Terms of Service | AIClubPro

AIClubPro Website and Services Terms -- ("Terms")

Dated: July 4, 2019; Revised: April 20, 2020 (and subject to additional updating from time to time as described below).

Please carefully read these Terms before using our Website or Services. Access to and use of the Website and Services as well as any related purchases are conditioned upon your initial agreement and ongoing compliance with these Terms. Any purchase, access or use signifies your agreement and authority to be bound. From time to time we may update these Terms, and upon our request, you will confirm your agreement and ongoing compliance with these Terms. Do not use the Website or Services or make any purchases if you don’t agree with these Terms. Serious injury may be caused and substantial liability incurred. If you have any questions about these Terms, please contact us at support@pyxeda.ai.

Services

We provide users with a hosted environment to create artificial intelligence applications personalized to their needs and to thereafter utilize such applications through various cloud service platforms. You must be at least age 13 or older to use the Services, unless parental consent has been provided, including through purchases on behalf of a minor. If we learn of any user that is under the age of 13 without such parental consent, we will immediately terminate the user’s Account and delete any and all information we may have about that user (unless otherwise required by applicable law).

We modify the Website and the Services at our discretion. Neither the Website nor Services are error-free and may not be available all the time. We reserve the right to change or update the Website and Services at any time without prior notice.

The Website and Services (including our Content but excluding User Data) are and do remain the exclusive property of Pxyeda and its licensors. They are protected by copyright, trademark, and other laws of both the United States and foreign countries.

Accounts

To use the Website and Services, you must first establish an Account with us. In doing so, you will confirm that the information you provide to us is current, accurate and complete for so long as you use the Services. We may terminate access to and use of the Website and Services, if we believe that any information is incomplete, misleading, illegal or wrong. Also, any username proposed must be lawful and in good taste.

You must maintain the confidentiality of your designated password. You are responsible for the consequences for any use of your Account. Please notify us immediately upon learning of any unauthorized or suspicious use of your Account.

Your access to and use of the Website and Services may be suspended or terminated at our discretion. More specifically and without limiting our discretion, we can elect to suspend or terminate if we believe that you have violated these Terms. If you wish to terminate your Account, you may simply discontinue using the Services.

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity undertakings and limitations of liability.

Authorizations and Restrictions

Subject to payment of all applicable fees and continuing to abide by these Terms, you may use the Website and Services for your internal business purposes in a lawful manner. However, except to the extent expressly permitted by these Terms or directed by applicable law, you will not:

distribute, sell, translate, reproduce, reverse engineer or reverse compile or decompile, disassemble or make derivative works of any aspect of the Website or our Services (including our Content) without our authorization.
alter or modify any part of the Service.
use the Service to attack or tamper with other websites, services, and individuals.
access our Content through any other technology or means.
use the Website or Services for any of the following commercial uses:
- The sale of access to the Website or Services;
- The sale of advertising, sponsorships, or promotions placed on or within the Services; or
- The sale or advertising, sponsorships, or promotions on any page of an ad-enabled blog or website containing our Content.
interfere with the distribution of the Services.
attempt to gain unauthorized access to other computer systems or networks connected to the Services.
circumvent, disable, or otherwise interfere with the security-related features of the Services or features that prevent or restrict use or copying of any of our Content.
use or launch any manual or automated processes or systems that access the Website and Services in a manner that is intended to circumvent data storage limitations and related pricing mechanisms.
collect or harvest any personally identifiable information, including account names, from the Website or Services, nor to use the communication systems provided by the Services for any commercial solicitation purposes.
use the Services for any illegal or fraudulent purposes.
use the Services for any resource-intensive activities related to cryptocurrency.

You agree and acknowledge that we reserve the right to discontinue or revoke any of the foregoing rights and/or your access to any or all aspects of the Website or Services at any time and without prior notice.

We reserve all other rights. To be clear, except as expressly provided by these Terms, we do not confer any license to any intellectual property rights.

Our Content

The content made available on the Website and through the Services, including the related trademarks, service marks and logos (“Marks”), are owned or licensed by Pxyeda, subject to copyright and other intellectual property rights under the law. Such Content is provided to you on a strictly as-is basis. You may access our Content for your own benefit pursuant to these Terms. Pxyeda and its licensors reserve all rights not expressly granted in and to the Website and Services. You understand that when using the Service, you will be exposed to content from a variety of sources, and that Pxyeda is not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive or objectionable.

