TERMS OF USE

Unless otherwise specified, the terms of use detailed in this section apply generally when using this Website.

Single or additional conditions of use or access may apply in specific scenarios and in such cases are additionally indicated within this document.

By using this Website, Users confirm to meet the following requirements:

• There are no restrictions for Users in terms of being Consumers or Business Users;

Content on this Website

Unless where otherwise specified or clearly recognizable, as between the parties, all content available on this Website is owned or provided by the Owner or its licensors.

The Owner believes that the content provided on this Website infringes no applicable legal provisions or third-party rights. However, it may not always be possible to achieve such a result. In such cases, without prejudice to any legal prerogatives of Users to enforce their rights, Users are kindly asked to preferably report related complaints using the contact details provided in this document.

Rights regarding content on this Website - All rights reserved

The Owner holds and reserves all intellectual property rights for any such content.

Users may not therefore use such content in any way that is not necessary or implicit in the proper use of the Service.

In particular, but without limitation, Users may not copy, download, share (beyond the limits set forth below), modify, translate, transform, publish, transmit, sell, sublicense, edit, transfer, or assign to third parties or create derivative works from the content available on this Website, nor allow any third party to do so through the User or their device, even without the User's knowledge.

Where explicitly stated on this Website, the User may download, copy, or share some content available through this Website for your sole personal and non-commercial use and provided that the copyright attributions and all the other attributions requested by the Owner are correctly implemented.

Any applicable statutory limitation or exception to copyright shall stay unaffected.

Age Requirements

If you’re under the age of 18 or under the age required in your home state or country to legally manage your own api.traversaal.ai account, you must have your parent or legal guardian’s permission to use api.traversaal.ai. Please have your parent or legal guardian read these terms with you. If you’re a parent or legal guardian, and you allow your child to use the api.traversaal.ai’s services, then these terms apply to you and you’re responsible for your child’s activity on the services. Some api.traversaal.ai services may have additional age requirements as described in the terms for those services.

Access to external resources

Through this Website, Users may have access to external resources provided by third parties. Users acknowledge and accept that the Owner has no control over such resources and is therefore not responsible for their content and availability.

Conditions applicable to any resources provided by third parties, including those applicable to any possible grant of rights in content, result from each third parties’ terms and conditions or, in the absence of those, applicable law.

Acceptable use

This Website and the Service may only be used within the scope of what they are provided for, under these Terms and applicable law.

Users are solely responsible for making sure that their use of this Website or the Service violates no applicable law, regulations, or third-party rights.

Therefore, the Owner reserves the right to take any appropriate measure to protect its legitimate interests including by denying Users access to this Website or the Service, terminating contracts, reporting any misconduct performed through this Website or the Service to the competent authorities – such as judicial or administrative authorities - whenever Users engage or are suspected to engage in any of the following activities:

• violate laws, regulations, or these Terms;
• infringe any third-party rights;
• considerably impair the Owner’s legitimate interests;
• offend the Owner or any third party.

Controls limit misuse of plans resulting in excessive calls.

Liability and indemnification

Australian Users

Limitation of liability

Nothing in these Terms excludes, restricts or modifies any guarantee, condition, warranty, right or remedy which the User may have under the Competition and Consumer Act 2010 (Cth) or any similar State and Territory legislation and which cannot be excluded, restricted or modified (non-excludable right). To the fullest extent permitted by law, our liability to the User, including liability for a breach of a non-excludable right and liability which is not otherwise excluded under these Terms of Use, is limited, at the Owner’s sole discretion, to the re-performance of the services or the payment of the cost of having the services supplied again.

US and All Other Users

Disclaimer of Warranties

This Website is provided strictly on an “as is” and “as available” basis. Use of the Service is at Users’ own risk. To the maximum extent permitted by applicable law, the Owner expressly disclaims all conditions, representations, and warranties — whether express, implied, statutory, or otherwise, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose, satisfactory quality, title, or non-infringement of third-party rights. No advice or information, whether oral or written, obtained by user from owner or through the Service will create any warranty not expressly stated herein.

