Terms of Service

Effective date: February 15, 2022

WAIVER: Arbitration under these Terms of Service will take place on an individual basis − class arbitrations and class actions are not permitted. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS OF SERVICE, YOU AND DATA.AI ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.

These Terms of Service (the “Terms”) are a binding contract between you and data.ai Inc., a U.S. company, by itself and/or acting through entities that are legally part of the data.ai family of companies, including Bright Labs B.V. (“Bright Labs”) (those entities, the “Related Companies”), (data.ai Inc. and the Related Companies, collectively, “data.ai,” “we,” “us,” or “our”). Bright Labs is part of a joint research program (“Program”) with data.ai, which operates the Bright Labs research panels. These Terms apply to your use of the Bright Labs data collection software (the “App”). The App you download and install on your device is a market research service and will collect and analyze data, as further described in these Terms and the Privacy Policy. The App allows you to participate in programs which allow you to accumulate points that can be redeemed to earn vouchers, coupons, gift cards or other incentives or rewards (collectively “Rewards”), subject to these Terms. The App is designed to allow us to better understand which advertisements are shown and which advertisers are promoting them on the timeline of your account to which you have given us access. This data allows us to create market research and data analytics, which we use to help improve our products and services.

We ask you to review these Terms carefully. You must agree to and accept all of the Terms, the Bright Labs Privacy Policy (“Privacy Policy”), and any applicable Additional Terms in order to use the App (defined below) products and/or services (collectively, the “Services”). If you do not agree to these Terms, please do not install, access or use the Services in any manner or in any form.

We will collect and use your information in accordance with our Privacy Policy. In the event of any direct conflict between these Terms and the Privacy Policy, the Privacy Policy shall prevail.

Eligibility

Your participation in the App as a panelist is subject to data.ai’s prior validation. To validate your eligibility, data.ai will verify your use of ads in your social media timeline and confirm that the panel is available in a country that data.ai is supporting. The App is available to download at Brightlabsapp.com or other methods made available by data.ai from time to time. Once you have downloaded the App and data.ai has confirmed your eligibility, you agree to the continued compliance with these Terms. You must be at least eighteen (18) years of age to register to participate and we may set a higher minimum age if required in your country or our discretion. To remain eligible to participate, you must remain logged into your social media account.

The Service is intended solely for your personal use. Employees of data.ai, its affiliates and of our cooperating partners and suppliers connected in any way to the operation of the Service and their immediate family are not eligible to participate.

The App is free to use. You must provide accurate, current and complete information when registering or claiming Rewards for the Service (“Registration Data”) including your valid credentials to your social media account, email address (and if different, your email address to receive Rewards) and you must maintain and update the Registration Data and any other information you provide to us. You agree not to provide inaccurate, misleading or false information in connection with your use of the Service. If information you have provided to us subsequently becomes inaccurate, misleading or false, you will promptly notify us of such change. We will use the Registration Data and any other data that we collect from you in accordance with our Privacy Policy.

Participation is always voluntary and you may change your mind and opt out at any time. Participating may be limited to a specific number of persons. We also have a right to refuse your registration or deny your participation for any reason, including but not limited to any suspicious activity regarding invalid or false consent, if you provide any inaccurate information or if we have reason to believe that your registration or participation was in violation of these Terms at any time. Registration may be limited. For example, we may, at our sole discretion, offer the opportunity on a “first-come-first-served” basis only, or we may limit participation to a certain territory or countries or a small group of individuals, or we may require that you have had an account with us for a minimum period of time.

To use the App and the Services, data.ai may, from time to time, require that you comply with additional terms, policies, and conditions, which will be made available via the App, or as otherwise provided to you in connection with the Services (“Additional Terms”).

Criteria

When you download the App and use the Services, and in exchange for Rewards, you agree to:

data.ai’s prior approval of your participation in the panel;
Only provide accurate user credentials and information about yourself;
Create only one account per social media platform;
Not share your password or access to the App with anyone else;
Remain logged into your Facebook and/or Instagram or other social media account; and
Comply with these Terms

For more information on criteria and eligibility, please visit our FAQ);

Rights

data.ai grants you a limited, non-transferable, non-exclusive, non-sublicensable license to access and use the Services for your own internal, personal, non-commercial use (subject to these Terms). All rights not expressly granted remain reserved by data.ai. If you are using the App as a mobile application, you may download and install one copy of the App to your supported device, and access the Services, solely for your own personal and non-commercial use.