Your Data

Our Services allows you make available or share certain information, text, graphics, videos, or other material ("User Data"). You control the amount, type and nature of the User Data you upload, and as such you (and not Pxyeda) are responsible for the User Data that you process through the Services, including its legality, reliability, and appropriateness. In particular, to the extent you elect to upload User Data that includes Personal Information (as defined in our Privacy Policy), you acknowledge and agree that that User Data will be subject to our Privacy Policy and these Terms.

By processing User Data with the Services,

i. you represent and warrant that: except as provided in the “Public Data Sets” section below, the User Data is either yours and/or you have the right to use it and the right to grant us the rights and license as provided in these Terms, and that the processing of your User Data through the Services does not violate any law or the rights of any person or entity;

ii. and you grant us the non-exclusive, worldwide, royalty-free, fully paid-up, sublicensable and transferable right and license to use, modify, perform, display, reproduce, and distribute such User Data on the Website and through the Services to the extent necessary to provide the Services and improve them.

Except as provided in the “Public Data Sets” section below, you retain any and all of your rights to any User Data processed through the Service and you are responsible for protecting those rights as well as the integrity of the User Data. The Services operate within the same security perimeter that you have established for your cloud computing and generally operates on your data only when unencrypted. You are responsible for maintaining the integrity and security of your User Data, and we will reasonably cooperate in such efforts in a customary manner. We are responsible for protecting our own systems and data, of course, and we will adhere to best industry practices in so doing. We are not responsible for User Data, except to the extent otherwise provided by law, and we will not knowingly expose it to any unauthorized third party, except as required by law or for use in connection with any legal proceedings. Furthermore, upon your request to support@pxyeda.com we will use reasonable efforts to delete specified User Data from your Account.

We have the right but not the obligation to monitor and edit all User Data provided by users where necessary to comply with applicable law or to ensure the security and stability of our Services.

Public Data Sets

When processing User Data with third party or public data sets, pre-trained models and/or pre-built AI services in connection with certain features or functionalities of the Services, you must adhere to any additional terms and conditions associated with such materials and you will indemnify us from any failure to do so.

Third Party Sites and Services; Promotions

Our Website and Services may contain or facilitate links to third party web sites, advertisements or services that are not owned or controlled by us. We have no control over and disclaim any responsibility for the content, privacy policies, offerings or practices of these web sites or services. You agree that your use of these websites, advertisements and services is at your own risk and that you should apply an appropriate level of caution and discretion in accessing any such materials. Please closely review the terms and conditions and privacy policies of these web sites, advertisements and services.

Any contests, sweepstakes or other promotions (collectively, "Promotions") made available through the Website and Services may be governed by rules that are separate from these Terms. If you participate in any Promotions, please review the applicable rules.

Purchases

If you purchase any Services through the Website ("Purchase"),

(1) you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, your shipping information and card security code; and

(2) you represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; that (ii) the information you supply to us is true, correct and complete; and that (iii) if you are purchasing on behalf of a minor, you have the authority to consent to such person’s use of the Website and Services and are responsible for any breach of these Terms by such minor.

We may employ the use of third-party services for the purpose of facilitating payment and the completion of Purchases (e.g., Braintree/Paypal). By submitting your information, you grant us the right to provide the information to these third parties subject to our Privacy Policy.

We reserve the right to refuse or cancel your order at any time for reasons including but not limited to: Services availability, various errors or incongruities, suspicion of fraud or other reasons.

Warranty Disclaimer

Your use of the Website and Services is at your sole risk. They are provided on an "AS IS" and "AS AVAILABLE" basis, and to the extent permitted by law, they are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance. To the extent any jurisdiction implies any warranty, the duration of such warranty will be limited to thirty days.

To be clear, Pxyeda, Inc. its subsidiaries, affiliates, and their suppliers do not warrant that (a) the Website or Services will function without interruption and in an error-free manner, be completely secure, free from viruses or malware or available at any particular time or location; b) any known errors or defects will be corrected; c) the results of using them will meet your requirements; or (d) that they or our Content will be accurate or complete.