Without limiting the foregoing, the Owner, its subsidiaries, affiliates, licensors, officers, directors, agents, co-branders, partners, suppliers, and employees do not warrant that the content is accurate, reliable, or correct; that the Service will meet Users’ requirements; that the Service will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Service is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the Service is downloaded at users own risk and users shall be solely responsible for any damage to Users’ computer system or mobile device or loss of data that results from such download or Users’ use of the Service.

The Owner does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Service or any hyperlinked website or service, and the Owner shall not be a party to or in any way monitor any transaction between Users and third-party providers of products or services.

The Service may become inaccessible or it may not function properly with Users’ web browser, mobile device, and/or operating system. The owner cannot be held liable for any perceived or actual damages arising from Service content, operation, or use of this Service.

Federal law, some states, and other jurisdictions, do not allow the exclusion and limitations of certain implied warranties. The above exclusions may not apply to Users. This Agreement gives Users specific legal rights, and Users may also have other rights which vary from state to state. The disclaimers and exclusions under this agreement shall not apply to the extent prohibited by applicable law.

Limitations of liability

To the maximum extent permitted by applicable law, in no event shall the Owner, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers, and employees be liable for

• any indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, the Service; and
• any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of the Service or User account or the information contained therein;
• any errors, mistakes, or inaccuracies of content;
• personal injury or property damage, of any nature whatsoever, resulting from User access to or use of the Service;
• any unauthorized access to or use of the Owner’s secure servers and/or any and all personal information stored therein;
• any interruption or cessation of transmission to or from the Service;
• any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Service;
• any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Service; or
• the defamatory, offensive, or illegal conduct of any User or third party.

In no event shall the Owner, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount paid by User to the Owner hereunder in the preceding 12 months, or the period of duration of this agreement between the Owner and User, whichever is shorter. If User did not pay owner any amounts in the preceding months, then Owner's total aggregate liability shall not exceed the greater of: $5 per user and the minimum amount required by law for enforceability.

This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liaAres Search API Termsbility, or any other basis, even if company has been advised of the possibility of such damage.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to User. The terms give User specific legal rights, and User may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.

Indemnification

The User agrees to defend, indemnify and hold the Owner and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers, and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from

• User’s use of and access to the Service, including any data or content transmitted or received by User;
• User’s violation of these terms, including, but not limited to, User’s breach of any of the representations and warranties set forth in these terms;
• User’s violation of any third-party rights, including, but not limited to, any right of privacy or intellectual property rights;
• User’s violation of any statutory law, rule, or regulation;
• any content that is submitted from User’s account, including third party access with User’s unique username, password or other security measure, if applicable, including, but not limited to, misleading, false, or inaccurate information;
• User’s willful misconduct; or
• statutory provision by User or its affiliates, officers, directors, agents, co-branders, partners, suppliers and employees to the extent allowed by applicable law.

Common provisions

No Waiver

The Owner’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.

Service interruption

To ensure the best possible service level, the Owner reserves the right to interrupt the Service for maintenance, system updates, or any other changes, informing the Users where it deems appropriate.

Within the limits of law, the Owner may also decide to suspend or terminate the Service altogether. If the Service is terminated, the Owner will cooperate with Users to enable them to withdraw Personal Data or information to the extent required by applicable law.

Additionally, the Service might not be available due to reasons outside the Owner’s reasonable control, such as “force majeure” (eg. labor actions, infrastructural breakdowns, or blackouts, etc.).

Service reselling

Users may not reproduce, duplicate, copy, sell, resell, or exploit any portion of this Website and of its Service without the Owner’s express prior written permission, granted either directly or through a legitimate reselling program.

Privacy policy

To learn more about how we process personal data, you may refer to the privacy policy of this Website atapi.traversaal.ai/legal/privacy

Intellectual property rights

Without prejudice to any more specific provision of these Terms, any intellectual property rights, such as copyrights, trademark rights, patent rights and design rights related to this Website are, as between the parties, the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties relating to intellectual property.

All trademarks — nominal or figurative — and all other marks, trade names, service marks, word marks, illustrations, images, or logos appearing in connection with this Website are, and remain, as between the parties, the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties related to intellectual property.

Changes to these Terms

The Owner reserves the right to amend or otherwise modify these Terms at any time. In such cases, the Owner will appropriately inform the User of these changes.

Such changes will only affect the relationship with the User for the future.

The continued use of the Service will signify the User’s acceptance of the revised Terms. If Users do not wish to be bound by the changes, they must stop using the Service. Failure to accept the revised Terms, may entitle either party to terminate the Agreement.

The applicable previous version will govern the relationship prior to the User's acceptance. The User can obtain any previous version from the Owner.

If required by applicable law, the Owner will specify the date by which the modified Terms will enter into force.

Assignment of contract

The Owner reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these Terms, taking the User’s legitimate interests into account. Provisions regarding changes of these Terms will apply accordingly.

Users may not assign or transfer their rights or obligations under these Terms in any way, without the written permission of the Owner.

Contacts

All communications relating to the use of this Website must be sent using the contact information stated in this document.

Severability

Should any provision of these Terms be deemed or become invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.

EU Users

Should any provision of these Terms be or be deemed void, invalid or unenforceable, the parties shall do their best to find, in an amicable way, an agreement on valid and enforceable provisions thereby substituting the void, invalid or unenforceable parts. In case of failure to do so, the void, invalid or unenforceable provisions shall be replaced by the applicable statutory provisions, if so permitted or stated under the applicable law.

Without prejudice to the above, the nullity, invalidity or the impossibility to enforce a particular provision of these Terms shall not nullify the entire Agreement, unless the severed provisions are essential to the Agreement, or of such importance that the parties would not have entered into the contract if they had known that the provision would not be valid, or in cases where the remaining provisions would translate into an unacceptable hardship on any of the parties.

US Users

Any such invalid or unenforceable provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent. These Terms constitute the entire Agreement between Users and the Owner with respect to the subject matter hereof, and supersede all other communications, including but not limited to all prior agreements, between the parties with respect to such subject matter. These Terms will be enforced to the fullest extent permitted by law.

Notice to California Residents

If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

Governing law

These Terms are governed by the laws of California, USA, without regard to conflict of laws principles.

Venue of jurisdiction

The exclusive competence to decide on any controversy resulting from or connected to these Terms lies in Santa Clara County, California, USA.

Ares Search API Terms

Welcome, and thank you for your interest in Traversaal.ai, Inc. (“api.traversaal.ai,” “Traversaal” “we,” or “us”) and our website at www.api.traversaal.ai, along with our related API's, websites, networks, applications, mobile applications, and other services provided by us (collectively, the “Service”). This api.traversaal.ai Search API Agreement is a legally binding contract between you (“you”, “your”) and Traversaal.ai regarding your use of the Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

BY CLICKING “I ACCEPT,” OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE,YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING Traversaal.ai'S PRIVACY POLICY (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND Traversaal.ai'S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY Traversaal.ai AND BY YOU TO BE BOUND BY THESE TERMS.

