WHIZ.AI TERMS OF SERVICE | Whiz AI

Whiz.ai TERMS OF SERVICE

LAST MODIFIED: June 18, 2018

Thanks for using the Whiz.ai platform and portal, including any software, technology and content contained and/or services provided therein (the “Platform”). The Platform is provided by Whiz.ai, Inc., its affiliates and subsidiaries (“Whiz.ai” “we” or “us” or “our“), located at 22 Harold Ave, Edison, NJ,
08820, USA.

These Terms of Use (“Terms”) set forth the agreement between you and Whiz.ai regarding your access to and use of the Platform or any content, products, data or services provided to you on, from, or through the Platform (collectively, the “SERVICE”).

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE ACCESSING OR USING THE SERVICE.
BY ACCESSING OR USING THE SERVICE, YOU CONFIRM YOUR UNDERSTANDING AND ACCEPTANCE OF THESE TERMS AND OUR PRIVACY POLICY LOCATED AT [PRIVACY POLICY] (THE “PRIVACY POLICY”). IF YOU DO NOT AGREE TO THESE TERMS AND THE PRIVACY POLICY, YOU MAY NOT ACCESS OR
USE THE SERVICE.

THESE TERMS include: (1) A WAIVER OF RIGHTS TO BRING A CLASS ACTION AGAINST US; AND (2) a release by you of all claims for damage against us that may arise out of your use of the SERVICE.

Using our SERVICE does not give you ownership of any intellectual property rights in our SERVICE or the content you access. These Terms do not grant you the right to use any branding or logos used with our SERVICE. Don’t remove, obscure, or alter any legal notices displayed in or along with our SERVICE. Your use of the SERVICE is conditioned upon you agreeing not to (and not allowing any third party to): (i) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code of the SERVICE; (ii) sell assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the SERVICE or any content, software or services available therein or (iii) violate these Terms and the Privacy Policy.

Using our SERVICE

You must follow any policies made available to you within the SERVICE.

Registration
You may be required to provide information about yourself (such as identification or contact details) as part of the registration process or as part of your continued access to and use of the SERVICE. You agree to use the SERVICE only for those purposes that are permitted by (i) these Terms and the Privacy Policy, and (ii) by applicable law, regulation or generally accepted practices in the relevant jurisdictions. You agree to: (a) provide true, accurate, current and complete information about yourself when registering or as prompted by the SERVICE (the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, non-current or incomplete, or Whiz.ai has reasonable grounds to suspect that such information is untrue, inaccurate, non-current or incomplete, Whiz.ai has the right to suspend or terminate your account or access to the SERVICE and refuse any and all current or future use of the SERVICE (or any portion thereof). You also understand and agree that the SERVICE may include certain communications from Whiz.ai (e.g., service announcements, administrative messages and other information and alerts), and that these communications are considered part of the SERVICE and you will not be able to opt out of receiving them while choosing to utilize the SERVICE.

You further acknowledge and agree to the following:
1. You represent that you are of legal age to form a binding contract and are not a person barred from receiving the SERVICE under the laws of the United States or other applicable jurisdiction.

2. You agree not to interfere with or disrupt the operation of the SERVICE.

3. You agree not to make the SERVICE available over a network or other environment permitting access or use by multiple mobile devices at a time.

4. You agree not to give your login or account information to any third party or otherwise transfer or assign your account information to a third party.

5. You agree not to collect or harvest any personally identifiable information, including account names and/or personal health information, from the SERVICE.

6. You shall be authorized to use the SERVICE only for your internal business purposes.

Your Account

As a registered user of the SERVICE, you may establish an account (“Account”). Don’t reveal your Account information to anyone else. You are solely responsible for maintaining the confidentiality and security of your Account and for all activities that occur on or through your Account, and you agree to immediately notify Whiz.ai of any security breach of your Account. Whiz.ai shall not be responsible for any losses arising out of the unauthorized use of your Account. To protect your Account, keep your password confidential. You are responsible for the activity that happens on or through your Account. Do not reuse your Account password on third-party applications. You agree that Whiz.ai may store and use your Registration Data for use in maintaining your Account. You agree to use the SERVICE only for lawfully acquired content. Any use for illegitimate content that infringes the rights of others may subject you to civil and/or criminal penalties, including possible monetary damages.

Your Use of the SERVICE

License Grant. The SERVICE is licensed, not sold, to you by Whiz.ai for use strictly in accordance with these Terms. Whiz.ai hereby grants you a non-exclusive, non-transferable, non-sublicensable, revocable license to use the SERVICE solely for your internal use and subject to the condition that (i) you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code; (ii) sell assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the SERVICE or any content, software or services available therein or (iii) violate these Terms or the Privacy Policy.

