Legal

Terms of Service

Version 1.0 Effective December 12, 2023

Contents

  1. Changes to Terms
  2. Accounts
  3. Child User
  4. Parent User
  5. School Use
  6. Use Rights, Requirements, and Restrictions
  7. Ownership of the Services
  8. AI Prompts, Outputs, and Content
  9. Fees and Payment
  10. Third-Party Services and Links
  11. Feedback
  12. Disclaimer of Warranties & Limitations of Liability
  13. Termination
Welcome, and thank you for your interest in Cerebry ("Cerebry," "we," "us," or "our"), which operates www.cerebry.co/ and related APIs, web applications and online services. The following Terms of Service are a legal contract between you and Cerebry regarding your use of the Services.
PLEASE READ THE FOLLOWING TERMS OF SERVICE CAREFULLY. BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS.

PLEASE NOTE THAT THESE TERMS INCLUDE A BINDING ARBITRATION PROVISION, INCLUDING A CLASS ACTION WAIVER. BY AGREEING TO BINDING ARBITRATION, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, YOU WAIVE YOUR RIGHT TO LITIGATE DISPUTES THROUGH A COURT AND TO HAVE A JUDGE OR JURY DECIDE YOUR CASE.

Section 01

Changes to Terms

We may revise and update our Terms from time to time in our sole discretion. If you continue to use the Services after we post the updated Terms on the Services or otherwise give you notice of such changes, it means that you accept and agree to the updated Terms. If you do not accept the updated Terms, you must not continue to access or use the Services.

Section 02

Accounts

To access or use the Services, we may ask you to register for an account ("Account") and provide certain information to us. Any such information must be correct, current, and complete.

You acknowledge that your account is specific to you. You must keep all passwords, API keys, or other credentials to access or use our Services confidential and not disclose them to any other person or entity. You are responsible for all activity occurring under your account or with use of your access credentials.

You may close your account at any time by contacting us at support@Cerebry.co.

Integrated Service

Cerebry may permit you to register for the Services through, or otherwise associate your Cerebry account with, certain third party social networking or integrated services, such as Google ("Integrated Service"). By registering for the Services using an Integrated Service, you agree that Cerebry may access your Integrated Service's account information consistent with our Privacy Policy.

Section 03

Child User

If you are under the age of 13 (or under the legal age of consent in your country), you are a "Child User" and may not create an account for the Services without consent and approval from your parent or legal guardian, or from your school as explained in the School Use section.

If you are under the age of 18, you represent that your parent or legal guardian has reviewed and agreed to the Terms on your behalf.

Section 04

Parent User

If you are at least 18 years of age and you are the parent or legal guardian of a child that seeks to register as a Child User of the Services, you may register a Child account on the Services. Through a Child User account, you may create, register, manage and approve Child User accounts only for your own child(ren) or child(ren) for whom you are a legal guardian.

IF YOU REGISTER, APPROVE OR CONSENT TO THE REGISTRATION OF, OR OTHERWISE ASSUME RESPONSIBILITY FOR ANY CHILD USER, YOU REPRESENT AND WARRANT THAT YOU ARE SUCH CHILD USER'S PARENT OR LEGAL GUARDIAN AND YOU AGREE TO BE BOUND BY THE TERMS ON BEHALF OF SUCH CHILD USER, INCLUDING WITHOUT LIMITATION BEING LIABLE FOR ALL USE OF THE WEBSITE BY YOUR CHILD USER.
Section 05

School Use

Cerebry may make available certain features and tools that permit Users registered as teachers, school leaders, aides, principals, school administrators, school district administrators, or other similar school personnel ("School Personnel") to work with students and other Users through the Services.

Limitations on Use

The Services and Website are provided to you for educational purposes as part of the school curriculum. You must use the Services and the Website in compliance with all applicable laws, rules, and regulations.

Responsibility for Consent and Notices

You and/or the Institution assume responsibility for obtaining any consents required from parents or legal guardians, and for providing appropriate disclosures to School Users and their parents regarding the School Users' use of the Services, our Terms, and our Privacy Policy.

Identification of School Accounts

Students and School Personnel may have personal accounts, in addition to accounts established for use in the classroom and associated with the Institution's use of the Services ("School Accounts"). In order for accounts to be designated as "School Accounts," they must be created by School Personnel or created by a School User at the direction of a School, using a School email address.

Section 06

Use Rights, Requirements, and Restrictions

Please review our Acceptable Use Policy, which outlines the permissible uses of our Services. You may access and use our Services only in compliance with our Terms, our Acceptable Use Policy, and all applicable laws, rules, and regulations.

