Terms and ConditionsLast modified: May 2023
These Terms and Conditions are the entire agreement of Oraichain Labs Inc., a Delaware corporation with a principal address of 874 Walker Road, Dover, Delaware, 19904 (the “Company”) and you as the end user (“You”, “Your”). These Terms and Conditions, subject to amendment from time to time, represent the entire understanding and agreement between You, the Company, the Company’s website www.orai.us (“We”, “Us”, “Our”) and the product named aiProof, its website [aiProof website] and any mobile application (collectively, the “Product”) with respect to the subject matter of the same, and supersedes all other negotiations, understandings and representations (if any) made by and between you and the Product. These Terms and Conditions shall not be construed more strongly against the Product despite its responsibility for its preparation. Any updates to these Terms and Conditions will be posted on the Product. BY USING THE PRODUCT YOU AGREE /ACCEPT AND UNDERSTAND THE TERMS BELOW. WE HAVE THE RIGHT TO REFUSE SERVICE BASED ON LOCAL, STATE OR FEDERAL LAWS RELATING TO ANY JURISDICTION. YOU HAVE ANY QUESTIONS, CONTACT OUR CUSTOMER SERVICE TEAM AT firstname.lastname@example.org. The Product Terms and Conditions describe when and the conditions under which you are allowed to access or use the Product. Please read these carefully before using our Product. If you do not agree to these Terms and Conditions, you may not visit, use, or access the Product and you may not click to accept the Terms and Conditions when prompted on the Product.
ABOUT THE PRODUCT
The Product is a platform for users to view AI Audit reports for different AI models (the “Models”). The reports are prepared by the Company using proprietary systems and methods. The Product is not an employee or agent of the Models on the platform nor are any Models employees or agents of the Product. There is no joint venture, partnership, or any kind of shared ownership between the Product and the Models on the platform. At no point can the Product be held liable for any conduct or action of the Models.
You, and you alone, are responsible for your account and anything that happens while you are signed in to or using your account. Your security is your responsibility. If you sign up for the Product, you will create a personalized account which includes a unique username and a password to access the Product. You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You agree to notify the Product immediately of any unauthorized use of your account, or any other breaches of security regarding your account. The Product will not be responsible for any liabilities, losses, or damages arising out of the unauthorized use of your computer, mobile device, or other computing device and/or account. You represent and warrant that: (i) you have the authority to, and are of legal age in your jurisdiction, to bind yourself to this Agreement; (ii) your use of the Product will be solely for purposes that are permitted by this Agreement; (iii) your use of the Product will not infringe or misappropriate the intellectual property rights of any third party; and (iv) your use of the Product will comply with all local, state and federal laws, rules, and regulations, and with all other Product policies and procedures. You are allowed to use the Product as long as you follow the rules and restrictions as set forth in this agreement and as per the applicable law in the state in which You reside. The Product is not responsible for any content or communications a user posts and we have the right to close accounts that violate the terms of this agreement without notice if we believe or perceive any posts have violated Product policies or procedures.
