These Terms of Use outline the rules for the use of any websites and/or
online services (collectively the “Service”) provided by
Perceptful.AI Inc. (“Perceptful.AI”, “we”,
“us”).
If you are a minor, do not use the Service. By using the Service, you accept
and agree to be bound by these Terms of Use on your own behalf and on behalf
of the business you represent. If you do not agree, do not use the Service.
We may make changes to these Terms of Use from time to time without notice.
The Last Updated date above indicates the effective date of the latest
version of these Terms of Use. By using the Service, you agree to the
latest version of these Terms of Use.
Please review our Privacy Notice for details
regarding the collection, use, disclosure and retention of personal
information that is collected through the Service. The Privacy Notice forms
part of these Terms of Use.
1. Ownership
1.1Title and intellectual property rights of the Service remain exclusively with Perceptful.AI. Intellectual property rights include the look and feel of the Service. These Terms of Use constitute a permission to use only and are not in any way a transfer of ownership rights to the Service.
1.2This software includes code licensed under the Mozilla Public License 2.0 (MPL 2.0). Source code for MPL 2.0 licensed components is available upon request.
1.3Any violation of these Terms of Use may be enforced by Perceptful.AI or the relevant copyright owner to the fullest extent allowed by law.
2. Grant of Rights
2.1We grant you a non-transferable, non-exclusive, revocable, limited right to access and use the Service according to the terms and conditions under these Terms of Use.
2.2The rights granted under these Terms of Use are for your personal informational use only. You may not commercialize any content on this Service.
2.3We may suspend or terminate your right to use the Service without prior notice.
3. Restrictions on Use
3.1You may only access and use the Service, along with the content respectively included therein and any applications provided in connection therewith in accordance with these Terms of Use.
3.2You must not mirror, reproduce, republish, or copy any material within the Service.
3.3You must not modify, derive, mine, extract, download or reverse-engineer any portion of the Service or any information contained therein.
3.4You may not create frames (e.g., iframes or similar technology) around the web pages that alter in any way the visual presentation or appearance of the Service.
3.5We may, at any time, monitor or audit your use of the Service.
4. Disclaimer of Warranties
4.1The Service is provided by us and accepted by you “as is” and “as available”. We make no warranty expressed or implied regarding the fitness of the Service for any purpose, or that the Service will be suitable or appropriate for your specific requirements.
4.2We do not warrant that use of the Service will be uninterrupted or error-free. You accept that Services in general may be prone to defects and flaws.
4.3We do not guarantee that information within the Service is accurate or up to date. We assume no liability or responsibility for any errors or representations in the Service or content or material on or accessible through the Service.
4.4The Service may contain links to other sites on the Internet which are owned and operated by other third parties (the “External Sites”). You acknowledge that we are not responsible for the availability of, or the materials located on or through, any External Sites. You should contact the site administrator for those External Sites if you have any concerns regarding such links or the materials located on such External Sites.
5. Indemnification
5.1You agree to indemnify and hold Perceptful.AI, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any loss, demands, liability, claims or expenses (including attorneys’ fees), made against Perceptful.AI by any third party due to or arising out of or in connection with your use of the Service.
6. Limitation of Liability
6.1WE WILL NOT BE LIABLE FOR ANY GENERAL, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF PRODUCTION, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, OR ANY OTHER BUSINESS OR ECONOMIC DISADVANTAGE SUFFERED BY YOU ARISING OUT OF THE USE OR FAILURE TO USE THE SERVICE, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT PERCEPTFUL.AI WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, OUR AGGREGATE LIABILITY SHALL BE NIL ($0). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
7. Governing Law and Forum
7.1These Terms of Use will be enforced or construed according to the laws of the Province of Ontario, Canada, without regard to conflict of law principles. You may not bring a claim more than two (2) years after the underlying cause of action first accrues.
7.2You agree to give us prompt written notice of any claim, controversy or dispute arising under or related to these Terms of Use, and you agree to engage in good faith discussions to resolve the matter. Any controversy, claim or dispute which is not resolved by the parties within sixty (60) days following the initial notice will be resolved by arbitration before a sole arbitrator who is an attorney, under the then-current Commercial Arbitration Rules of the ADR Institute of Ontario Inc. The duty and right to arbitrate will extend to any employee, officer, director, shareholder, agent, or Affiliate, of a party to the extent that right or duty arises through a party or is related to these Terms of Use. The decision and award of the arbitrator will be final and binding, and the award rendered may be entered in any court having jurisdiction. The arbitrator is directed to hear and decide potentially dispositive motions in advance of a hearing on the merits by applying the applicable law to undisputed facts and documents. The arbitration will be held in Waterloo, Ontario.
8. Communication with Us
8.2If you suggest improvements or enhancements to the Service or communicate to us ideas for new applications or services (“Suggestions”), Perceptful.AI may use such Suggestions (except for any information you claim is confidential) without restriction of any kind. You hereby irrevocably assign to Perceptful.AI all right, title, and interest in and to the Suggestions (other than your confidential information) and agree to provide Perceptful.AI any assistance we require to document, perfect, and maintain Perceptful.AI’s rights in the Suggestions.
9. Interpretation
9.1These Terms of Use constitute the entire agreement between you and Perceptful.AI with respect to your use of the Service. If any provision of these Terms of Use is held to be invalid, unenforceable or illegal, such provision will be stricken and the remaining provisions enforced. Notwithstanding any other provisions of these Terms of Use, any provision of these Terms of Use that governs continuing rights or obligations on you or us will survive the termination of these Terms of Use, including, without limitation, the indemnification and limitation of liability provisions.