The materials displayed, performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images and illustrations may be protected by copyright and/or other intellectual property laws. When you access the Services, you may have access to data provided by or attributed to third parties, such as links to blogs or reviews (“Third-Party Content”). You also may have access to data provided by or attributed to data.ai, that is not otherwise Third-Party Content (“data.ai Content”). Depending on how you use the Services, you also may submit or upload data via the Services or the App (“User Content”) (Third-Party Content, data.ai Content, and User Content, collectively, the “Content”). You agree to abide by all copyright notices, trademark rules, information, and restrictions related to any Content you access through the Services, and agree that you will not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you: (i) without the prior consent of the owner of that Content or (ii) in a way that violates a third party’s rights.

You understand that data.ai owns the Services and the data.ai Content and are the sole and exclusive owners of all right, title and interest in and to any suggestions, ideas, enhancement requests, feedback, or information provided by you or any other party relating to the Services or data.ai Content, and has no obligation to compensate you for any of the foregoing. You agree not to modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, or otherwise exploit any of the Services or data.ai Content.

data.ai does not claim ownership in any User Content or Third-Party Content. However, when you use the Services, you represent and warrant that you have the right to upload and use User Content and to provide data.ai with user credentials as necessary and as applicable for the Services.

You understand that use of the Services may result in additional network traffic and/or affect certain on-device resources, such as battery.

Responsibilities and Use

Any Content publicly posted or privately transmitted through the Services (including User Content, by you) is the sole responsibility of the person from whom such Content originated, and you access all such Content at your own risk. You agree that we are not liable for any errors or omissions in that Content or for any damages or loss you incur in connection with such Content. We cannot control and have no duty to take any action regarding how you may interpret and use such Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability related to such Content.

When you access third-party websites or use third-party services, you accept that there are risks in doing so, and that data.ai is not responsible for such risks. data.ai has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, practices, or opinions of any third-party websites or services or any third party that you interact with through the Services. You understand that data.ai does not endorse or sponsor any such third-party websites or services and that data.ai will not and cannot monitor, verify, censor, or edit the content of any third-party website or service. Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any such third parties. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third-party websites or services (as well as your interactions with any organizations or individuals related to such third-party websites or services).

If there is a dispute between users of our Services, or between users and any third party, you agree that data.ai is under no obligation to become involved. If you have objections to copyrighted Content or material made available on or through our App or the Services, you should review the data.ai Copyright Dispute Policy for more information. In the event that you have a dispute with one or more other users, you release data.ai and the officers, employees, agents, and successors of data.ai from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which provides that “[a] general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

You understand that the Services may modify network traffic and/or device characteristics for your benefit (e.g., data compression) and hereby agree to any such modifications.

You also understand that if you use or download the App, you give us permission to install updates to the App where available.

Restrictions

You represent, warrant, and agree that you will not (directly or through a third party) use or interact with the Services (including submission of User Content) in a manner that:

Infringes or violates the intellectual property rights or other proprietary rights of data.ai or any third party;
Circumvents or attempts to circumvent the “Criteria” requirements or other provisions of these Terms (such as by terminating and reregistering for the App or Services);
Violates any law, regulation or court order;
Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
Jeopardizes the security of Content;
Attempts to obtain information from or about other users of the Services;
Violates the security or integrity of any network, computer or communications system, software application, or network or computing device (e.g., you may not distribute viruses, trojans, worms, or other malware);
Sends commercial email solicitations or advertisements, or violates anti-spamming laws or regulations;
Places an unreasonable load on our infrastructure or systems, or otherwise interferes with the proper working of the Services;
Crawls, “scrapes,” or “spiders” any page, data, or other portion of the Services (through manual or automated means); or
Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.

Violation of any of the foregoing is grounds for termination of your right to use or access the Services.

Alerts

As part of your use of the Services and the App, you may receive push notifications or other types of messages directly sent to you inside the Services or the App (“Push Messages”). You have control over the Push Messages settings and can opt in or out of these Push Messages through the Services, the App, or through the phone’s operating system. Please be aware that messaging fees may apply depending on the message plan you have with your wireless carrier.

Modifications to the Services

We may, at any time, suspend or discontinue any part of the Services, introduce new features, impose limits on certain features or restrict access to part or all of the Services. Similarly, we reserve the right to remove and/or block any Content from the Services at any time for any reason (including, but not limited to, if someone alleges you contributed such Content in violation of these Terms).

