1. ACCEPTANCE OF TERMS
The SKAEL Internet site available at www.SKAEL.com, and the SKAEL chatbot digital assistant services, content, features and other services provided through such site or through third party messaging systems (collectively, the “Services”) can only be accessed and used subject to the Terms of Service.
THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES IN CERTAIN CIRCUMSTANCES, RATHER THAN JURY TRIALS OR CLASS ACTION LAWSUITS. VIEW THESE TERMS HERE.
We require that you create an account to use or access certain parts of the Services and to use any of its services and features. We require that you provide registration information such as a username and password to access and utilize your account. As a condition of your use of the Services, you agree to (a) provide SKAEL with true, accurate, current and complete information as prompted by the SKAEL's registration forms, when registering for or using the Services and (b) update and maintain the truthfulness, accuracy and completeness of such information. You are responsible for maintaining the confidentiality of any password or other account information not generally available to others and are fully responsible for all activities that occur under your username and password. Creating multiple accounts for a single User or failing to provide complete or current information may result in account termination.
By registering with the Services you represent and warrant that you are 18 years of age or older and are legally competent to enter into and agree to these Terms of Service.
4. USE OF THE SERVICES
Subject to compliance with these Terms of Service, SKAEL grants Users a nonexclusive, nontransferable, nonsublicensable, terminable license to access and use the Services in accordance with the Terms. When using or accessing particular services or features available as part of the Services, in addition to these Terms of Service you will be subject to any posted SKAEL terms, guidelines, or rules applicable to such services or features that may be posted from time to time. All such terms, guidelines, or rules are hereby incorporated by reference into the Terms of Service.
5. PROHIBITED CONDUCT
As a condition of your access and use of the Services and your submission or access to any information, data, text, photographs, audio clips, audiovisual works, or other materials on the Services (collectively, the “Content”), you agree not to use the Services for any purpose that is unlawful, prohibited by these Terms of Service, or not intended by SKAEL. In particular, you agree not to:
- violate these Terms of Service or any other applicable agreement between you and SKAEL or you and any third party;
- use the Services in any manner that violates any law;Use the Services in any manner that infringes, misappropriates or violates any third party's rights, including transmitting any Content that may infringe, misappropriate or violate a third party's rights of publicity, contractual rights, or intellectual property rights;
- reproduce, duplicate, copy, modify, sell, re-sell or exploit any Content or the Services;
- harass, threaten, intimidate, impersonate, or attempt to impersonate, any other person, falsify your contact or other information, misrepresent a relationship with any person or entity, including misrepresenting a relationship with SKAEL;
- provide or submit false or misleading information; use the Services in any way that could interfere with the rights of SKAEL or the rights of other Users of the Services;
- attempt to gain unauthorized access to any portion or feature of the Services, other User accounts, or any other systems or networks connected to the Services or to any server used by SKAEL by hacking, password 'mining' or any other illegitimate or unauthorized means, including attempting to obtain password, account, or any other personal or private information from any other Services user;
- sell, share, or otherwise transfer your account username, password, other information, or your rights or obligations under these Terms of Service;
- transmit or submit any transmission or other materials that contain viruses, Trojan horses, worms, time bombs, spiders, cancelbots or other computer programming routines that is likely or intended to damage, interfere with, disrupt, impair, disable or otherwise overburden the Services;
- access, download, monitor, or copy any information contained on our Services through artificial means (including but not limited to use any 'deep-link', 'scraper', 'robot', 'spider' or other automatic device, program, algorithm or methodology, or any similar or equivalent automatic or manual process), or in any way reproduce or circumvent the navigational structure or presentation of the Services or any content, to obtain or attempt to obtain any Content, materials, documents or information through any means not purposely made available through the Services;
- or probe, scan or test the vulnerability of the Services or any network connected to the Services, nor breach the security or authentication measures on or of the Services or any network connected to the Services. You may not reverse look-up, trace or seek to trace any information on any other user of the Services, or any other customer of SKAEL, including any SKAEL account not owned by you, to its source, or exploit the Services or any service or information made available or offered by or through the Services, in any way where the purpose is to reveal any information, including personal identification or information other than your own information, except as expressly authorized by SKAEL and provided for by the Terms of Service.
