Terms of Service

WELCOME TO ITERRA AI

The following terms of service (these "Terms of Service"), govern your access to and use of the ITERRA AI website, including any content, functionality, and services offered on or through the Website (the "Website") by ITERRA AI LTD (Company Number 14911810). We reserve the right to modify these Terms of Service at any time and without notice to you. 

By visiting the ITERRA AI Website, you agree to these Terms of Service. Please read them carefully. If you do not agree to all the terms and conditions of this agreement, then you may not access our Website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

By visiting our Website and/or buying something from us, you participate in our "Service" and agree to be bound by the following terms and conditions Terms of Service, including the Privacy Policy. These Terms of Service apply to all users of the Website, including without limitation users who are users and guests.

Any new features or tools which are added to the current Website shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our Website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the Website following the posting of any changes constitutes acceptance of those changes.

TERMS

Unless otherwise indicated, the following capitalizes terms have the following meaning:

Account – means an individualized panel serving the User to exploit the Service and/or the Website.

Agreement – means a subscription agreement that may be concluded between the User and the Company, that specifies the scope and the price for using the Service.

Company – means  ITERRA AI LTD,

Content – the protected results of intellectual activity, including the texts of literary works, their titles, forewords, annotations, articles, illustrations, covers, musical works with or without text, graphics, text, photographic, derivatives, composite and other works, user interfaces, visual interfaces, trademark names, logos, computer programs, databases, as well as design, structure, selection, coordination, appearance, general style and location of this Content included in the Website and other intellectual property objects altogether and/or separately contained on the site.

Device – means devices such as a computer, telephone, smartphone, tablet, or other electronic equipment which allow browsing web pages.

Guest – means an entity browsing the Website.

Intellectual Property – means any designations, inventions, utility models, industrial designs, works, and other externalized expressions of creative activity that are the subject of exclusive rights of the Company.

License – means a non-exclusive right to personal use of the Widget.

Link – means hyperlink referring to the Other Website.

Mobile Device – means a portable device such as a telephone, smartphone, tablet, or other electronic equipment which operates the Website and/or the Service.

Notification – means a message sent to the User as part of the Service.

Other Websites – means websites other than the Website.

Password – means the User’s anonymized verification tool which enables access to the Account and is the sequence of signs possible to enter by using the keyboard of the computer or Mobile Device, which also allows entering text messages in the amount and configuration invented by the

User however containing at least 8 signs.

Privacy Policy – means the Privacy Policy, which defines the rules of personal data processing by the Company, available under the following internet address: https://www.iterra.ai/privacy.

Service – means together the Website, Widget.

Terms – means these terms of service are available under the following address: https://www.iterra.ai/terms.

User – means an entity that owns the Account.

Website – means web pages located at iterra.ai.

Widget – means a ITERRA AI widget that may be implemented to the User’s website.

The above-mentioned definitions retain their meaning regardless of whether they are expressed in the singular or the plural.

1. GENERAL CONDITIONS

1.1. By registering an account or by using the Service for the first time, you are agreeing to be bound by these Terms. The Terms apply to relations between the Company and the Guest or the User only. If the Service and/or the Website introduces the possibility of providing services by other entities, they will be provided on the basis of regulations shared by these entities and only these entities will be responsible for the execution of the services, except the content of the Terms clearly and unambiguously indicates otherwise. Each entity using the Service and/or the Website is obliged to use it in accordance with the provisions set out in these Terms. 

1.2. Using the Website is permissible provided that the Device meets jointly the following minimum technical requirements:

- has access to the Internet,

- allows the start-up of the one from the following internet browsers: (i) Google Chrome, (ii) Opera, (iii) Firefox, (iv) Safari, (v) Microsoft Edge,

- the internet browser version used cannot be older than one year,

- has JavaScript enabled.

1.3. Using the Widget is possible if the following minimum technical requirements are met:

- has access to the Internet,

- allows the start-up of the one from the following internet browsers: (i) Google Chrome, (ii) Opera, (iii) Firefox, (iv) Safari, (v) Microsoft Edge,

- the internet browser version used cannot be older than one year,

- has JavaScript enabled.