Termination and Survival

You can stop using the Services at any time. Please note that once you stop using the Services, your participation in the App as a panelist will be cancelled with immediate effect, and you will not be able to earn any more points or redeem any future Rewards.

Please note that if your App is deleted and you have already redeemed your Rewards, any Rewards you have earned will not expire. However, if you delete the App prior to redeeming your Rewards you forfeit your Rewards and will not be able to redeem your Rewards which you may have accumulated. We encourage you to redeem any Rewards prior to deleting the App.

If you delete the App, the App will be removed from your device, however, this will not affect information and content already collected by data.ai through the App prior the Apps deletion. To delete any personal information that we have about you, please contact us at forgetme@data.ai or visit our Privacy Policy. If you request that we delete the personal information that we have about you, you will still be able to redeem your Rewards which you may have accumulated.

If you encounter issues deleting or uninstalling the App, please contact us at b2c-support@data.ai for assistance.

We also reserve the right, in our sole discretion, to terminate your access to and/or use of the App and the Services or any portion thereof at any time, without notice. Without limiting the foregoing, we shall have the right to immediately terminate or suspend any access to and use of the App and the Services without notice, in the event of any conduct by you or which we, in our sole discretion, considers to be unacceptable, or in the event of any breach by you of these Terms. We may investigate any reported violation of its policies and complaints and take any appropriate action we deem appropriate at any time, including without limitation, suspension or termination of access to and/or use of the App or the Services. Upon termination or expiration of your access and use of the App and the Services, you shall cease all use of and access to the App and the Services, and destroy any and all copies, full or partial, of the Services. In addition, we may, in our sole discretion and at any time, discontinue providing or limit access to the Apps and/or the Services.

data.ai reserves the right to: (i) investigate any suspected breaches of the Services’ security or its information technology or other systems or networks, (ii) investigate any suspected breaches of these Terms, (iii) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters, and (iv) prosecute violators of these Terms.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

Privacy

data.ai understands the importance of confidentiality and privacy regarding your information. Please see our Privacy Policy for a description of how we may collect, use and disclose your personal information in connection with the Services.

About the Rewards

We may, from time to time and as separately stated in the Service, provide you with Rewards for participating in the Services. In order to earn the Rewards indicated in the applicable activity in the Services, you must comply with the terms and the eligibility requirements of the applicable App activity. For information, please visit our FAQs.

You have the sole responsibility for any taxes or other charges imposed by any government entity associated with any rewards or other compensation which you may receive for using the Services.

By participating in the Services, you hereby release and indemnify data.ai from any liability for any such taxes and you authorize data.ai to deduct an amount from any such consideration payable as required by federal, state, local or foreign tax law, or under other applicable law to ensure proper collection of all applicable taxes before delivery of any consideration, if any. You further understand that you will provide data.ai with applicable tax ID, tax forms, documents, or certifications as may be required by applicable law for data.ai to satisfy any tax information reporting and/or withholding tax obligations with respect to any payments hereunder. You understand that (i) in the event that the consideration payable to you equal to or more than Six Hundred Dollars ($600) in total in a calendar year, you will be issued an IRS form 1099 and your consideration will be reported to the Internal Revenue Service, and/or (ii) you may be required to properly complete and submit to that data.ai an IRS form W-9 if data.ai determines it to be necessary in order to fulfill delivery of any such consideration. Where applicable, you (a) agree that data.ai will prepare and issue VAT invoices under self-billing arrangement, (b) acknowledge and accept the validity of such self-billed invoices, and (c) agree that you will be responsible for timely remittance to applicable tax authorities of any tax amounts on such self-billed invoices that were paid to you by that data.ai or on data.ai’s behalf. Please see the terms and conditions of rewards partner for more information on any tax requirements.

The Rewards program is void where prohibited.

All issuances of Rewards are subject to you providing us with such identification and other information and documentation as we may request from you from time to time.

You understand that we may not be able to provide you with any Rewards in accordance with these Terms, should you fail to provide such information or documentation or if such information or documentation is not correct, complete or up-to-date. You agree and acknowledge that any errors or mistakes that may have been made can be corrected even if the Reward has already been received by you.