You may not access or use the Services in the following ways:

Section 07

Ownership of the Services

The Services are owned and operated by us and our affiliates, publisher partners, and service providers (collectively "Providers"). We and our Providers retain all our respective rights, title, and interest, including intellectual property rights, in and to the Services. Other than the rights of access and use expressly granted in our Terms, our Terms do not grant you any right, title, or interest in or to our Services.

Section 08

AI Prompts, Outputs, and Content

Our Services may allow you to submit text, images, or other materials to the Services for processing ("Prompts"). Our Services may generate responses based on your Prompts ("Outputs"). You represent and warrant that you have all rights necessary to submit any Prompts to the Services.

Reliance on Outputs. We make no representations or warranties with respect to the accuracy of any Outputs. You should not rely on any Outputs without independently confirming their accuracy. Outputs may contain material inaccuracies even if they appear accurate because of their level of detail or specificity.

Our Use of Materials. We may use Materials to provide, maintain, and improve the Services and to develop other products and services. We will not train our machine learning models on any Questions that are not publicly available, except where you provide Feedback to us, or where your Materials are flagged for trust and safety review.

Section 09

Fees and Payment

You may be required to pay fees to us to access or use the Services or certain features of the Services. Except as expressly provided in these Terms, all fees are non-refundable, to the fullest extent permissible under applicable law.

Fees may be recurring or based on usage. If these fees are specified to be recurring or based on usage, you agree that we may charge such fees on a periodic basis to a payment method you specify. By using a Payment Method to pay fees, you are expressly agreeing that we are authorized to charge the applicable fees, together with any applicable taxes.

Section 10

Third-Party Services and Links

Our Services may use or be used in connection with third-party content, services, or integrations. We do not control or accept responsibility for any loss or damage that may arise from your use of any third-party content, services, and integrations, for which we make no representations or warranties. Your use of any third-party content, services, and integrations is at your own risk.

Viruses

We do not guarantee that our Services will be totally secure or free from bugs or viruses. You must not abuse, harm, interfere with, or disrupt our Website or Services, including, for example, introducing viruses or malware, spamming or DDoSing our Website or Services, or bypassing any of our systems or protective measures.

Section 11

Feedback

You grant to us an irrevocable, royalty-free, perpetual license to use all feedback, ideas, or suggested improvements you provide to us (through the Services or otherwise) regarding the Services, Features, Prompts, or Outputs (collectively, "Feedback"), and you agree that we and our Providers may use the Feedback in any manner without any payment or credit to you, including in connection with our development, improvement, and marketing of our Services or other products or services.

Section 12

Disclaimer of Warranties, Limitations of Liability, and Indemnity

YOUR USE OF THE SERVICES AND CONTENT IS SOLELY AT YOUR OWN RISK. THE SERVICES AND OUTPUTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE AND OUR PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, ACCURACY, AVAILABILITY, RELIABILITY, SECURITY, PRIVACY, COMPATIBILITY, NON-INFRINGEMENT, AND ANY WARRANTY IMPLIED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT WILL WE, OUR PROVIDERS, OR OUR OR THEIR RESPECTIVE AFFILIATES, INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE "CEREBRY PARTIES"), BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES, THE MATERIALS, OR THESE TERMS.
YOU AGREE TO INDEMNIFY AND HOLD HARMLESS THE CEREBRY PARTIES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF OR RELATED TO YOUR BREACH OR ALLEGED BREACH OF THESE TERMS; YOUR ACCESS TO, USE OF, OR ALLEGED USE OF THE SERVICES OR THE CONTENT OR THE MATERIALS; YOUR FEEDBACK; ANY PRODUCTS OR SERVICES THAT YOU DEVELOP, OFFER, OR OTHERWISE MAKE AVAILABLE USING OR OTHERWISE IN CONNECTION WITH THE SERVICES; YOUR VIOLATION OF APPLICABLE LAW OR ANY THIRD-PARTY RIGHT.
Section 13

Termination

Unless we specifically state otherwise in a separate agreement with you, we may terminate our Terms at any time by notice to you, and our Terms will terminate automatically without notice upon your violation or breach of any provisions of our Terms. You may also terminate our Terms at any time, for any reason, by discontinuing your access to and use of the Services.

Upon termination, the rights granted to you under our Terms to access and use the Services will immediately terminate, and you must destroy all Confidential Information in your or your Representatives' possession or control.