAD OF CONTENT THROUGH THE USE OF OUR SERVICES. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.

The content provided through or in connection with OUR Services is designed to provide practical and useful information on the subject matter covered. WHILE SUCH CONTENT MAY CONCERN ISSUES RELATED TO PROFESSIONAL SERVICES, SUCH CONTENT IS NOT PROFESSIONAL SERVICES ADVICE.  YOU SHOULD NOT ACT OR REFRAIN FROM ACTING ON THE BASIS OF ANY CONTENT INCLUDED ON THIS SITE OR IN CONNECTION WITH OUR SERVICES WITHOUT SEEKING THE ADVICE OF A COMPETENT PROFESSIONAL IN THE APPLICABLE SUBJECT MATTER.  We EXPRESSLY DISCLAIM ALL LIABILITY IN RESPECT OF ACTIONS TAKEN OR NOT TAKEN BASED ON ANY CONTENT OF OR IN CONNECTION WITH OUR SERVICES.

 


 

15. Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS, OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, OR DIRECTORS) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, OUR SERVICES. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF OUR SERVICES OR YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES; (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH OUR SERVICES; AND/OR (G) YOUR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.

IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS, OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO US HEREUNDER OR $100.00, WHICHEVER IS LOWER.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

 

 

16. General Representation and Warranty.

You represent and warrant that (i) your use of the Services will be in strict accordance with the Claid Privacy Policy, with these Terms, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental areas, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Website or Hosted Services will not infringe or misappropriate the intellectual property rights of any third party.

 

 

17. Indemnification.

You agree to defend, indemnify and hold us and our affiliates, agents, suppliers, or licensors (and our and their employees, contractors, agents, officers, and directors) harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorney’s fees) arising from: (a) your access to or use of our Services; (b) your violation of any aspect of these Terms, including your breach of any of your representations and warranties; (c) your violation of any third-party right, including any right of privacy or intellectual property rights; (d) your violation of any applicable law, rule or regulation; (e) Your Content, including any misleading, false, or inaccurate information in YourContent; (f) your willful misconduct; or (g) any third party’s access to or use of our Services with your username(s), password(s) or other security code(s).

 

 

18. Dispute Resolution

In the event of a dispute between you and Claid (including any dispute over the validity, enforceability, or scope of this dispute resolution provision), other than with respect to claims for injunctive relief, the dispute will be resolved by binding arbitration pursuant to the rules of the American Arbitration Association Commercial Arbitration Rules. The place of the arbitration shall be in the County of Los Angeles, California. In the event that there is any dispute between you and Claid that is determined not to be subject to arbitration pursuant to the preceding sentence, you agree to submit in that event to the exclusive jurisdiction and venue of the state and federal courts located in the County of Los Angeles, California. You agree that this Agreement and the relationship between you and Claid shall be governed by the Federal Arbitration Act and the laws of the State of California without regard to conflict of law principles or the United Nations Convention on the International Sale of Goods. Notwithstanding this, either party shall still be allowed to apply for injunctive or other equitable relief to protect or enforce that party’s Intellectual Property Rights in any court of competent jurisdiction where the other party resides or has its principal place of business.

Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Class arbitrations, class actions, private attorney general actions, consolidation of your dispute with other arbitrations, or any other proceeding in which either party acts or proposes to act in a representative capacity or as a private attorney general are not permitted and are waived by you, and an arbitrator will have no jurisdiction to hear such claims. If a court or arbitrator finds that the class action waiver in this section is unenforceable as to all or some parts of a dispute, then the class action waiver will not apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration. If any other provision of this dispute resolution section is found to be illegal or unenforceable, that provision will be severed with the remainder of this section remaining in full force and effect.

 

 

19. Miscellaneous.

These Terms constitute the entire agreement between Claid and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Claid, or by the posting by Claid of a revised version of these Terms. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under these Terms shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Los Angeles, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce or interpret these Terms shall be entitled to costs and attorneys’ fees. If any part of these Terms is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of these Terms or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. Claid may assign its rights under these Terms without condition. This agreement will be binding and will insure the benefit of the parties, their successors, and permitted assigns.

 

 

20. Modifications.

The Terms may be revised by Claid at any time without notice. If there are any material changes to the Terms, Claid will use commercially reasonable efforts to notify you. You agree to be bound by the current version of these Terms by continuing to use the Site.

 

 

21. Entire Agreement / Severability.

These Terms, together with any amendments and any additional agreements you may enter into with us in connection with our Services, will constitute the entire agreement between you and us concerning our Services. None of our employees or representatives are authorized to make any modification or addition to these Terms. Any statements or comments made between you and any of our employees or representatives are expressly excluded from these Terms and will not apply to you or us or your use of our Services. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect.

 

 

22. Construction and Interpretation.

For purposes of these Terms, (a) the words“include,” “includes,” and “including” are deemed to be followed by the words“without limitation”; (b) the word “or” is not exclusive; and (c) words denoting the singular have a comparable meaning when used in the plural, and vice-versa. You acknowledge and agree that any ambiguities in the interpretation of these Terms will not be construed against us.
 

 

23. No Waiver.

No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.

 

 

24. Contact Information.

Please email support@claid.ai if you have any questions or concerns.