Certain Rewards issuance options may include a transaction and/or administration fee where allowed by applicable law. In such cases, the administration fee will be applied to the Reward itself before you receive the applicable funds. We will attempt to credit your account with Rewards on a timely basis, even though there may be Rewards allocation delays from time to time due to circumstances beyond our control.

You shall have the responsibility of ensuring that your Rewards are properly credited. Any claim for Rewards not credited accurately must be received by us within sixty (60) days of the completion of the applicable activity in the Service, otherwise such Rewards may no longer be valid or usable.

Where applicable, our obligation regarding delivery of Reward redemptions is satisfied upon shipping the selected redemption item to the email address you have provided with us in the Service as of the date of redemption. We are not responsible for lost or unclaimed Reward items. Once Rewards have been redeemed, they are no longer valid for any subsequent redemption and they may not be returned or refunded to your account for any reason. No extensions, cash refunds or other exchanges will be allowed for expired Rewards. All unclaimed Rewards will be transferred to the state of California, pursuant to the state’s unclaimed property laws.

We reserve the right to withhold from providing you with any Rewards in case we have reason to believe you have breached these Terms. In the event of your noncompliance, fraud or other inappropriate activity (as determined by us in our sole discretion), we may cancel or invalidate your account, registration and Rewards, deny redemption of your Rewards, or restrict, block, limit, and prevent your access to and use of the Services and, further, all Rewards shall be subject to forfeiture.

Further, if your eligibility for the App is terminated by us, for whatever reason, all of your points that you can use to redeem Rewards will also be forfeited. Without prejudice to the above, we also reserve the right to invalidate Rewards from your account if we determine that such Rewards were improperly credited to such account or obtained fraudulently.

data.ai will notify you via push notifications or other types of messages directly sent to you inside the Services or the App in the event data.ai terminates the Service or in the event of a wind down of the Services.

We shall have no liability for any printing, production, typographical, mechanical or other errors in the Rewards summaries that may be displayed or distributed by us, or for any delay or failure to credit Rewards to your account.

REWARDS DO NOT CONSTITUTE PROPERTY, DO NOT ENTITLE A USER A VESTED RIGHT OR INTEREST, AND HAVE NO CASH VALUE. AS SUCH, REWARDS ARE NOT REDEEMABLE FOR CASH, TRANSFERABLE OR ASSIGNABLE FOR ANY REASON. The sale, barter, transfer or assignment of any accumulated Rewards, other than by data.ai is strictly prohibited.

You are responsible for maintaining the confidentiality of your user account and password and for restricting access to your device. You agree to accept responsibility for all activities that occur under your account or password, including any activities relating to Rewards.

You acknowledge that we may change our Rewards policy at any time in our sole discretion, including, without limitation, establishing additional means of accruing Rewards, modifying and deleting any or all of the recognized means of accruing Rewards existing at any given time, changing the Rewards available and their values and types and the Rewards redemption terms, and excluding specific types of activities from eligibility. WE HAVE THE RIGHT TO CHANGE THE REWARDS POLICIES EVEN THOUGH SUCH CHANGES MAY AFFECT THE REDEMPTION VALUE OF THE REWARDS ALREADY ACCUMULATED OR THE AVAILABILITY OF REDEEMABLE REWARDS. YOU AGREE THAT YOU WILL REVIEW THESE TERMS AND ANY APPLICABLE ADDITIONAL TERMS INCLUDED IN THE SERVICE PERIODICALLY AND THAT YOU SHALL BE BOUND BY THESE TERMS AND ANY MODIFICATIONS HEREOF.

Third-Party Partners and Third-Party Materials

data.ai may work with other companies (“Partners”) to manage and administer the Services, including the collection and processing of data; analysis of data; management and distribution of Rewards and of subsequent payment or other type of reward (such as a gift card); and communication with participants. By accepting these Terms, you agree to comply with Partners’ applicable policies and terms. You understand that data.ai is not responsible if you violate the terms or policies of another service or product, service provider, or third parties. The App and Services may display, include, or make available third-party content (including data, information, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that data.ai is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. data.ai does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Warranty Disclaimer

data.ai makes no representations or warranties as to the accuracy, reliability or completeness of the Content, information, text, graphics, links or other items contained on the App or the Services. data.ai expressly disclaims liability for any errors or omissions in the materials contained in the Content or on the App or the Services. data.ai reserves the right to make changes in the policies, products and services described on the App or the Services at any time without notice.