It is recommended to install antivirus software on the Device or on the Mobile Device.

1.4. You understand that your content, excluding sensitive information such as credit card details, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to the technical requirements of connecting networks or devices. Please note that sensitive information such as credit card details is always encrypted during transfer over networks for your security.

1.5. You agree not to:

- reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us;

- decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website;

- delete the copyright or other proprietary rights notice from any of the content;

- use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws);

- transmit any worms or viruses or any code of a destructive nature.

2. ACCOUNT

2.1. Account set-up is possible through the Website. Account set-up requires logging in using a Facebook account, or Google account, or registering by providing another personal email and Password. By using third-party services such as Facebook or Google to create an account, you agree to the terms of use and privacy policy of those services.

2.2. Here are some rules about filling out information:

- You must be 18 years or older to use our Services. We reserve the right to request proof of your age at any time. Minors under 18 and at least 13 years of age are only permitted to use our Services through an account owned by a parent or legal guardian with their appropriate permission and under their direct supervision. Children under 13 years are not permitted to use the Services. You are responsible for any and all account activity conducted by a minor on your account, and there may be commercial products or services available that you may want to consider limiting a minor's access to material online.

- Be honest with us. Provide accurate information about yourself. It’s prohibited to use false information or impersonate another person or company through your account.

- Choose an appropriate name. If you decide not to have your full name serve as the name associated with your account, you may not use language that is offensive, vulgar, infringes someone’s intellectual property rights, or otherwise violates the Terms.

- You're responsible for your account. You’re solely responsible for any activity on your account. If you’re sharing an account with other people, then the person whose financial information is on the account will ultimately be responsible for all activity. If you’re registering as a business entity, you personally guarantee that you have the authority to agree to the Terms on behalf of the business. Also, your accounts are not transferable.

- Protect your password. As we mentioned above, you’re solely responsible for any activity on your account, so it’s important to keep your account password secure.

Let's be clear about our relationship. These Terms don't create any agency, partnership, joint venture, employment, or franchisee relationship between you and ITERRA AI

2.3. We reserve the right to refuse service to anyone for reasons including, but not limited to, violation of these Terms, illegal activities, or abusive behavior.

3. CONTESTS, SWEEPSTAKES, AND PROMOTIONS

3.1. Any contests, sweepstakes, or other promotions (collectively “Promotion(s)”) made available through the Service or Website may be governed by rules that are separate from these Terms (in particular set out in the Agreement, if concluded). If you participate in any Promotions, please review the applicable rules and our Privacy Policy. If the rules for a Promotion conflict with these Terms, Promotion rules will apply.

4. SUBSCRIPTIONS

4.1. Certain parts of the Service are offered on a subscription basis ("Subscriptions"). You will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either monthly or annually, depending on the type of subscription plan you choose when purchasing a Subscription. At the end of each Billing Cycle, your Subscription will automatically renew under the same conditions unless you cancel it or the Company cancels it. 

4.2. When you purchase a Subscription, you are granted a license to use the Service in accordance with the Subscription for the duration of the Subscription period. The License is limited, non-transferable, revocable, non-exclusive, and granted for a period consistent with the conditions of the Subscription. The User is not entitled to sublicense the license. The License is granted only for the following forms of exploitation:

- subscribing and installing the Service on the User’s website and/or software,

- using the Service to serve the customers of the User.

The User shall not modify, reverse engineer, decompile, disassemble, or attempt to derive source code from the Service, the Website, or any portion thereof. The User is not allowed to create and/or use any means to proxy access to the Service or the Website, nor use the Service or the Website in an automated manner (i.e., by machine or computer program).

4.3. You may cancel the renewal of your Subscription either through your Account or by contacting the Company's customer support team at vch@iterra.ai. 

4.4. A valid payment method, such as a credit or debit card, Apple Pay, or Google Pay, is required to process the payment for your subscription. You must provide the Company with accurate and complete billing information, including (i) full name, (ii) email address, (iii) country, (iv) business's legal entity name, (v) VAT tax number, and (vi) valid payment method information. By submitting such payment information, you automatically authorize the Company to charge all Subscription fees incurred through your Account to the provided payment instrument. 