Restrictions. You agree that you will not (and not allow anyone else to) (i) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code of the SERVICE or any portion of the SERVICE, (ii) sell, rent, assign, distribute, sublicense, grant a security interest in, or otherwise transfer any right in or access to the SERVICE or any content, software or services available on or through the SERVICE, (iii) interfere with or disrupt the operation of the SERVICE, (iv) collect or harvest personally identifiable information from the SERVICE (e.g., other users’ Account information and/or personal health information), (v) make the SERVICE available over a network or other environment permitting access or use by multiple devices at a time, or (vi) use the SERVICE for data mining, scraping, crawling or data aggregating or to access the SERVICE through any automated means including, without limitation, using a robot, spider or scraper. You agree that you will use the SERVICE only for lawful purposes. You acknowledge that Whiz.ai exercises no control whatsoever over the content of information entered by you and it is your sole responsibility to ensure that the information you transmit and receive complies with all applicable laws. You agrees to defend, indemnify and hold Whiz.ai harmless from and against any and all loss, expense or liability (including reasonable attorneys’ fees) awarded against, or incurred by Whiz.ai, as a consequence of your failure to comply with any such laws or regulations. You shall (1) be responsible for the accuracy, quality and legality of any content and/or data that you use with the SERVICE and of the means by which you acquired such content and/or data, (2) prevent unauthorized access to or use of the SERVICE, and notify Whiz.ai promptly of any such unauthorized access or use, and (3) use the SERVICE only in accordance with applicable laws and government regulations. You shall not (a) use the SERVICE to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (b) use the SERVICE to store or transmit any key, node, lock, time-out (other than for password security purposes), backdoor, booby trap, trapdoor, Trojan horse, data-scrambling device (other than industry-approved encryption), virus, worm, time bomb, or any other program or code that allows unauthorized access to or interference with hardware or software, (c) interfere with or disrupt the integrity or performance of the SERVICE or third-party data contained therein, or (d) attempt to gain unauthorized access to the SERVICE or its related systems and/or networks.

Ownership. The SERVICE contains proprietary information and material that is owned by Whiz.ai and/or our licensors, and is protected by applicable intellectual property laws. You agree that you will not use any of our proprietary information or materials except in connection with the use of the SERVICE as permitted by these Terms. Using the SERVICE does not give you ownership of any intellectual property rights in the SERVICE or any content, products, data or services you access via the SERVICE, and we reserve any and all rights not expressly granted to you pursuant to these Terms. You agree to not remove, obscure, or alter any legal notices displayed in or along with the SERVICE. Whiz.ai, the Whiz.ai logo and other Whiz.ai trademarks, service marks, graphics, and logos used in connection with the SERVICE are trademarks or registered trademarks of Whiz.ai, Inc.

Third Party Data Fees. The SERVICE requires an internet or data connection and any charges or fees associated with any such connection are solely your responsibility, as set forth in the agreement between you and your internet or data connection service provider.

Notifications. You understand and agree that the SERVICE may include certain communications from us (e.g., service announcements, administrative messages and other information and alerts), and that these communications are required to use the SERVICE and you will not be able to opt-out of receiving them while using the SERVICE.

Feedback. In the event that you provide us with any suggestions, comments, ideas, corrections, improvements, feedback or other information about the SERVICE (collectively, “Feedback”), you hereby grant us a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicenseable, royalty free, fully paid-up right and license to access, use, reproduce, transmit, display, publish, distribute, modify and adapt and create derivative works from such Feedback in connection with any product or service or for any other purpose, without any obligations to you or restrictions of any kind.

Collection, Storage and Use of Information

Subject to these Terms, the Privacy Policy and any applicable laws and regulation, you hereby authorize and consent to the collection, storage, sharing, and use by Whiz.ai and its affiliates, partners and agents, of any information and data related to or derived from your use of the SERVICE, and any information or data that you provide to Whiz.ai and its affiliates, partners and licensors (“Information”). Without limiting the generality of the foregoing, the Information may include, without limitation, personal information. By using the SERVICE, you agree and consent to Whiz.ai’s and its subsidiaries’ and agents’ transmission, collection, maintenance, processing, and use of Information. Except as otherwise set forth in these Terms or the Privacy Policy, or as otherwise required by law, the Information will be treated as being non-confidential and non-proprietary, and Whiz.ai assumes no obligation to protect confidential or proprietary information from disclosure and will be free to reproduce, use, and distribute the Information to others without restriction, including without limitation, sharing your Information with partners for the purpose of offering you additional products and/or services. If you submit feedback or suggestions about the SERVICE, we may use your feedback or suggestions without obligation to you.

Privacy

Usage of the SERVICE is subject to Whiz.ai’s Privacy Policy at [PRIVACY POLICY]. You acknowledge receipt of Whiz.ai’s Privacy Policy. You agree to receive any updates to our Privacy Policy by accessing the SERVICE. By using the SERVICE, you agree that Whiz.ai may use and share your personal information in accordance with the terms of the Privacy Policy.

