Strama

    Terms of Service

    These Terms of Service constitute an agreement (this "Agreement") by and between Strama AI Inc., a Corporation located at (the "Provider" or "Strama") and you (the "Customer"). Customer's use of Provider's web-based chat experience platform (the "Service") are governed by this Agreement and any active subscription to access such Service (a "Subscription"). This Agreement is effective as of the date Customer accesses the Service (the "Effective Date").

    Please read this Agreement carefully before accessing or using the Service. By accessing or using any part of the Service, you agree to be bound by this Agreement. If you do not agree to all the terms and conditions of this Agreement, you may not access or use the Services.

    1. THE SERVICE.
    1. Use of the Service. During the Term (as defined in Section 10.1) Customer, and any individual who uses the Service on Customer's behalf or through Customer's account or passwords (a "User"), may access and use the Service pursuant to the terms of any outstanding Subscription, including such features and functions as the Subscription requires.
    2. PAYMENT.
    1. Subscription Fees. Customer shall pay Strama the fee set forth in each Subscription (the "Subscription Fee") for each Term.
    3. CUSTOMER'S RESPONSIBILITIES & RESTRICTIONS.
    1. Acceptable Use.
      Customer shall not: (a) use the Service in any way to facilitate or allow third parties to exploit the Service; (b) provide Service passwords or other log-in information to any third party; (c) share non-public Service features or content with any third party; (d) access the Service in order to build a competitive product or service, to build a product using similar ideas, features, functions or graphics of the Service, or to copy any ideas, features, functions or graphics of the Service; or (e) engage in web scraping or data scraping on or related to the Service, including without limitation collection of information through any software that simulates human activity or any bot or web crawler.
    2. Unauthorized Access. Customer shall take reasonable steps to prevent unauthorized access to the Service, including without limitation by protecting its passwords and other log-in information. Customer shall notify Strama immediately of any known or suspected unauthorized use of the Service or breach of its security and shall use best efforts to stop said breach.
    3. Compliance with Laws. In its use of the Service, Customer shall comply with all applicable laws.
    4. Users & Service Access. Customer is responsible and liable for: (a) Users' use of the Service, including without limitation unauthorized User conduct and any User conduct that would violate the requirements of this Agreement applicable to Customer; and (b) any use of the Service through Customer's account, whether authorized or unauthorized.
    4. IP & FEEDBACK.
    1. IP Rights to the Service. Strama retains all right, title, and interest in and to the Service, including without limitation all software used to provide the Service and all graphics, user interfaces, logos, and trademarks reproduced through the Service.
      This Agreement does not grant Customer any intellectual property license or rights in or to the Service or any of its components, except to the limited extent that such rights are necessary for Customer's use of the Service as specifically authorized by this Agreement.
    2. Feedback. Strama has not agreed to and does not agree to treat as confidential any Feedback (as defined below) that Customer, or its Users give Strama, and nothing in this Agreement or in the parties' dealings arising out of or related to this Agreement will restrict Strama's right to use, profit from, disclose, publish, keep secret, or otherwise exploit Feedback, without compensating or crediting Customer. Feedback will not be considered Customer's trade secret or Confidential Information.
      ("Feedback" refers to any suggestion or idea for improving or otherwise modifying any of Strama's products or services.)
    5. CONFIDENTIAL INFORMATION
    1. Definition. "Confidential Information" means, without limitation, any proprietary information, customer information, product plans, inventions, technical data, trade secrets, know-how, the terms of this Agreement, Customer Data, or other business information, in each case disclosed or made available by a party ("Discloser") to the other party ("Recipient") whether orally or in writing hereunder.
    2. Non-Use and Non-Disclosure. The Recipient shall not disclose such Confidential Information to any third party and protect the confidentiality of the Confidential Information with at least the same degree of care as Recipient uses to protect its own Confidential Information of a like nature, but no less than a reasonable degree of care.
      Notwithstanding the foregoing, Recipient may disclose Confidential Information solely to the extent necessary to comply with a court order or as otherwise required by law or a government body, provided that Recipient must give Discloser prompt written notice and obtain or allow for a reasonable effort by Discloser to obtain a protective order prior to disclosure.
    3. Exclusions.
      The obligations with respect to Confidential Information shall not apply with respect to Confidential Information Recipient can demonstrate: (i) is now or becomes publicly available through no fault of Recipient; (ii) is lawfully obtained from a third party without a duty of confidentiality; (iii) is known to Recipient without obligation of confidentiality prior to such disclosure; or (iv) is, at any time, independently developed by Recipient without use of Discloser's Confidential Information.
    6. REPRESENTATIONS & WARRANTIES.
    1. From Customer. Customer represents and warrants that: (a) it has the full right and authority to enter into, execute, and perform its obligations under this Agreement; (b) it has accurately identified itself and it has not provided any inaccurate information about itself to or through the Service; and (c) it is a corporation, the sole proprietorship of an individual 18 years or older, or another entity authorized to do business pursuant to applicable law.
    2. Warranty Disclaimers. CUSTOMER ACCEPTS THE SERVICE "AS IS," WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
      STRAMA DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL PERFORM WITHOUT INTERRUPTION OR ERROR; AND STRAMA DOES NOT REPRESENT OR WARRANT THAT THE SERVICE IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT CUSTOMER DATA WILL REMAIN PRIVATE OR SECURE.
    7. INDEMNIFICATION.
    1. Indemnification. Customer shall defend, indemnify, and hold harmless Strama against any third party claim, suit, or proceeding arising out of or related to Customer's alleged or actual use of, misuse of, or failure to use the Service.
    8. LIMITATION OF LIABILITY.
    1. Dollar Cap. STRAMA'S CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRIOR TO THE ACT GIVING RISE TO LIABILITY.
    2. Excluded Damages. EXCEPT FOR A BREACH OF SECTION 5 OF THIS AGREEMENT, IN NO EVENT WILL STRAMA BE LIABLE FOR LOST PROFITS OR LOSS OF BUSINESS OR FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT.