TERMS OF USE
Last Modified: September 10, 2024
Please read these Terms of Use and our Privacy Policy available here (collectively the “Terms”) carefully, as you agree that you consent to these Terms by your use of Endless Labs’ software, as described further below.
Acceptance of the Terms of Use
These Terms of Use are entered into by and between you and Endless Labs, Inc. (“Company,” “we,” “our,” or “us”), and they govern your access to and use of our software (the “Software”) and the services we offer through our software (collectively, the “Services”).
Please read the Terms carefully before you start to use the Software and the Services. By using the Software and the Services, or by clicking to accept or agree to the Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, incorporated herein by reference. If you do not agree to these Terms of Use or the Privacy Policy, do not access or use the Software or any Services, but please get in touch with us so we can try to help.
Term
The Terms remain in full force and effect while you use the Software and/or our Services. All provisions of the Terms shall survive termination by either party, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
Eligibility
The Software is intended only for access and use by individuals at least eighteen (18) years old. If you are not at least eighteen (18) years old, you are prohibited from both the access and usage of the Software.
Changes to the Terms
We reserve the right to change, alter, replace or otherwise modify the Terms at any time. The date of last modification is stated above at the beginning of the Terms of Use or the Privacy Policy, as applicable.
When we make any updates to these Terms, we will highlight this fact on the Software. In addition, if you register an account and these Terms are subsequently changed in any material respect (for example, for security, legal, or regulatory reasons), we will endeavor to notify you in advance by sending an email to the email address that you have provided to us, and the revised Terms will become effective: (i) four (4) weeks after such notification, or (ii) when you agree to the changes by using the Services and/or Software again following such notification, whichever comes first. You will have no obligation to continue using the Software following any such notification, but if you do not terminate your account as described in the Termination section below during such four (4) week period, your continued use of the Software and/or the Services after the end of that four (4) week period will constitute your acceptance of the revised Terms.
Results From the Software
Upon signing up for a subscription to the Software, the Company will provide you with one or more APIs through which you can access the Software and submit documents, images, and other materials to the Software. The Software processes this content submitted according to the parameters set by you in the API and provides you with the requested results (the “Results”).You are solely responsible for selecting the analysis and reporting parameters used in the Software, and may need to modify these selections to obtain the results or information that you are trying to receive.
The Company does not control what the user chooses to submit to the Software, what parameters are adjusted by the user, or how the user interprets any Results. Results are generated automatically and are not reviewed by any Company representative for specific applicability or completeness for a particular user or organization. Users must consider Results in addition to all other information about their business before relying on the Results. Users are solely responsible for all effects, uses, and impacts of any Results, including, without limitation, all uses of and changes to the user’s (or user’s organization’s) business activities.
Disclaimer
We do not warrant the accuracy, completeness, or usefulness of any information on the Software or obtained through the Services, including, without limitation, any Results. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other user of the Software, or by anyone who may be informed of any of its contents.
Accessing the Software and Account Security
We reserve the right to withdraw, modify, or amend the Software, and any Services or material we provide on the Software, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Software or Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Software, or the entire Software, to users, including registered users.
To access the Software or some of the Services it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Software that all the information you provide on the Software is correct, current, and complete. You agree that all information you provide to register with the Software or otherwise is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
You are solely responsible for maintaining the confidentiality of your account information, as well as any and all activities that occur under your account. You must immediately notify us of any unauthorized use of your account and any other such security breach. We will not be liable for any loss that may occur as a result of someone else using your account or password, with or without your knowledge. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Communication Preferences
By creating an account, you also consent to receive electronic communications from us (e.g., via email, text message, or by posting notices to the Software). These communications may include operational notices about your account (e.g., password changes and other transactional information) and are part of your relationship with us. You agree that any communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
Fees
Depending on your role, you may be charged fees for your use of the Software and the Services. You will be clearly notified before incurring any charges through the Software.
The Company reserves the right to modify its fee structure at any time and without advanced notice. Temporary or permanent modifications are effective as soon as they are published on the Software and are applicable to all subsequent transactions. In the case of temporary modifications, the duration of the changes will be clearly indicated on the Software.
Intellectual Property Rights
The Software and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the Software, subject to the following restrictions:
Trademarks
The Company name and logo, and all related names, logos, product and service names, designs, and slogans are the property of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the Software are the trademarks of their respective owners.
Reporting Claims of Copyright Infringement
We take claims of copyright infringement seriously. If you believe that any copyrighted material owned by you has been infringed upon by someone using the Software, you may request removal of those materials from the Software by submitting written notification to our Copyright Agent at [EMAIL]. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
If you fail to comply with all of these requirements, your DMCA Notice may not be effective. Additionally, if you knowingly misrepresent that material or activity on the Software is infringing your copyright, you may be held liable for damages under Section 512(f) of the DMCA.
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
Prohibited Uses
You may use the Software only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Software:
Additionally, you agree not to:
Monitoring and Enforcement; Termination
We have the right to:
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Software. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
Third Party Websites and Services
The Software may provide you with access to and/or integration with third party websites, databases, networks, servers, information, software, programs, systems, directories, applications, products, language models, or services (hereinafter “External Services”).
We do not have or maintain any control over External Services and are not and cannot be responsible for their content, operation, or use. By linking or otherwise providing access to any External Services, we do not give any representation, warranty, or endorsement, express or implied, with respect to the legality, accuracy, quality or authenticity of content, information, or services provided by such External Services. We disclaim any and all responsibility or liability for any harm resulting from your use of External Services, and you hereby irrevocably waive any claim against us with respect to the content or operation of any External Services.
External Services may have their own terms of use and/or privacy policy, and may have different practices and requirements to those operated by us with respect to the Software. You are solely responsible for reviewing any terms of use, privacy policy, or other terms governing your use of these External Services, which you use at your own risk. You are advised to make reasonable inquiries and investigations before entering into any transaction, financial or otherwise, and whether online or offline, with any third party related to any External Services, including third party language models.
Users Outside the U.S.
The Software is controlled and operated from the United States and is subject to its laws. If you choose to access the Software outside of the United States, you do so at your own risk and are responsible for complying with all applicable laws, rules, and regulations.
Disclaimer of Warranties
YOUR USE OF THE SOFTWARE, ITS CONTENT, AND ANY SERVICES, RESULTS, OR ITEMS OBTAINED THROUGH THE SOFTWARE IS AT YOUR OWN RISK. THE SOFTWARE, ITS CONTENT, AND ANY SERVICES, RESULTS, OR ITEMS OBTAINED THROUGH THE SOFTWARE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SOFTWARE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SOFTWARE, ITS CONTENT, OR ANY SERVICES, RESULTS, OR ITEMS OBTAINED THROUGH THE SOFTWARE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SOFTWARE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SOFTWARE OR ANY SERVICES, RESULTS, OR ITEMS OBTAINED THROUGH THE SOFTWARE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
CONTENT, DATA, INFORMATION, MATERIALS, AND RESULTS OBTAINED FROM THE SOFTWARE AND SERVICES ARE PROVIDED FOR INFORMATIONAL, COMPARATIVE PURPOSES ONLY. YOU ARE RESPONSIBLE FOR INDEPENDENTLY VERIFYING ALL RESULTS AND FOR ALL RELIANCE PLACED ON ANY INFORMATION OBTAINED FROM THE SOFTWARE AND THE SERVICES.
Limitation on Liability
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SOFTWARE, ANY WEBSITES LINKED TO IT, SERVICES, OR ANY SERVICES, RESULTS, OR ITEMS OBTAINED THROUGH THE SOFTWARE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE SERVICES IN THE LAST 12 MONTHS OUT OF WHICH LIABILITY AROSE.
ALTHOUGH NOT AN EXHAUSTIVE LIST AND WITHOUT LIMITING THE FOREGOING, THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SHALL HAVE NO LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM:
(A) YOUR RELIANCE ON THE CONTENT OR RESULTS OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION, CONTENT ORIGINATING FROM THIRD PARTIES, OR FROM ANY COMMUNICATION WITH THE COMPANY;
(B) YOUR INABILITY TO ACCESS OR USE THE SOFTWARE OR ANY PART OR PARTS THEREOF, INCLUDING DELETION OR CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SOFTWARE, OR YOUR ABILITY TO ACCESS ANY CONTENT OR ANY EXTERNAL SERVICES VIA THE SOFTWARE;
(C) ANY CHANGES THAT WE MAY MAKE TO THE SOFTWARE, THE SERVICES, OR ANY PART THEREOF, OR ANY TEMPORARY OR PERMANENT SUSPENSION OR CESSATION OF ACCESS TO THE SOFTWARE OR THE SERVICES OR ANY CONTENT IN OR FROM ANY OR ALL TERRITORIES;
(D) ANY ACTION TAKEN AGAINST YOU BY THIRD PARTY RIGHTS HOLDERS WITH RESPECT TO ANY ALLEGED INFRINGEMENT OF SUCH THIRD PARTY’S RIGHTS RELATING TO YOUR CONTENT OR YOUR USE OF THE SOFTWARE, OR ANY ACTION TAKEN AS PART OF AN INVESTIGATION BY US OR ANY RELEVANT LAW ENFORCEMENT AUTHORITY REGARDING YOUR USE OF THE SOFTWARE;
(E) ANY ERRORS OR OMISSIONS IN THE SOFTWARE’S TECHNICAL OPERATION, OR FROM ANY INACCURACY OR DEFECT IN ANY CONTENT OR ANY INFORMATION RELATING TO SUCH CONTENT;
(F) YOUR FAILURE TO PROVIDE US WITH ACCURATE OR COMPLETE INFORMATION, OR YOUR FAILURE TO KEEP YOUR ACCOUNT LOGIN INFORMATION SUITABLY CONFIDENTIAL;
(G) ANY LOSS OR DAMAGE TO ANY COMPUTER HARDWARE OR SOFTWARE, ANY LOSS OF DATA, OR ANY LOSS OR DAMAGE FROM ANY SECURITY BREACH;
(H) ANY LOSS OF PROFITS, INCLUDING THOSE CAUSED BY YOUR RELIANCE ON THE SOFTWARE, OR ANY LOSS YOU SUFFER WHETHER OR NOT IT IS FORESEEABLE;
(I) THE ACCURACY, COMPLETENESS, CORRECTNESS, TIMELINESS, OR USEFULNESS OF ANY SERVICES OR INFORMATION PROVIDED THROUGH THE SOFTWARE;
ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE SOFTWARE MUST BE NOTIFIED TO US AS SOON AS POSSIBLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND US, AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND US, AND THAT THE COMPANY’S LIABILITY WILL BE LIMITED ENTIRELY, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Software, including, but not limited to, any use of the Software’s content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information, such as Results, obtained from the Software.
Governing Law
All matters relating to the Software and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provisions or rules.
Arbitration
At the Company’s sole discretion, it may require you to submit any disputes arising from the use of these Terms of Use or the Software, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying New York law.
Termination
You agree that we may terminate your account at any time for your violation of any of the provisions of these Terms of Use.
Similarly, you may terminate the Services at any time by discontinuing your use of any and all parts of the Software and our Services and canceling your subscription from your account dashboard. Upon the termination of your account or subscription, either by you or us, your access to the Software shall immediately terminate. We may retain copies of your data upon the termination of your account on backup media. Please see our Privacy Policy for more information about your personal information.
Waiver and Severability
No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Assignment
The Terms and any rights and licenses granted hereunder may not be transferred or assigned by you without our prior written consent, but may be assigned by us without restriction. Any assignment attempted to be made in violation of these Terms shall be void. These Terms shall be binding upon and inure to the benefit of the parties hereto, and their permitted successors, heirs, and assigns.
Entire Agreement
The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Endless Labs, Inc. with respect to the Software and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Software.
Your Comments and Concerns
All feedback, comments, requests for technical support and other communications relating to the Software should be directed to: [email protected].