Some laws do not allow certain disclaimers, so some or all of these disclaimers may not apply to you.

THE SERVICES, THIRD-PARTY CONTENT, AND DATA.AI CONTENT ARE PROVIDED STRICTLY ON AN “AS-IS” BASIS. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY DATA.AI (INCLUDING ITS RELATED COMPANIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS AND ASSIGNS) AND ITS LICENSORS. WITHOUT DEROGATING THE FOREGOING, DATA.AI MAKES NO REPRESENTATION, WARRANTY OR GUARANTY THAT USE OF THE SERVICES WILL BE UNINTERRUPTED, BE ERROR-FREE, OPERATE WITHOUT DISRUPTION, DELAYS, OR LIMITATIONS OR BE IMMUNE FROM UNAUTHORIZED ACCESS OR THAT THE APP OR THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. DATA.AI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR RESULTS OF THE SERVICES OR DATA.AI CONTENT IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE.

Limitation of Liability

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL DATA.AI BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF US $100, OR (C) ANY MATTER BEYOND OUR OR THEIR REASONABLE CONTROL. APPLICABLE LAW MAY NOT ALLOW CERTAIN LIMITATIONS AND/OR EXCLUSIONS. IN SUCH CASES, DATA.AI’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. Note that some jurisdictions do not allow limitations of liability or may place limitations on our ability to limit our liability to you, so some or any of the foregoing limitations may not apply to you.

Indemnity

You agree to indemnify, defend and hold data.ai, its officers, agents, employees, and Partners harmless from and against any and all complaints, claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to third-party claims involving: (a) your access to and use of the Services (including any actions taken by a third party using your access to and use of the Services), data.ai Content, or Third-Party Content; (b) your User Content and your provision of your user credentials; and (c) your violation of these Terms.

Assignment

You may not assign, delegate or transfer these Terms or your rights or obligations hereunder in any way (by operation of law or otherwise) without data.ai’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without your consent, in whole or in part, except with regard to the rights and obligations pursuant to the arbitration and related dispute resolution provisions herein.

Choice of Law; Arbitration

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND DATA.AI TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM DATA.AI, INCLUDING WAIVING YOUR RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.

MOST CONCERNS CAN BE RESOLVED QUICKLY BY CONTACTING DATA.AI. IN THE UNLIKELY EVENT THAT WE ARE UNABLE TO RESOLVE YOUR CONCERNS, WE EACH AGREE TO RESOLVE THOSE DISPUTES THROUGH BINDING ARBITRATION OR SMALL CLAIMS COURT INSTEAD OF IN COURTS OF GENERAL JURISDICTION TO THE FULLEST EXTENT PERMITTED BY LAW, AND SUBJECT TO THE TERMS OF THESE TERMS. ARBITRATION IS MORE INFORMAL THAN A LAWSUIT IN COURT. ARBITRATION USES A NEUTRAL ARBITRATOR INSTEAD OF A JUDGE OR JURY, ALLOWS FOR MORE LIMITED DISCOVERY THAN IN COURT, AND IS SUBJECT TO VERY LIMITED REVIEW BY COURTS. ARBITRATORS CAN AWARD THE SAME DAMAGES AND RELIEF THAT A COURT CAN AWARD. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS TO THE MAXIMUM EXTENT PERMITTED BY LAW; CLASS ARBITRATIONS, CLASS ACTIONS OR REPRESENTATIVE ARBITRATIONS ARE NOT PERMITTED.

USERS WHO DO NOT WISH TO BE SUBJECT TO THE ARBITRATION REQUIREMENTS IN THIS AGREEMENT MAY OPT-OUT WITHIN 28 DAYS OF ACCESSING THE SERVICES BY SENDING WRITTEN NOTICE OF THEIR REQUEST TO OPT-OUT TO legal@data.ai.

For purposes of this arbitration provision, you, on the one hand, and data.ai, on the other hand agree that all disputes, controversies and claims related to these Terms (including any controversies relating to the applicability, enforceability or validity of any provision of these Terms), the Services (including the Content), or any data.ai good or service (collectively “Disputes”), shall be finally and exclusively resolved by binding arbitration as described in this section, which may be initiated by you or us by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party shall be final and binding on the other.

