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Terms of Service

These terms of service, together with any other agreements or terms incorporated by reference, including our Privacy Policy (the "Terms") govern your use of the Services. These Terms constitute a binding and enforceable legal contract between the Company and You. By accepting these Terms electronically by clicking a box indicating your acceptance, or by using the Services, you agree to these Terms. If you are entering into these Terms on behalf of a company or another legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms, in which case the term "You" will refer to such entity and its affiliates. If the legal entity that you represent does not agree with these Terms, you must not accept these Terms or use the Services.

Definitions

  • "Account" means an online account registered by you for the purpose of using the Services.
  • "Content" means any files, data, material and information submitted, uploaded and stored by You through the Service.
  • "Platform" means using Sapi proxy to consume APIs.
  • "Services" means any applications, products, services, documentation, and software made available through the Platform.
  • "We", "Us", "Company" or "Our" means Sapi Inc. and its affiliates.
  • "You" or "Customer" means the company or other legal entity and its affiliates for which you are accepting these Terms.

The Services

  • Registration. Following the initial registration of an Account you will have the ability to access the Platform and use the Services in connection with Content solely for the purpose of your internal business use of the Services during the Term. We may update the Services from time to time, including adding or removing functions.
  • Software. Some Services may require you to download and locally install software. If any software is offered under an open source license, we will make the license available to you and the provisions of that license shall apply notwithstanding any provisions to the contrary under these Terms.
  • Children under 18. The Service is not directed at children. If you are a child, please do not use or attempt to register to use the Service.

Registration and Account

  • Establishing an Account. You must register and establish an Account in order to use our Services. You may allow your employees to use the Account for your own business purposes (each, an "Authorized User"), provided each such Authorized User shall have separate login information.
  • Account Information. You must safeguard your Account and not disclose, and procure that Authorized Users not disclose, the login information associated with the Account. You must provide us accurate and complete information in order to create an Account, including information of Authorized Users. You agree to keep your Account information up to date and accurate, including with regard to Authorized Users. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF THE ACCOUNT USERNAMES AND PASSWORDS. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR ALL ACTIVITIES THAT OCCUR UNDER THE ACCOUNT. You must notify us immediately of any unauthorized use of your Account or any other breach of security.
  • Deletion of Account. You may delete your Account at any time. Any Content and other information and data you entered into the Services may be permanently deleted if you delete the Account, provided we may retain certain information as required to comply with our legal obligations, resolve disputes and enforce our agreements (unless we are instructed otherwise).

Sapi License

Subject to the terms herein, Company hereby grants you a limited, personal, non-exclusive, non-transferable, non sub-licensable right to use the Services to prevent abuse of the API by unauthorized clients during the Term (the "Sapi"). You shall be solely responsible to ensure that the Sapi is properly installed and used, and is permanently deleted by you at the expiration of the Term.

Title & Ownership

The Sapi is a derivative of the Content and the intellectual property of Company. The parties further acknowledge and agree that the use of the Sapi by the Customer requires a valid license to the Service and that Company may use the Sapi only to the extent required to provide the Services. Neither party will, and will not permit any Authorized User or any third party, to directly or indirectly copy, transmit, distribute, sell, transfer, modify, adapt, enhance, translate, reverse engineer, disassemble, decompile, attempt to derive source code, or create derivative works from the Sapi or any source code or components thereof except in connection with the performance of this Agreement.

Your Content

  • License to Content. You grant us a worldwide, non-exclusive license to host, copy and use your Content as required in order to provide You with the Services. Subject to this limited license, we do not acquire any right in your Content and You or your licensors retain all rights and ownership to your Content. You warrant that You have full rights to provide to us any Content that You provide through the Services. You agree that we may use the Content on an aggregated and anonymized basis to improve our Services. We have policies in place to limit the access of our employees to Content. Where policies permit access to the Content, it is only for the purpose of providing the Services and supporting You in your use of the Services.
  • Responsibility for Content. The Services are not intended to be used as storage, backup or archiving services. It is your responsibility to back up your Content and you are responsible for any lost or unrecoverable Content.

Use Obligations and Restrictions

  • Obligations. You agree to do each of the following in connection with your use of the Services: (i) comply with all applicable laws, rules and regulations, including those regarding data privacy, intellectual property rights and export control; (ii) use the Services only for the purpose of deriving showcases for your own business operation, and only during the Term; (iii) use reasonable security precautions for providing access to the Services by your Authorized Users, customers or other individuals to whom You provide access.
  • Restrictions. You must not misuse the Services. For example, you may not, whether by yourself or anyone on your behalf (a) sell, resell, or lease the Services or access or attempt to access the Services by any means other than the interface we provided or authorized; (b) circumvent any access or use restrictions put into place to prevent certain uses of the Services; (c) use the Services to store, share or transmit content which is unlawful, infringing, harmful or which violates any person’s rights, including privacy rights and intellectual property rights; (d) attempt to disable, impair, or destroy the Services, or Platform; (e) reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so; or (f) use the Service for any benchmarking or competitive purposes.

As part of utilizing the twogether.ai product, you must refrain from removing any captions from the photos and abstain from utilizing the photos for non-private purposes.

Intellectual Property Rights

  • Retention of Rights. All rights not expressly granted to You under these Terms are reserved by the Company and its licensors. We and our licensors reserve all rights, title and interest to the Services, the Platform and any of their related intellectual property rights. The Terms do not convey to You an interest in or to Company’s intellectual property rights. Nothing in the Terms constitutes a waiver of Company’s Intellectual Property Rights under any law.
  • Feedback. To the extent You provide us any feedback, comments or suggestions ("Feedback"), you grant us a royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into the Services or any of our current or future products or services.
  • Indemnification. You will indemnify, defend, and hold harmless Company, its affiliates, resellers, employees and agents (the "Indemnified Parties") from and against all liabilities, damages, and costs (including reasonable attorneys' fees) arising out of any claim, demand, suit or proceeding by a third party alleging that your Content or your use of the Services infringes or misappropriates a third party’s intellectual property rights or privacy rights, violates applicable law or that your use of the Services is in violation of these Terms.

Disclaimers of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS", AND "AS AVAILABLE" BASIS, AND COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO RELIABILITY OF SERVICE, WARRANTIES OF NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. WE DISCLAIM ALL LIABILITY AND ANY OBLIGATIONS FOR ANY HARM OR DAMAGE CAUSED BY ANY THIRD PARTY HOSTING PROVIDERS. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, WITHOUT ERROR, OR FREE OF DEFECTS.

Limitation of Liability

IN NO EVENT WILL COMPANY BE LIABLE FOR (I) INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OR (II) LOSS OF PROFITS OR RE