1. Definitions
1. "API" means the api.traversaal.ai Search API application programming interface, any API Documentation and other API Materials made available to you by api.traversaal.ai, including, without limitation, through the website and pages on the api.traversaal.ai domain (collectively, the “Website”), including any Updates.
2. "API Documentation" means the API documentation made available to you by api.traversaal.ai from time to time, including, without limitation, through the Website, including any Updates.
3. "API Key" means the security key api.traversaal.ai makes available for you to access the API.
4. “API Materials” means any information or data made available to you through the API or by any other means authorized by api.traversaal.ai, and any copied and derivative works thereof, including any Content.
5. "Applications" means any applications developed by you to interact with the API.
6. “Content” means any search results, images, data, third party content, or other content that api.traversaal.ai makes available to you via the api.traversaal.ai Offering.
7. "api.traversaal.ai Marks" means api.traversaal.ai's proprietary trademarks, trade names, branding, or logos made available for use in connection with the API pursuant to this Agreement.
8. "api.traversaal.ai Offering" means api.traversaal.ai's software described at the Website.
9. “Services” means the API made available that provides access to the Content, the api.traversaal.ai Offering, and any API Materials and API Documentation.
10. "Updates" means any updates, bug fixes, patches, or other error corrections to the API that api.traversaal.ai generally makes available free of charge to all licensees of the API.
11. “Website” means the api.traversaal.ai's website at api.traversaal.ai and any subdomains.
2. License
   1. License Grants.Subject to and conditioned on your payment of Fees and compliance with all terms and conditions in this Agreement, api.traversaal.ai hereby grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license during the term of the Agreement to use the Services to do the following: (i) use the API solely for the purposes of internally developing the Applications that will communicate and interoperate with the api.traversaal.ai Offering; (ii) to Use the API; and (iii) subject to the express prior permission of api.traversaal.ai, display certain api.traversaal.ai Marks in compliance with usage guidelines that api.traversaal.ai may specify from time to time solely in connection with the use of the API and the Applications and not in connection with the advertising, promotion, distribution, or sale of any other products or services. API Materials may be used to answer queries on your website, but not to train AI models, and may not be stored for later re-use.
   2. Use Restrictions. You shall not use the Services, the API or any api.traversaal.ai Mark for any purposes beyond the scope of the license granted in this Agreement. Without limiting the foregoing and except as expressly set forth in this Agreement or in any written modification by api.traversaal.ai of this Agreement, you shall not at any time, and shall not permit others to:
      1. store the results of the API or any derivative works of the API (which reference includes, for avoidance of doubt, any API Materials and Content), in whole or in part;
      2. rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the API, in whole or in part;
      3. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the API, in whole or in part;
      4. circumvent or bypass rate limits or service limits through any method, including by creating multiple accounts;
      5. remove any proprietary notices from the API;
      6. use the API in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law;
      7. enter into a licensing agreement that conflicts with this Agreement;
      8. use the API in any manner that harms the api.traversaal.ai, including without limitation, api.traversaal.ai's products, services, infrastructure, brand, or goodwill;
      9. combine or integrate the API with any software, technology, services, or materials not authorized by api.traversaal.ai;
      10. design or permit the Applications to disable, override, or otherwise interfere with any api.traversaal.ai-implemented communications to end users, consent screens, user settings, alerts, warning, or the like;
      11. use the API in any of the Applications to replicate or attempt to replace the user experience of the api.traversaal.ai Offering;
      12. attempt to cloak or conceal your identity or the identity of the Applications when requesting authorization to use the API;
      13. copy, store, archive, cache, or create a database of the Content, in whole or in part;
      14. redistribute, resell, or sublicense the Content;
      15. use the Content as part of any machine learning or similar algorithmic activity;
      16. use the Content to create, train, evaluate, or improve new or existing services that the you or third parties might offer; or
      17. upon termination, cancellation, expiration, or other conclusion of this Agreement, retain, or fail to destroy, any and all API Materials in your possession and control.
   3. Enterprise Access. api.traversaal.ai may in writing vary these terms if Customer is offering the Services to enterprise users (“Enterprise Clients”).