Limitation of Liability

In no event shall Pxyeda, nor its directors, employees, partners, agents, or affiliates and their suppliers, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to, use or attempted use of the Website or the Services (including our Content) or any third party web sites, advertisements or services or Promotions; and (ii) any unauthorized access, use or alteration of your transmissions or User Data; whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose. You waive all such claims. Our total, cumulative liability for any claim, loss or damage arising out of or relating to these Terms shall be one hundred dollars ($100.00 USD). You waive any other claims.

NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE OUR LIABILITY FOR: (X) DEATH OR BODILY HARM RESULTING FROM OUR GROSS NEGLIGENCE OR THE RECKLESSNESS OF OUR EMPLOYEES, AGENTS OR SUBCONTRACTORS; (Y) WILLFUL MISCONDUCT OR FRAUD; OR (Z) TO THE EXTENT THAT ANY LIABILITY THAT CANNOT BE LIMITED BY APPLICABLE LAW. (Some jurisdictions do not allow various limitations of liability, and therefore, some of these limitations may not apply to you).

Indemnification

To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless Pxyeda, its affiliates, their suppliers, and their employees, contractors, agents, officers and directors and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs or expenses (including but not limited to attorneys’ and professional fees), resulting from or arising out of any third party claim related to a) your use and access or attempted use of the Website or Services, by you or any person using your Account; b) your breach of these Terms, c) User Data processed through the Services and/or d) your violation of any law or regulation. We will promptly advise you of any such claim, reasonably cooperate in its defense and allow you to control its defense and settlement so long as we acknowledge no liability or obligation to the third party. If you do not timely defend and settle any such claim, we reserve the right to do so and you will reimburse us for all costs incurred in the process upon request.

Notices

By creating an Account, you agree that, from time to time, we may contact you at the last email address provided regarding your use of the Services or changes to it, and we may rely on such address for purposes of delivering any notice or communication. You may give us notice or contact us by emailing us at Pxyedasupport@pyxeda.ai.

We may also use your email address where you have subscribed to newsletters, marketing or promotional materials and other information. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any email we send or by contacting us at the address set forth above and in our Privacy Policy.

We regularly record our training programs and by participating in our training you consent to such recording and our use of the recordings to improve and market our Services without identifying you. In the event that you elect to refer to us in any publicly accessible media, we reserve the right to refer or link to such references. We also reserve the right to paraphrase, describe, refer to, excerpt from or reproduce relevant portions of press releases or other public announcements concerning you that pertain to artificial intelligence or our Services, e.g., your success in an artificial intelligence competition, subject to bona fide third-party intellectual property rights.

Copyright Protection; DMCA Notice and Procedure for Copyright Infringement Claims

We respect the intellectual property rights of others. It is our policy to respond to any claim that User Data processed through the Services infringes on the copyright or other intellectual property rights ("Infringement") of any person or entity.

If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement, please submit your claim via email to support@pyxeda.ai, with the subject line: "Copyright Infringement" and include in your claim a detailed description of the alleged Infringement as detailed below, under "DMCA Notice and Procedure for Copyright Infringement Claims". You may be held accountable for damages (including costs and attorneys' fees) for misrepresentation or bad-faith claims.

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright's interest;
a description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work;
identification of the URL or other specific location on the Service where the material that you claim is infringing is located;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

You can contact our Copyright Agent via email at support@pxyeda.ai.

California Civil Code §1789.3

In accordance with California Civil Code §1789.3, you may report complaints to the Compliant Assistance Unite of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R. Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

Miscellaneous

These Terms are governed by California USA law without regard to its conflict of law provisions. Our failure to enforce or delay in enforcing any provision of these Terms is not a waiver of our rights. If any provision of these Terms is held to be invalid or unenforceable by a court having jurisdiction, the remaining provisions of these Terms will remain in effect to the extent equitable. These Terms constitute the entire agreement between us regarding our Website and Services, and supersede and replace any prior agreements we might have had between us regarding the Services, excluding any applicable signed written agreements or our Provisional Terms of Service associated with any purchase order (“Express Contracts”). To the extent of any inconsistency, the Express Contracts will govern. These Terms and any rights and licenses granted hereunder, may not be transferred, delegated or assigned by you, but may be freely assigned or delegated by us without restriction. We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material and adverse to you (as reasonably determined by us), we will provide at least thirty days’ notice prior to any new terms taking effect. By continuing to access or use our Website or Services after any revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, you are no longer authorized to use the Website or Services.