Third Party Content and Services

Disclaimer

You acknowledge that Whiz.ai does not investigate, monitor, represent or endorse the Third Party Content and Services (including any third party websites or data available through the SERVICE). Furthermore, your access to and use of the Third Party Content and Services is at your sole discretion and risk, and Whiz.ai and its affiliates, partners, suppliers and licensors shall have no liability to you arising out of or in connection with your access to and use of the Third Party Content and Services.

Endorsements

You acknowledge and agree that the provision of access to and the listing of any Third Party Content and Services available through the SERVICE or the sharing of any Information with third parties shall not constitute or imply any endorsement by Whiz.ai or its affiliates of such Third Party Content and Services. Whiz.ai reserves the right to restrict or deny access to any Third Party Content and Services otherwise accessible through the SERVICE, although Whiz.ai has no obligation to restrict or deny access even if requested by you.

Intellectual Property

You agree that the SERVICE, including but not limited to graphics, user interface, audio clips, video clips, editorial content, and the scripts and software used to implement the SERVICE, contains proprietary information and material that is owned by Whiz.ai and/or its licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the SERVICE in compliance with these Terms. No portion of the SERVICE may be reproduced in any form or by any means, except as expressly permitted in these Terms. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the SERVICE in any manner, and you shall not exploit the SERVICE in any unauthorized way whatsoever, including, but not limited to, by trespass or burdening network capacity. Notwithstanding any other provision of these Terms, Whiz.ai and its licensors reserve the right to change, suspend, remove, or disable access to any content, or other materials comprising a part of the SERVICE at any time without notice. In no event will Whiz.ai be liable for making these changes. Whiz.ai may also impose limits on the use of or access to certain features or portions of the SERVICE, in any case and without notice or liability.
THE USE OF THE SERVICE OR ANY PART OF THE SERVICE, EXCEPT FOR USE OF THE SERVICE AS PERMITTED IN THESE TERMS, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND/OR CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT INFRINGEMENT.
Whiz.ai, the Whiz.ai logo and other Whiz.ai trademarks, service marks, graphics, and logos used in connection with the SERVICE are trademarks or registered trademarks of Whiz.ai, Inc. in the U.S. and/or other countries. Other trademarks, service marks, graphics, and logos used in connection with the SERVICE may be the trademarks of their respective owners. You are granted no right or license with respect to any of the aforesaid trademarks and any use of such trademarks.

Termination

Termination by You

You may terminate these Terms at any time for any reason. In order to terminate, you must notify Whiz.ai at support@Whiz.ai.com.

Termination by Whiz.ai

Whiz.ai may block or suspend your access to the SERVICE or terminate these Terms and the rights afforded to you hereunder with or without prior notice, at any time, if you fail to comply with the terms and conditions of these Terms or for any reason whatsoever. Whiz.ai reserves the right to modify, suspend, or discontinue the SERVICE (or any part or content thereof) at any time with or without notice to you, and Whiz.ai will not be liable to you or to any third party should it exercise such rights. Upon termination of these Terms, you shall cease all use of the SERVICE and uninstall SERVICE and/or any residual components of the SERVICE.

Disclaimer of Warranties.

General

YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND THAT YOUR USE OF OR RELIANCE UPON THE SERVICE AND ANY THIRD PARTY CONTENT AND SERVICES ACCESSED THEREBY ARE AT YOUR SOLE RISK AND DISCRETION. WHIZ.AI AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND GUARANTIES REGARDING THE SERVICE AND THIRD PARTY CONTENT AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE SERVICE MAY CONTAIN ERRORS OR INACCURACIES THAT COULD CAUSE FAILURES, CORRUPTION OR LOSS OF DATA AND/OR INFORMATION FROM YOUR COMPUTER OR DEVICE AND FROM PERIPHERALS (INCLUDING, WITHOUT LIMITATION, SERVERS AND OTHER COMPUTERS) CONNECTED THERETO. YOU SHOULD BACK UP ALL DATA AND INFORMATION ON YOUR COMPUTER OR DEVICE AND ANY PERIPHERALS PRIOR TO USING THE SERVICE. TO THE EXTENT PERMITTED BY LAW, WHIZ.AI SHALL HAVE NO LIABILITY WITH RESPECT TO YOUR USE OF THE SERVICE.

Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL WHIZ.AI OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, PARTNERS, SUPPLIERS, AGENTS, CONTRACTORS, SERVICE PROVIDERS AND/OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS AND/OR USE OF OR INABILITY TO ACCESS AND/OR USE THE SERVICE AND ANY THIRD PARTY CONTENT AND SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT WHIZ.AI WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Indemnification and Waiver.