   4. Reservation of Rights. api.traversaal.ai reserves all rights not expressly granted to you in this Agreement, including the right to change rate limits, the size and structure of request responses, and how much Content is provided in the response. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants to you or any third party, by implication, waiver, estoppel, or otherwise, any intellectual property rights or other right, title, or interest in or to the API.
3. Your Responsibilities
   1. You are responsible and liable for all uses of the API resulting from access provided by you, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, you are responsible for all acts and omissions of your end users in connection with the Application and their use of the API, if any. Any act or omission by your end user that would constitute a breach of this Agreement if taken by you will be deemed a breach of this Agreement by you. You shall make reasonable efforts to make all of your end users aware of this Agreement's provisions applicable to such end user's use of the API and shall cause end users to comply with such provisions.
   2. You must obtain an API Key from api.traversaal.ai to use and access the API. You may not share the API Key with any third party, must keep the API Key and all log-in information secure, and must use the API Key as your sole means of accessing the API. The API Key may be revoked at any time by api.traversaal.ai. In the event of an unauthorized use of the API Key by a third party, the party from whom unauthorized access was taken must inform the other party through the method of Notice set forth in this Agreement.
   3. You shall comply with all terms and conditions of this Agreement, all applicable laws, rules, and regulations, and all guidelines, standards, and requirements that api.traversaal.ai may post on this Website, in any documentation and elsewhere from time to time. You shall monitor the use of the Applications for any activity that violates applicable laws, rules, and regulations or any terms and conditions of this Agreement, including any fraudulent, inappropriate, or potentially harmful behavior, and promptly restrict any offending users of the Applications from further use of the Applications. You are solely responsible for posting any privacy notices and obtaining any consents from your end users required under applicable laws, rules, and regulations for their use of the Applications.
   4. You shall not use the API in connection with or to promote any products, services, or materials that constitute, promote, or are used primarily for the purpose of dealing in spyware, adware, or other malicious programs or code, counterfeit goods, items subject to US embargo, unsolicited mass distribution of email, multi-level marketing proposals, hate materials, hacking, surveillance, interception, or descrambling equipment, libelous, defamatory, obscene, abusive, or otherwise offensive content, stolen products, and items used for theft, hazardous material, or any illegal activities.
   5. You will use commercially reasonable efforts to safeguard the API, which reference includes (for avoidance of doubt) any API Materials and Content (including, in each case, all copies of the foregoing) from infringement, misappropriation, theft, misuse, disclosure, copying, or unauthorized access. You will promptly notify api.traversaal.ai if you become aware of any infringement of any intellectual property rights in the API and will fully cooperate with api.traversaal.ai in any legal action taken by api.traversaal.ai to enforce api.traversaal.ai's intellectual property rights.
   6. You may, in any end product utilizing the API, use the language “POWERED BY api.traversaal.ai” to describe the technology utilized by your product. api.traversaal.ai reserves the right to require you to control any use of api.traversaal.ai Marks on your site including, for example, by requiring you to display the api.traversaal.ai Marks, change the manner of display of api.traversaal.ai Marks or by revoking permission to display api.traversaal.ai Marks, or by directing you to comply with any usage guidelines api.traversaal.ai may specify from time to time. Your use of the api.traversaal.ai Marks in connection with this Agreement will not create any right, title, or interest in or to the api.traversaal.ai Marks in favor of you and all goodwill associated with the use of the api.traversaal.ai Marks will inure to the benefit of api.traversaal.ai. You shall not make any statement regarding use of the API or use the api.traversaal.ai Marks in any way that would suggest partnership with, sponsorship by, or endorsement by api.traversaal.ai without api.traversaal.ai's prior written consent, which may be granted or withheld in api.traversaal.ai's sole discretion. Unless we agree otherwise, you agree that we may use your company or product name, screenshots of your Application, or other content or depictions in the course of marketing, promoting, or demonstrating the API.
4. Updates
   1. Fees; Order Form Terms. You shall pay api.traversaal.ai the fees ("Fees") set forth on the Website. Fees are due in advance of the applicable subscription term. Some fees correspond to credits for API calls. Fees may be paid electronically via methods made available on the Services. Credits for API calls purchased but unused during a subscription term may continue to be used by you for up to 1 year after termination. Credits are nontransferable and nonrefundable. Your use of credits after termination is subject to all terms of this Agreement.
