Last Update September 7, 2024

Terms of Services

Revolutionizing AI management with simplicity, security, and compliance in one unified platform.

Acceptance of Terms

Welcome to Spherium.ai ("we," "us," or "our"). By accessing or using our website www.spherium.ai and any related services (collectively, the "Services"), you ("User," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use the Services.

Changes to Terms

We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting. Your continued use of the Services after changes are posted constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

Description of Services

Spherium.ai provides a Software-as-a-Service (SaaS) platform offering online, web-based applications and tools for the collaboration, governance and security of AI interactions. The Services are provided on a subscription basis, subject to the terms outlined in this Agreement.

User Accounts

Registration

To access certain features of the Services, you must register for an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate and complete.

Account Security

You are responsible for safeguarding your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized access or use of your account.

User Obligations

Compliance with Laws

You agree to use the Services in compliance with all applicable laws, regulations, and guidelines.

Acceptable Use

You shall not:

  • Use the Services for any unlawful or fraudulent purposes.
  • Upload or transmit any content that is illegal, harmful, defamatory, obscene, or otherwise objectionable.
  • Interfere with or disrupt the integrity or performance of the Services.
  • Attempt to gain unauthorized access to any part of the Services or related systems.

Prohibited Activities

You agree not to:

  • Reverse engineer, decompile, or disassemble any part of the Services.
  • Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services without our express written permission.
  • Use any automated means to access the Services without our permission.

Intellectual Property Rights

Ownership

All content, features, and functionality of the Services—including but not limited to text, graphics, logos, icons, images, and software—are the exclusive property of Spherium.ai and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

Limited License

We grant you a limited, non-exclusive, non-transferable license to access and use the Services for your internal business purposes, subject to these Terms.

Feedback

Any feedback, suggestions, or ideas you provide to us regarding the Services ("Feedback") may be used by us without any obligation to you.

Privacy

Your use of the Services is also governed by our Privacy Policy, which explains how we collect, use, and disclose your personal information. By using the Services, you consent to our collection and use of personal data as outlined therein.

Subscription and Payment

Subscription Terms

Access to certain Services requires a prepaid subscription. Subscriptions are available on a monthly or annual basis, depending on the SKU purchased. The specifics of your subscription, including the term and pricing, will be presented during the purchase process.

Payment Obligations

You agree to pay all fees associated with your chosen subscription plan in advance. All fees are non-refundable except as expressly provided in these Terms or as required by applicable law.

Billing and Renewal

  • Automatic Renewal: Unless you notify us before the end of the applicable subscription period that you want to cancel, your subscription will automatically renew, and you authorize us to collect the then-applicable subscription fee using any payment method we have on record for you.
  • Updating Payment Information: You are responsible for providing complete and accurate billing and contact information and notifying us of any changes.

Taxes

All fees are exclusive of taxes, levies, or duties imposed by taxing authorities. You are responsible for paying any such taxes applicable to your use of the Services.

Disclaimers and Warranties

"As Is" Basis

The Services are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied.

No Warranty

We disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

No Guarantee

We do not guarantee that the Services will be uninterrupted, secure, or error-free, or that any defects will be corrected.

Limitation of Liability

Exclusion of Damages

To the maximum extent permitted by law, in no event shall Spherium.ai be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or other intangibles.

Cap on Liability

Our total liability to you for all claims arising out of or relating to these Terms or the Services shall not exceed the amount paid by you to us in the twelve (12) months preceding the claim.

Indemnification

You agree to defend, indemnify, and hold harmless Spherium.ai, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, and expenses arising out of or relating to your violation of these Terms or misuse of the Services.

Termination

Term

These Terms are effective beginning when you accept them or first access or use the Services and will remain in effect until terminated as described below.

Termination by You

  • Monthly Subscriptions: You may terminate your monthly subscription at any time by providing notice through your account settings or contacting customer support. Termination will be effective at the end of the current billing cycle.
  • Annual Subscriptions: Annual subscriptions are committed for the full term. You may notify us of your intent not to renew, but no refunds will be provided for early termination except as required by law.

Termination by Us

We may terminate or suspend your access to the Services immediately if you breach any material term of these Terms and fail to cure such breach within thirty (30) days after receiving written notice from us.

Effect of Termination

Upon termination of these Terms for any reason:

  • Cessation of Services: You shall immediately cease all use of the Services.
  • Outstanding Fees: You shall pay any outstanding fees owed for the Services provided up to the date of termination.
  • Data Access: We may delete your data after termination, so you should ensure you have backed up any data you need before terminating the Services.
  • Surviving Provisions: Sections regarding Intellectual Property Rights, Disclaimers and Warranties, Limitation of Liability, Indemnification, and Governing Law shall survive termination.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the state of Ohio, without regard to its conflict of law provisions.

Dispute Resolution

Informal Resolution

Before initiating any legal action, you agree to attempt to resolve any disputes informally by contacting us.

Arbitration

Any disputes arising out of or relating to these Terms or the Services shall be resolved through binding arbitration conducted by a single arbitrator in Dayton Ohio, in accordance with the rules of the American Arbitration Association.

Exceptions

Notwithstanding the foregoing, either party may seek injunctive relief in a court of competent jurisdiction.

Miscellaneous

Entire Agreement

These Terms constitute the entire agreement between you and Spherium.ai regarding the Services and supersede all prior agreements, understandings, or representations.

Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

Assignment

You may not assign your rights or obligations under these Terms without our prior written consent.

Force Majeure

Neither party shall be liable for any failure to perform due to causes beyond their reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, or accidents.

Contact Information

If you have any questions about these Terms, please contact us:

Email: support@spherium.ai

Changes to Services

We reserve the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that we shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

Third-Party Services

The Services may contain links to third-party websites or services that are not owned or controlled by Spherium.ai.

  • No Responsibility: We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.
  • Recommendation: You acknowledge and agree that we shall not be responsible or liable for any damage or loss caused by or in connection with use of any such content or services.

User Content

Ownership of User Content

You retain all rights to any content you submit, post, or display on or through the Services ("User Content").

License to Use User Content

By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display such content in connection with providing the Services.

Responsibility for User Content

You are solely responsible for your User Content and the consequences of posting or publishing it.

Export Compliance

You agree to comply with all applicable export and import laws and regulations. You represent that you are not located in, under the control of, or a national or resident of any country subject to U.S. export restrictions.

Electronic Communications

By using the Services, you consent to receive electronic communications from us. These communications may include notices about your account and information concerning or related to the Services.

Language

These Terms may be translated into other languages for your convenience. In the event of any conflict between the English version and any translated version, the English version shall prevail.

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