You may not use, or encourage, promote, facilitate, instruct, or induce others to use, the Product for any activities that violate any law, statute, ordinance, or regulation; or for any other illegal or fraudulent purpose or any purpose that is harmful to others; or to transmit, store, display, distribute or otherwise make available content that is illegal, fraudulent or harmful to others. The following are some examples of uses that are prohibited on the Product by You: a. Seeking, offering, promoting, or endorsing services, content, or activities that: (i) are defamatory, illegal, profane, vulgar, threatening, unlawfully discriminatory, illegal, pornographic, obscene, or sexually explicit in nature; (ii) would violate the intellectual property rights, such as and including copyrights, of another person, entity, service, product, or website; (iii) would violate (a) Product Terms and Conditions, (b) other policies and procedures, or (c) the terms of service of another website or any similar contractual obligations; (iv) regard the creation, publication, or distribution of “fake news”, content or similar content, which is, in the Product’s sole discretion, determined to be intended to mislead recipients for personal, financial, political or other gain or advantage; (v) regard or promote in any way any escort services, prostitution, or sexual acts; or (vi) are harassing toward another person based on the person's inclusion in a protected class as defined by applicable law; (vii) is pornographic, discriminatory, or otherwise victimizes or intimidates an individual or group on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability; (viii) defames, harasses, abuses, threatens, or incites violence towards any individual or group; b. fraudulent or misleading uses or content, including: (i) fraudulently billing or attempting to fraudulently bill any user, (ii) misrepresenting experience, skills, or information, including by representing another person’s profile, or parts of another person’s profile, as your own; (iii) impersonating any person or entity; (iv) falsely attributing statements to any Product representative; (v) falsely stating or implying a relationship with the Product or with another company with whom you do not have a relationship; (vi) allowing another person to use your account, which is misleading to other users; (vii) expressing an unlawful preference in a post or otherwise unlawfully discriminating on a protected basis; (viii) Posting identifying information concerning another person; (ix) spamming other users; (x) duplicating or sharing accounts; (xi) selling, trading, or giving an account to another person without consent; (xii) directly or indirectly, advertising or promoting another website, product, or service, products, or services; c. Interfering or attempting to interfere with the proper operation of the Product or any activities conducted on the Product, including by: (i) bypassing any measures that the Product may use to prevent or restrict access to the Product or any subparts of the Product, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Product or the content therein; (ii) attempting to interfere with or compromise the system integrity or security or decipher any transmissions to or from the servers running the Product; (iii) using any robot, spider, scraper, or other automated means to access the Product for any purpose without our express written permission; (iv) attempting to or interfering with or compromising the system integrity or security or deciphering any transmissions to or from the servers running the Product;(v) collecting or harvesting any personally identifiable information from the Product; (vi) attempting to or imposing an unreasonable or disproportionately large load (as determined in the Product’s sole discretion) on the Product’s infrastructure; (vii) introducing any invalid data, virus, worm, or other harmful or malicious software code, agent, hidden procedure, routine, or mechanism through or to the Product that is designed to or known to cause to cease functioning, disrupt, disable, harm, or otherwise impair in any manner, including aesthetic disruptions or distortions, the operation of (or to allow you or any other person to access or damage or corrupt data, storage media, programs, equipment, or communications or otherwise interfere with operations of or on) the Product or any software, firmware, hardware, computer system, or network of the Product or any third party; (viii) accessing or attempting to access the Product by any means or technology other than the interface provided; or (viii) framing or linking to the Product except as permitted in writing; d. Conduct or actions that could jeopardize the integrity of or circumvent the Product, Product services or Product proprietary information, including: (i) attempting to, or actually reverse engineering, modifying, adapting, translating, preparing derivative works from, decompiling, interfering with the operation of, or otherwise attempting to derive source code from any part of the Product or Product services unless expressly permitted by applicable law or the Product; or (ii) accessing or using the Product or Product services to build a similar service or application, identify or solicit Product users; (ii) contains or installs any viruses, worms, malware, Trojan horses, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
USE OF PRODUCT AND PREMIUM
Your use is non-transferable. You agree that only You may use the Product. Use is subject to this Agreement, as well as policies and procedures that the Product may adopt or modify from time to time. Any failure to abide by this Agreement or any policies or procedures implemented by the Product, any conduct detrimental to the Product, or any misrepresentation or fraudulent activities in connection with the Product, may result in termination of Your usage, as well as any other rights or remedies available to the Product. If We suspend or terminate membership for any reason specified herein, We reserve the right to not refund any fees paid by You. If the Product is to be used by a minor, such minor must obtain requisite approvals from a parent and must be supervised at all times by a parent. The Product shall have no responsibility or liability for the failure to follow this requirement.