YOU EXPRESSLY AGREE THAT ALL DISPUTES SHALL BE RESOLVED IN CONFIDENTIAL BINDING ARBITRATION CONDUCTED BEFORE ONE COMMERCIAL ARBITRATOR FROM THE JUDICIAL ARBITRATION AND MEDIATION SERVICES, INC. (“JAMS”), RATHER THAN IN A COURT, AS DESCRIBED HEREIN. THE ARBITRATION WILL BE GOVERNED BY THE STREAMLINED ARBITRATION RULES AND PROCEDURES OF JAMS. YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT.

Payment of arbitration costs will be governed by the JAMS’s fee schedule, unless you are able to show that your portion will be prohibitive as compared to litigation costs, in which case data.ai will pay as much of your arbitration costs as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to litigation costs. data.ai also reserves the right in its sole and exclusive discretion to assume responsibility for all arbitration costs imposed by JAMS. Each party agrees to pay its own attorneys’ fees and expenses unless there is a governing statutory provision that requires the prevailing party to be paid attorneys’ fees and expenses.

The arbitration merits hearing shall be conducted in San Francisco, California, USA, unless the parties agree otherwise in writing.

All issues are for the arbitrator to decide, including the scope and enforceability of this arbitration provision as well as the Terms’ other terms and conditions, and the arbitrator shall have exclusive authority to resolve any such dispute relating to the scope and enforceability of this arbitration provision or any other provision of these Terms including, but not limited to, any claim that all or any part of this arbitration provision or these Terms are void or voidable. However, if putative class or representative claims are initially brought by either party in a court of law, and a motion to compel arbitration is brought by any party, then the court shall decide whether these Terms permit class proceedings. For the avoidance of doubt, the court and arbitrator shall be bound by the terms of these Terms, including with regard to the class and representative waiver provisions. In any arbitration, the arbitrator shall follow the applicable law. The arbitrator shall not have the power to commit manifest errors of law or legal reasoning, and any award rendered by the arbitrator that employs a manifest error of law or legal reasoning may be vacated or corrected by a court of competent jurisdiction for any such error. These Terms are governed by and will be construed under the laws of the State of California, without regard to the conflicts of laws provisions thereof. Case management and other hearings shall be heard via telephone unless otherwise agreed to. The arbitrator’s award shall be final and binding on all parties and may be entered as a judgment in any court of competent jurisdiction.

Notwithstanding anything to the contrary herein, to the extent the Dispute arises from: (a) a violation of either party’s intellectual property rights in any manner; (b) any claim related to, or arising from, allegations of theft, piracy, unauthorized use or a violation of the United States Computer Fraud and Abuse Act (or any international equivalent); and/or (c) any claim for equitable relief; then you and data.ai agree that a party may seek injunctive remedies (or an equivalent type of urgent legal relief) in a state or federal court in San Francisco, California, and both parties consent to exclusive jurisdiction and venue in such courts for such non-arbitrable disputes. In addition to the foregoing, either party may assert an individual action in small claims court for Disputes that are within the scope of such court’s jurisdiction in lieu of arbitration.

To the fullest extent permissible under applicable law, all Disputes shall be resolved by binding confidential arbitration on an individual, non-class and non-representative basis. You expressly agree that no other Disputes shall be consolidated or joined with your Dispute, whether through class arbitration proceedings or otherwise.

THE PARTIES AGREE THAT THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES, THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY OR AS A PRIVATE ATTORNEY GENERAL, AND NO ARBITRATION SHALL BE JOINED WITH ANY OTHER ARBITRATION.

This Section regarding arbitration may not apply to users in the member states of the European Economic Area to the extent excluded under applicable local member state laws.

Miscellaneous

Waiver

The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder.

Severance

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.

No Other Terms or Parties

You and data.ai agree that these Terms, any Additional Terms, and our Privacy Policy, are the complete and exclusive statement of the mutual understanding between you and data.ai and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. These Terms do not confer any third-party beneficiary rights.

Amendments

All modifications to these Terms must be in a writing signed by both parties (except as otherwise provided herein).

Scope

You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of data.ai, and do not have any authority to bind data.ai in any respect whatsoever.

Language

These Terms were written in English (US). To the extent any translated version conflicts with the English version, the English version controls.

Updates

We reserve the right to update these Terms at any time and encourage you to review them periodically. You agree that continued use of the Services after changes to the Terms have been posted signifies your acknowledgement and consent to such updated Terms. If you do not agree to the updated Terms, you must terminate your use of the Services (see “Termination and Survival,” above).