YOU SHALL, TO THE EXTENT PERMITTED BY LAW, INDEMNIFY, DEFEND AND HOLD HARMLESS WHIZ.AI AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, PARTNERS, SUPPLIERS, AGENTS, CONTRACTORS AND LICENSORS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS AND EMPLOYEES (THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ANY CLAIM, PROCEEDING, LOSS, DAMAGE, FINE, PENALTY, INTEREST AND EXPENSE (INCLUDING, WITHOUT LIMITATION, FEES FOR ATTORNEYS AND OTHER PROFESSIONAL ADVISORS) ARISING OUT OF OR IN CONNECTION WITH THE FOLLOWING: (I) YOUR ACCESS TO AND/OR USE OF THE SERVICE OR SERVICES OFFERED THEREWITH OR THIRD PARTY CONTENT AND SERVICES; (II) YOUR BREACH OF THESE TERMS; (III) YOUR VIOLATION OF LAW; (IV) YOUR NEGLIGENCE OR WILLFUL MISCONDUCT; OR (V) YOUR VIOLATION OF THE RIGHTS OF A THIRD PARTY, INCLUDING THE INFRINGEMENT BY YOU OF ANY INTELLECTUAL PROPERTY OR MISAPPROPRIATION OF ANY PROPRIETARY RIGHT, INFORMATION OR TRADE SECRET OF ANY PERSON OR ENTITY. THESE OBLIGATIONS WILL SURVIVE ANY TERMINATION OF THESE TERMS.

Dispute Resolution

Informal Process First. You agree that in the event of any dispute between you and Whiz.ai, you will first contact us and make a good faith sustained effort to resolve the dispute before resorting to judicial process.

Individual Basis; Jury Trial Waiver. To the fullest extent permitted by applicable law, you and Whiz.ai each agree that any proceeding to resolve a claim will be conducted only in the respective party’s individual capacity and not as a plaintiff or class member in any purported class, consolidated, multiple plaintiff or representative action (“Class Action”). You and Whiz.ai each waive any right to a jury trial. You and Whiz.ai expressly waive any ability to maintain any Class Action in any forum. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction.

Limitation Period. In no event will any claim or any other action or proceeding by you be instituted more than one (1) year after the cause of action arose.

Miscellaneous.

Governing Law

These Terms shall be deemed to take place in the State of New Jersey and shall be governed by and construed in accordance with the laws of the State of New Jersey, excluding its conflicts of law principles. Any disputes arising from these Terms shall be adjudicated in the courts of the State of New Jersey. These Terms shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

Contact Information and Notification

Please direct any questions, complaints or claims related to these Terms or your use of the SERVICE to support@Whiz.ai.com. Whiz.ai may notify you with respect to the SERVICE by sending an email message to your Account email address or a letter via postal mail to your Account mailing address, or by posting a message on the SERVICE. Notices shall become effective immediately.

Severability

If any provision of these Terms is held to be invalid or unenforceable with respect to a party, the remainder of these Terms, or the application of such provision to persons other than those to whom it is held invalid or unenforceable shall not be affected and each remaining provision of these Terms shall be valid and enforceable to the fullest extent permitted by law.

Waiver

Except as provided herein, the failure to exercise a right or require performance of an obligation under these Terms shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute waiver of any subsequent breach. Whiz.ai will not be responsible for failures to fulfill any obligations due to causes beyond its control.

Export Control

You may not use or otherwise export or re-export the SERVICE except as authorized by United States law and the laws of the jurisdiction(s) in which the SERVICE was obtained.

Modification or Amendment

Whiz.ai may modify or amend these Terms at any time by posting the change. You will be deemed to have agreed to any such modification or amendment by your decision to continue using the SERVICE following the date in which the modified or amended Terms are posted.

Survival

The provisions of these Terms which by their express language or by their context are intended to survive the termination of these Terms shall survive such termination.

Third Party Beneficiaries

Nothing contained in these Terms is intended or shall be construed to confer upon any person (other than the parties hereto) any rights, benefits or remedies of any kind or character, or to create any obligations or liabilities of a party to any such person.

Entire Agreement

These Terms, including the documents incorporated herein by reference, constitute the entire agreement with respect to the use of the SERVICE licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter. You also may be subject to additional terms and conditions that may apply when you use affiliate services, Third Party Content and Services, or third-party software.

Reservation of Rights

Whiz.ai reserves the right to take steps Whiz.ai believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms. You agree that Whiz.ai has the right, without liability to you, to disclose any registration data and/or Account information to law enforcement authorities, government officials, and/or a third party, as Whiz.ai believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms (including but not limited to Whiz.ai’s right to cooperate with any legal process relating to your use of the SERVICE and/or a third-party claim that your use of the SERVICE is unlawful and/or infringes such third party’s rights).

Copyright 2018 Whiz.ai, Inc. All rights reserved.