Terms of Service
Intellei, LLC provides an online platform for individuals, organizations, and agencies to build and operate chatbots. The following terms and conditions (“Terms”) govern your use of our website, products, services and applications (the “Services”).
Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to become bound by the Terms of this Agreement. If you do not agree to all the Terms of this Agreement, then you may not access or use any of our Services. If these Terms are considered an offer by Intellei, acceptance is expressly limited to these Terms.
Our Services are not directed to children younger than 13, and access and use of our Services is only offered to users 13 years of age or older. If you are under 13 years old, please do not register to use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older.
Using the Services
You may be required to sign up for an account and/or log-in to the Services through your mobile messaging account such as Facebook Messenger. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not transfer your account to anyone else without our prior written permission.
You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and gotten your parent or guardian to agree to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
You will only use the Services for your own internal, non-commercial use, and only in a manner that complies with all laws that apply to you, except that you may build chatbots using the Services and sell and/or otherwise exploit and commercialize the chatbots you have built. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
You will not share your account or password with anyone, and you must protect the security of your account and your password. You’re responsible for any activity associated with your account. You must immediately notify Intellei of any unauthorized uses of your account or any other breaches of security. Intellei will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
You understand that Intellei owns the Services. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services.
You may not use the Services for any unlawful purposes, or in furtherance of illegal activities. We may terminate your access to the Services if we determine (in our sole discretion) that your use is in any way harmful or objectionable, including, but not limited to:
- Publishing material or engaging in activity that is illegal under applicable law.
- Using the Services to overburden Intellei’s systems, as determined by us in our sole discretion.
- Disclosing the sensitive personal information of others.
- Sending spam or bulk unsolicited messages.
- Interfering with, disrupt, or attack any service or network.
- Distributing material that is or enables malware, spyware, adware, or other malicious code.
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t 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 someone else’s (including Intellei’s) rights.
We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.
You are entirely responsible for the content of, and any harm resulting from, that User Submission or your conduct. That is the case regardless of what form the User Submission takes, which includes, but is not limited to text, photo, video, audio, or code. By using Intellei, you represent and warrant that your User Submission and conduct do not violate these Terms.
By providing User Submissions to Intellei for inclusion in your chatbot, you grant Intellei a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt, and publish the User Submissions solely for the purpose of displaying, distributing, and promoting your chatbot. This license allows Intellei to make content available to third parties selected by Intellei (such as mobile messaging networks) so that these third parties can analyze and distribute your content through their services. Also, you grant visitors to your chatbot a license to access your User Submissions, and to use and exercise all rights in it, as permitted by the functionality of the Services.
You hereby grant Intellei a license to translate, modify (for technical purposes, such as to make content viewable across types of devices) and reproduce and otherwise act with respect to such User Submissions, to enable us to operate the Services. If you delete User Submissions, Intellei will use reasonable efforts to remove it from the Services, but you acknowledge that caching or references to the User Submissions may not be made immediately unavailable.
You agree that the licenses you grant are royalty-free, perpetual, sublicenseable, irrevocable, and worldwide.
Intellei has the right (though not the obligation) to, in Intellei’s sole discretion, (i) refuse or remove any User Submission that, in Intellei’s reasonable opinion, violates any Intellei policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Services to any individual or entity for any reason.
Finally, you understand and agree that Intellei, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.
Intellei reserves the right to display attribution links to Intellei within your chatbot. Attribution links may only be hidden if stated by your individual contract. In addition, you hereby grant Intellei a nonexclusive license to list and describe any chatbots you create using the Services in Intellei’s marketing materials (such as on Intellei’s web site).
Responsibility of Visitors
When you chat with a chatbot powered by Intellei, you will view Content that is provided by our customers. Intellei has not reviewed, and cannot review, all of the Content submitted to our Services, and cannot therefore be responsible for what is in the Content or its effects. By operating our Services, Intellei does not represent or imply that it endorses the Content, or that we believe the Content to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Intellei disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted.
Third Party Websites and Services
Intellei has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, Intellei will not and cannot monitor, verify, censor or edit the content of any third party site or service. By using the Services, you release and hold us harmless from any and all liability arising from your use 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, data collection and sharing, 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 of these third parties. You agree that Intellei shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
If there is a dispute between participants on this site, or between users and any third party, you agree that Intellei is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Intellei, its officers, employees, agents, and successors 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 says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”
The use of the Services may interact with Facebook in some way. When it does, your use of the Services is also governed by and subject to the Facebook Platform Policies (located at https://developers.facebook.com/policy) and Facebook Commerce Product Merchant Agreement (currently located here: https://www.facebook.com/legal/commerce_product_merchant_agreement), which are hereby incorporated by reference and are a part of these Terms. You are solely responsible and liable for complying with the Facebook Platform Policies and Facebook Commerce Product Merchant Agreement.
Copyright Infringement and DMCA Policy
As Intellei asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Intellei or its chatbots violates your copyright, you are encouraged to notify Intellei. Intellei will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Intellei will terminate a user’s access to and use of the Services if, under appropriate circumstances, the user is determined to be a repeat infringer of the copyrights or other intellectual property rights of Intellei or others. In the case of such termination, Intellei will have no obligation to provide a refund of any amounts previously paid to Intellei.
This Agreement does not transfer from Intellei to you any Intellei or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Intellei. Intellei, the Intellei logo, and all other trademarks, service marks, graphics and logos used in connection with Intellei or our Services, are trademarks or registered trademarks of Intellei or Intellei’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Intellei or third-party trademarks.
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will do our best to let you know in advance, but this isn’t always practical. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties
Our Services are provided “as is.” Intellei and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Intellei nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
Jurisdiction and Applicable Law
Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the District of Columbia, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the district and federal courts located in Washington, DC.
Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Washington, DC, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.
Limitation of Liability
In no event will Intellei, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Intellei under this Agreement during the twelve (12) month period prior to the cause of action. Intellei shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty
US Economic Sanctions
You expressly represent and warrant that your use of our Services and or associated services and products is not contrary to applicable U.S. Sanctions. Such use is prohibited, and Intellei reserves the right to terminate accounts or access of those in the event of a breach of this condition.
You agree to indemnify and hold harmless Intellei, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Intellei and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Intellei, or by the posting by Intellei of a revised version.
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Intellei may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.