4.5. In case automatic billing fails to occur for any reason, the Company will issue an electronic invoice indicating that you must manually make the full payment corresponding to the billing period as stated on the invoice within a certain deadline. 

4.6. We reserve the right to refuse or cancel your order at any time for reasons including, but not limited to, service availability, errors in the service description or price, errors in your order, or other reasons. 

4.7. We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected. The Company is not responsible for any additional fees, including taxes, imposed by the relevant authorities of the country where the person submitting an order resides or is located. Payment of these additional fees remains the responsibility of the person submitting the order.

4.8. Furthermore, we reserve the right but are not obligated, to limit the sales of our products or Services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this Website is void where prohibited.

4.9.  Occasionally, there may be information on our Website or in the Service that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information in the Service is inaccurate at any time without prior notice (including after you have submitted your order).

4.10. We reserve the right to refuse any order you place with us. If we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.

5. CONTENT

5.1. Our Service and Website allow you to post, link, store, share, and otherwise make available certain information, text, graphics, videos, or other material (“Content”). You are responsible for ensuring that the Content you post complies with all relevant copyright and intellectual property laws. 

5.2. By posting Content on or through the Service or Website, You represent and warrant that: 

(i) the Content is yours (you own it) 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 

(ii) that the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity. 

5.3. We reserve the right to terminate the Account of any User found to be infringing on a copyright. You retain any and all of your rights to any Content you submit, post, or display on or through the Service or Website, and you are responsible for protecting those rights. We take no responsibility and assume no liability for the Content you or any third party post on or through the Service.

5. FEE CHANGES

5.1. The Company, in its sole discretion and at any time, may modify Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle. 

5.2. The Company will provide you with reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective. Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.

6. REFUNDS FOR SERVICES

6.1. You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available for your use, without any representation, warranties, or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

6.2. Except when required by law, paid Subscription fees are non-refundable.

7. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

7.1. We do not warrant that your use of our service will be uninterrupted, timely, secure, or error-free. We are not liable for any direct, indirect, incidental, special, consequential, or punitive damages arising out of your access to, use of, inability to use, or reliance on our service.

7.2. Furthermore, we do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.

7.3. You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

7.4. The Company does not guarantee the permanent accessibility of the Service or the Website. The Company reserves the right to introduce a break in the operation of the Website or the Service or their certain functionalities. If there is an intention to implement a break, the Company will notify about it by posting relevant information or a message on the Website or via the email provided when setting up the Account at least 3 days before the date of the planned break. In the event of unintended breaks in the operation of the Website or the Service or their certain functionalities, the Company will immediately notify about it by posting relevant information or message on the Website or via the email provided when setting up the Account. Acceptance of the Regulations means also giving approval for the Services being not 100% reliable.

7.5. Company makes no representations or warranties of any kind, express or implied, as to the operation of their services, or the information, content, or materials included therein. You expressly agree that your use of the services, their content, and any services or items obtained from us is at your sole risk. Neither 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 services.

7.6. In no case shall ITERRA AI LTD, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers, or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

7.7. 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 a particular purpose. The foregoing does not affect any warranties which cannot be excluded or limited under applicable law.

7.8. The Company shall not be liable for the consequences of complying with the content of tips, articles, or other publications on the Website or the Service, including the content provided by the AI computer. You acknowledge that the AI computer that provides the content in the Service and/or the Website is not the expert and may be mistaken, and you cannot rely on its answers or advice. In particular, it cannot replace any professional recommendation. The Company shall not be liable to the customers of the User for the use of the Service and the Content provided by the Service to the User’s customers. The Company shall not be liable for the consequences of installing or sending any malicious software, phishing, or any other practices undertaken by other entities to the Service. The Company shall not be liable for any breaks in the operation of the Service. The Company shall not be liable for the consequences of phenomena known as force majeure, including in particular power outages, fires, atmospheric phenomena, wars, riots, strikes, and other similar events that are not affected by the Company. EXCEPT AS PROHIBITED BY LAW, YOU WILL HOLD US AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS HARMLESS FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER, IT ARISES (INCLUDING ATTORNEYS' FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THESE TERMS AND ANY VIOLATION BY YOU OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT AS PROHIBITED BY LAW, IF THERE IS LIABILITY FOUND ON THE PART OF THE COMPANY, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE SERVICES, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, SO THE PRIOR LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