MODIFICATION OR TERMINATION
Your usage is offered at the discretion of the Product, and it reserves the right to modify these terms and conditions, condition of participation, or any other aspect of the Product, in whole or in part, at any time, with or without notice to you (except as otherwise specified herein)
THIRD PARTY PROCESSOR
The Product will use Apple and Google as third-party payment processors to process any payments for Premium. When You process payments via a third-party payment processor, You are required to separately read and agree to their User Agreement and comply with this Agreement and the business rules of such partner. The Product shall assume no responsibility for any loss or damage. We reserve the right to delay, cancel, reverse (to the extent possible) or refuse to process, any submitted transaction, if: (i) required by law or regulations or in response to a subpoena, court order, or other government order or to enforce transaction limits; (ii) We suspect the transaction involves (or has a high risk of involvement in) money laundering, terrorist financing, fraud, or any other type of financial crime or illegal activity; (iii) We reasonably suspect that the transaction is erroneous; (iv) if We suspect the transaction relates to prohibited use as set forth in this Agreement; or (v) We suspect that you have breached any terms of this Agreement. In such instances, we are under no obligation to allow you to reinstate a transaction.
If you believe that material located on or linked to by the Product violates Your copyright, please notify Us in accordance with Our Digital Millennium Copyright Act Policy. The Product respects the intellectual property rights of others and requests that Our users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, We will terminate a user’s access to and use of the Product if, under appropriate circumstances, the user is determined in the Product’s sole discretion, to be a repeat infringer of the copyrights or other intellectual property rights of the Product or others. We may terminate access for users who are found repeatedly to provide or post protected third-party content without necessary rights and permissions. If You are a copyright owner or an agent of a copyright owner and believe, in good faith, that any materials provided on the Product infringe upon Your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending a properly formatted take-down notice in writing to the Product designated copyright agent at email@example.com. If the Product takes action in response to an infringement notice, it will make a good faith attempt to contact the party that made such content available by means of the most recent email address, if any, provided by that party to the Product. Any DMCA infringement notice may be forwarded to the party that made the content available or to third parties. If You believe that Your user generated content that has been removed from the Product is not infringing, or that You have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content You submitted to the Product, you may send a properly formatted counter-notice to the Product copyright agent using the contact information set forth above. If a counter-notice is received by the Product copyright agent, the Product may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content will be reinstated on the Product in 10 to 14 business days after receipt of the counter-notice. The Product retains all ownership of our intellectual property, including Our copyrights, patents, and trademarks. This Agreement does not transfer from the Product to You, any Product or third-party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with the Product. We reserve all rights that are not expressly granted to You under this Agreement. Specifically, the Product and all other trademarks that appear, are displayed, or are used on the Product are registered or common law trademarks or service marks of the Product. These trademarks may not be copied, downloaded, reproduced, used, modified, or distributed in any way without prior written permission from the Product, except as an integral part of any authorized copy of the Content. By uploading Your content, You grant Us a worldwide, non-exclusive, royalty-free license and right to copy, transmit, distribute, publicly perform and display, and make derivative works from such content. This license will continue until content is removed from the Product.
LIMITATION ON LIABILITY AND DISCLAIMER OF WARRANTIES
By accepting these Terms and Conditions, you agree that the Product is solely a technology platform, and its owner, agents, representatives, and employees will have no liability whatsoever for any injuries, losses, claims, damages or any special, exemplary, punitive, indirect, incidental or consequential damages of any kind, whether based in contract, tort, strict liability or otherwise, resulting from any use of the Product, any failure or delay by the Product in connection with the Product, or the performance or non-performance of the Product. The Product shall have the right to choose its service partners in its sole and absolute discretion. In the event of a disruption in service from a partner, the Product shall have the right in its sole and absolute discretion to substitute that partner with another partner. Notwithstanding this disclaimer, if the Product is found liable for any loss or damage which arises out of, or is in any way connected with, any of the occurrences described in this paragraph, then its liability will in no event exceed, in total, the sum of $100.00. You agree to indemnify and hold harmless the Product from and against any and all claims and expenses, including attorneys’ fees, arising out of Your use of the Product, including but not limited to Your violation of this Agreement. If You have a dispute with one or more users, You release the Product from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
The Product makes no warranty of any kind and any content provided is provided on an as-is and as-available basis. The Product expressly disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and those arising by statute or otherwise in law or from a course of dealing or usage of trade. The Product is not responsible or liable for any warranty, representation, or guarantee, express or implied, in fact or in law, including without limitation, that the Product will be error-free, or as to the accuracy, completeness and timeliness of any content or information distributed with respect to the services. SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY AND DISCLAIMER OF IMPLIED WARRANTIES, SO THE DISCLAIMERS AND LIMITATIONS ABOVE MAY NOT APPLY TO YOU.
ENTIRE AGREEMENT SEVERABILITY
This Agreement contains all of the terms of the use of the Product, and no representations, inducements, promises or agreements concerning the Product not included in this Agreement shall be effective or enforceable. If any of the terms of this Agreement shall become invalid or unenforceable, the remaining terms shall remain in full force and effect.
This agreement and the terms and conditions of the product shall be governed and construed in accordance with the laws of the state of delaware without giving effect to the choice of law provisions thereof.
Any claim or controversy arising out of or related to Your use of the Product or to any act or omission for which You may contend, You and THE PRODUCT agree that a prompt and fair resolution, without the time and expense of formal court proceedings, is in both parties mutual interests. Therefore, it is agreed that ALL disputes shall be submitted to final and binding arbitration to be conducted in Kent County, Delaware, or a location closest to Kent County, Delaware if no such location for the chosen arbitration body exists there. MANDATORY ARBITRATION REPLACES THE RIGHT OF EITHER PARTY TO GO TO COURT AND DEMAND A JURY TRIAL. The party filing the arbitration must choose one of the following arbitration firms and follow its rules and procedures for initiating and pursuing an arbitration: American Arbitration Association, (http://www.adr.org) or JAMS ( http://www.jamsadr.com). In the event that the selected firm cannot administer the arbitration, the party filing the arbitration will select the other firm. Each party will bear its own expenses, except that the arbitrator will be entitled to award a different allocation of costs and fees where the arbitrator determines that a filed claim is frivolous. THE ARBITRATOR SHALL NOT HAVE THE POWER TO AWARD DAMAGES IN CONNECTION WITH ANY DISPUTE IN EXCESS OF ACTUAL COMPENSATORY DAMAGES AND SHALL NOT MULTIPLY ACTUAL DAMAGES OR AWARD CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, AND EACH PARTY IRREVOCABLY WAIVES ANY CLAIM THERETO. YOU SHALL NOT BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS IN ARBITRATION BY OR AGAINST OTHER CONSUMERS OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. Any award rendered by the arbitrator will be final and binding upon each of the parties, and judgment thereon may be entered in any court having jurisdiction thereof. The Federal Arbitration Act will govern the interpretation and enforcement of this section. During the dependency of such arbitration and until final judgment thereon has been entered, these Terms and Conditions will remain in full force and effect unless otherwise terminated as provided hereunder. If a provision of this clause is held to be invalid, the remainder of the clause will remain in full force and effect, and, to this end, the provisions of this clause are severable. In the event that any state or Federal court rules that this arbitration provision is defective in whole or part or permits an action to be filed in a state or Federal court then the parties agree to have their dispute heard before a court located nearest to ____________ County, Delaware. The parties also agree to have any such dispute heard before a Judge and waive any rights to a trial by jury THAT THE PRODUCT IS LIABLE, INCLUDING BUT NOT LIMITED TO ANY CLAIM OR CONTROVERSY AS TO ARBITRABILITY
The Product may assign its rights and obligations pursuant to these Terms and Conditions without prior notice. You may not assign your use or your rights or obligations pursuant to these Terms and Conditions.
COMMUNICATION BETWEEN US
You authorize the Product to contact You at its discretion by using pre recorded messaging, predictive dialing devices, and electronic messaging including but not limited to SMS, Text, MMS, Chat, IM, and Email. If You choose not to be contacted by this method, please contact us.