6. LICENSE TO SKAEL
As a condition of submitting any Content or other materials via the Services, you agree that you grant to SKAEL a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, full-paid, license (with the right to sublicense) to (a) access, use, reproduce and create derivative works of the Content to provide and improve upon the Services for you and fulfill SKAEL’s obligations under this these Terms and (b) use, modify, enhance and disclose the Content in anonymized or aggregated form for any purpose. You represent that you own or have secured all legal rights necessary for the Content submitted by you to be used by you, SKAEL, and others as described and otherwise contemplated in these Terms of Service.
7. SUSPENSION AND TERMINATION
SKAEL may terminate or suspend your access to or use of the Services for any reason, including suspected violations of the Terms of Service. Upon such suspension or termination you must cease accessing or using the Services, including any related data and information. Furthermore, you acknowledge that SKAEL reserves the right to take action -- technical, legal or otherwise -- to block, nullify or deny your ability to access the Services. You understand that SKAEL may exercise this right in its sole discretion, and this right shall be in addition to and not in substitution for any other rights and remedies available to SKAEL.
All provisions of these Terms of Service which by their nature should survive termination shall survive the termination of your access to the Services, including provision regarding ownership, warranty disclaimers, indemnity, and limitations of liability.
8. TRADEMARKS AND COPYRIGHTS
SKAEL, and other Services graphics, logos, designs, page headers, button icons, scripts, and service names are the trademarks or trade dress of SKAEL or its licensors in the U.S. and/or other countries. These trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, keyword advertisements, or email addresses, or in connection with any product or service in any manner that is likely to cause confusion.Content and other material made available on the Services is protected by copyright and other intellectual property laws. Aside from user-submitted Content, all other materials and other information on the Services, including all text, graphics, logos, icons, images, audio and video clips, downloads, data compilations and software are the exclusive property of SKAEL and/or its licensors and are protected by all United States and international copyright laws.
SKAEL makes no representations or warranties concerning any Content or the Services. ANY USE OF THE CONTENT OR SERVICES, INCLUDING ANY RELIANCE UPON OR USE OF ANY OF THE INFORMATION THEREIN OR PROVIDED THEREBY, SHALL BE AT SOLE RISK. THE CONTENT AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND (ALL OF WHICH ARE HEREBY DISCLAIMED), WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
10. LIMITATION OF LIABILITY
IN NO EVENT SHALL SKAEL OR ANY OF ITS LICENSORS AND SERVICE PROVIDERS (COLLECTIVELY, “SKAEL PARTIES”) HAVE ANY LIABILITY IN CONNECTION WITH THE CONTENT OR SERVICES FOR ANY SPECIAL, PUNITIVE, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR FOR LOSS OF PROFITS, REVENUE, USE, OR DATA, IN EACH CASE ARISING UNDER ANY THEORY, INCLUDING UNDER WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY, EVEN IF SUCH SKAEL PARTY IS AWARE OF OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
THE SKAEL PARTIES’ AGGREGATE LIABILITY TO YOU OR TO ANY THIRD PARTY CLAIMING THROUGH YOU IN CONNECTION WITH THE USE OF THE CONTENT OR SERVICES IS LIMITED TO $250.
You agree to indemnify and hold harmless SKAEL, its officers, managers, owners, employees, agents, designees, users, successors, assigns, service providers and suppliers from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys' fees and court costs due to or arising in connection with your violation of these Terms of Service or your use of or inability to use the Services. SKAEL may elect to control the defense of any such damage or claim. You will not, in any event, settle any claim or matter without the written consent of SKAEL.
By use of the Services, you consent to receive electronic communications from SKAEL (via email or via a posting on the Services), and you agree that any such communications satisfy any legal requirement to make such communications in writing. You also agree that SKAEL may communicate any notices to you under these Terms of Service through electronic mail, regular mail or posting the notices on the Services. All notices to SKAEL must be provided by either sending: (i) electronic mail to firstname.lastname@example.org; or (ii) a letter, first class certified mail, to SKAEL, 1161 Mission St, San Francisco, CA 94127, Attention: Baba Nadimpalli. Such notices will be deemed delivered upon receipt.