7.9. The Guest and/or User is fully liable for the consequences of authorized or unauthorized distribution of any content available on the Website or the Service. This applies in particular to Intellectual Property. The liability includes, in particular, Company's release from any claims in this respect if such are against Company. The User is solely liable for any Content published, presented, sent, or in any other way provided during the use of the Service to the User’s customers.

8. COPYRIGHT POLICY

8.1. We respect the intellectual property rights of others. It is our policy to respond to any claim that Content posted with the use of the Service or on the Website infringes on the copyright or other intellectual property rights (“Infringement”) of any person or entity. However, we reserve the right to remove any Content that we believe in good faith to be infringing on such rights.

8.2. 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 vch@iterra.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”. 

8.3. You may be held accountable for damages (including costs and attorneys' fees) for misrepresentation or bad-faith claims on the infringement of any Content found on and/or through Service or Website on your copyright.

9. DMCA NOTICE AND PROCEDURE FOR COPYRIGHT INFRINGEMENT CLAIMS

9.1. 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 vch@iterra.ai.

Please note that we reserve the right to disregard a notice that is not in compliance with the DMCA.

10. INDEMNIFICATION

10.1. You agree to indemnify, defend and hold harmless ITERRA AI LTD and our affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third party.

11. TERMINATION

11.1.  The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

11.2. These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our Website.

11.3. If in our sole judgment, you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice, and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

11.4. If any provision of these Terms of Service is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

12. ENTIRE AGREEMENT

12.1. The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

12.2. These Terms of Service and any policies or operating rules posted by us on this Website or in respect to The Service constitute the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

12.3. Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

13. GOVERNING LAW AND DISPUTE RESOLUTION

13.1. If you are a resident of the European Union (EU) and European Economic Area (EEA), you have certain data protection rights, covered by GDPR.

13.2. If you are a US resident, then your data protection rights are under the California Privacy Protection Act (CalOPPA). CalOPPA is the first state law in the nation to require commercial websites and online services to post a privacy policy. The law extends far beyond California and requires a person or company in the United States (and possibly the world) that operates websites that collect personal information from California consumers to post a prominent privacy policy on their website that accurately specifies the information collected and those to whom it is shared and to comply with this policy. 

13.3. In disputes, disagreements arising under this Agreement shall be resolved through negotiations.

13.4. The pre-trial procedure for resolving a dispute is considered mandatory.

13.5. If it is impossible to resolve the dispute on a voluntary basis, any of the Parties have the right to apply to the court for the protection of their rights.

14. ERROR REPORTING AND FEEDBACK

14.1. The Company tries – to the best of its ability – to support the Guests and Users in solving their problems related to the functioning of the Service, as well as undertakes actions to improve the quality of the Service’s functioning and the provision of the Service based on the comments submitted by these entities.

14.2. You may provide us directly at vch@iterra.ai with information and feedback concerning errors, suggestions for improvements, ideas, problems, complaints, and other matters related to our Service (“Feedback”). You acknowledge and agree that: (i) you shall not retain, acquire or assert any intellectual property right or other right, title, or interest in or to the Feedback; (ii) Company may have developed ideas similar to the Feedback; (iii) Feedback does not contain confidential information or proprietary information from you or any third party; and (iv) Company is not under any obligation of confidentiality with respect to the Feedback. In the event the transfer of the ownership to the Feedback is not possible due to applicable mandatory laws, you grant Company and its affiliates an exclusive, transferable, irrevocable, free-of-charge, sub-licensable, unlimited, and perpetual right to use (including copy, modify, create derivative works, publish, distribute and commercialize) Feedback in any manner and for any purpose.

15. CONTACT

If you have questions:

Contact ITERRA AI LTD:

vch@iterra.ai

Last updated on July 10, 2023

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