13. ENTIRE AGREEMENT
14. GOVERNING LAW AND ARBITRATION; NO CLASS ACTIONS
These Terms, and any claim, cause of action or dispute (“claim”) arising out of or related to these Terms shall be governed by the laws of the State of California regardless of your country of origin or where you access the Services. ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO THESE TERMS OR THE SERVICES WILL BE RESOLVED BY BINDING ARBITRATION, RATHER THAN IN COURT, except for SKAEL’s right to seek injunctive relief as set forth below.
If you do not want to arbitrate disputes with SKAEL and you are an individual, you may opt out of this arbitration agreement by sending an email to email@example.com within 30 days of the day you first access or use the Services.
If you intend to seek arbitration you must first send written notice to SKAEL’s Customer Service Center at firstname.lastname@example.org of your intent to arbitrate (“Notice”). The Notice to SKAEL should be sent by any of the following means: (i) electronic mail to email@example.com; or (ii) sending the Notice by U.S. Postal Service certified mail to SKAEL, 1161 Mission St, San Francisco, CA 94127, Attention: Baba Nadimpalli. The Notice must (x) describe the nature and basis of the claim or dispute; and (y) set forth the specific relief sought; and (z) set forth your name, address and contact information. If we intend to seek arbitration against you, we will send any notice of dispute to you at the contact information we have for you.
The arbitration will be conducted before a neutral single arbitrator, whose decision will be final and binding, and the arbitral proceedings will be governed by the American Arbitration Association (“AAA”) under its AAA Commercial Arbitration Rules, Consumer Due Process Protocol, and Supplementary Procedures for Resolution of Consumer Related Disputes, as modified by these Terms. The AAA's rules are available at www.adr.org or by calling 1-800-778-7879. All issues are for the arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by the terms of these Terms. If you initiate arbitration, your arbitration fees will be limited to the filing fee set forth in the AAA’s Consumer Arbitration Rules. We will reimburse all other AAA filing, administration and arbitrator fees paid by you, unless the arbitrator determines that the arbitration was frivolous or brought for an improper purpose, in which case the payment of all such fees shall be governed by the AAA rules. The arbitration will be conducted in the English language. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. For any claim where the potential award is reasonably likely to be $10,000 or less, either you or SKAEL may elect to have the dispute resolved through non-appearance-based arbitration.
To the fullest extent permitted by applicable law, YOU AND SKAEL EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration, YOU AND SKAEL EACH WAIVE ANY RIGHT TO A JURY TRIAL. If a court of competent jurisdiction finds the foregoing arbitration provisions invalid or inapplicable, you and SKAEL agree that all claims arising out of or related to these Terms must be resolved exclusively by a state or federal court located in San Francisco, California, and you and SKAEL each agree to submit to the exercise of personal jurisdiction of such courts for the purpose of litigating all such claims. Notwithstanding the above, you agree that SKAEL shall still be allowed to apply for and obtain injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out or related to your use of the Services or these Terms of Service shall be filed within one (1) year after such claim or cause of action arose or will forever be barred.
15. CHANGES TO THE TERMS OF SERVICE
We may periodically modify the Terms of Service. If we make material changes to the Terms of Service we will notify you via the Services (e.g., by posting a notice on our website or via email) prior to the change becoming effective. BY CONTINUING TO USE THE SERVICES YOU ARE CONSENTING TO THE REVISED TERMS OF SERVICE. If you do not agree with any modifications to the Terms of Service you must cease using the Services.
If you breach any term of this Terms of Service or other agreement with SKAEL, SKAEL may pursue any legal or equitable remedy available, including but not limited to, direct, consequential, and punitive damages and injunctive relief. SKAEL's remedies are cumulative and not exclusive. Failure of SKAEL to exercise any remedy or enforce any portion of the Terms of Service at any time shall not operate as a waiver of any remedy or of the right to enforce any portion of the Agreement at any time thereafter. If any provision of the Terms of Service is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable. This Terms of Service is not assignable, transferable or sublicensable by you except with SKAEL's prior written consent. We may transfer, assign or delegate the Terms and its rights and obligations without consent. Users of this Services are responsible for compliance with all applicable regulations and laws. No joint venture, partnership, employment or agency relationship exists between you and SKAEL as a result of these Terms of Service or use of the Services.
17. CONTACTING US
If you have any comments or questions regarding these Terms, or wish to report any violation of these Terms of Service, please contact us at firstname.lastname@example.org. We will address any issue to the best of our abilities.