   2. We may change any and all prices at any time with 30 days' notice. All deposits and purchases are non-refundable. You shall make all payments in US dollars on or before the due date, by a means specified by api.traversaal.ai. All payments are non-refundable except as otherwise expressly provided in this Agreement or as required by law. If you fail to pay the Fees when due, api.traversaal.ai may charge interest on the past due amount at the rate of 1.5% per month, calculated daily and compounded monthly, or if lower, the highest rate permitted under applicable law, you shall reimburse api.traversaal.ai for all costs incurred by api.traversaal.ai in collecting any late payments or interest, including attorneys' fees, court costs, and collection agency fees, and api.traversaal.ai may in its discretion prohibit or suspend your access to the API, api.traversaal.ai Offering, Content, and any other Services until all past due amounts and interest have been paid, without incurring any obligation or liability to you or any other person by reason of such suspension or prohibition of access to the API, api.traversaal.ai Offering, Content, and any other Services, or may take any other action permitted by this Agreement, up to and including termination.
   3. Taxes. All Fees and other amounts payable by you under this Agreement are exclusive of taxes and similar assessments. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by you hereunder, other than any taxes imposed on api.traversaal.ai's income. If any taxes are to be withheld on payments you make to api.traversaal.ai, you may deduct such taxes from the amount owed to api.traversaal.ai and pay them to the appropriate taxing authority. You must promptly secure and deliver an official receipt for those withholdings and other documents api.traversaal.ai reasonably requests to claim a foreign tax credit or refund. You must ensure that any taxes withheld are minimized to the extent possible under applicable law.
5. Collections and Use of Information; Interruptions
6. api.traversaal.ai may collect certain information through the API or the api.traversaal.ai Offering about you or any of your employees, contractors, or agents. By accessing, using, and providing information to or through the API or the api.traversaal.ai Offering, you consent to all actions taken by api.traversaal.ai with respect to your information in compliance with the then-current version of api.traversaal.ai's privacy policy and data protection requirements, available at api.traversaal.ai/legal/privacy. 6.2 Our Services are operational 24 hours a day and 7 days a week. You recognize that this accessibility may however be interrupted in case of technical difficulties or force majeure (see below). api.traversaal.ai shall not be held responsible for network or power failures, which would impede or degrade access to our Services. We reserve the right to interrupt, suspend momentarily, or modify without prior notice access to all or parts of the Services. Our Services are evolving. As such, the Services may change from time to time, at our discretion.Intellectual Property Ownership; Confidentiality.
7. You acknowledge that, as between you and api.traversaal.ai, api.traversaal.ai and its licensors own all rights, title, and interest, including all intellectual property rights, in and to the API (including API Documentation, API Materials and any Content), the api.traversaal.ai Offering, and the api.traversaal.ai Marks. The terms of this Agreement (including without limitation pricing) and API Materials, API Documentation, and any software or other technology related to the Services are the confidential information of api.traversaal.ai. You may not disclose nor use any api.traversaal.ai confidential information except as expressly provided in this Agreement.Feedback.
8. If you or any of your employees, contractors, and agents send or transmit any communications or materials to api.traversaal.ai by mail, email, telephone, or otherwise, suggesting or recommending changes to the API, the api.traversaal.ai Offering, or the api.traversaal.ai Marks, including without limitation, new features or functionality, or any comments, questions, suggestions, or the like (“Feedback”), all such Feedback is and will be treated as non-confidential and you hereby assign to api.traversaal.ai on your behalf, and on behalf of your employees, contractors, and agents, all right, title, and interest in, and api.traversaal.ai is free to use, without any attribution or compensation to you or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever. api.traversaal.ai is not required to use any Feedback.Disclaimer of Warranties.
9. You use the Services entirely at your own risk. THE SERVICES ARE PROVIDED "AS IS," "WHERE IS," "AS AVAILABLE," WITH ALL FAULTS, AND api.traversaal.ai SPECIFICALLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. api.traversaal.ai SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SATISFACTORY QUALITY, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. api.traversaal.ai MAKES NO WARRANTY OF ANY KIND THAT THE API, CONTENT, api.traversaal.ai OFFERINGS, OR api.traversaal.ai MARKS, OR ANY PRODUCTS OR RESULTS OF THEIR USE, WILL MEET YOUR OR ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OF YOUR OR ANY THIRD PARTY'S SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. api.traversaal.ai IS NOT RESPONSIBLE FOR THE ACCURACY OR COMPLETENESS OF ANY DATA, INCLUDING WITHOUT LIMITATION IN ANY CONTENT. api.traversaal.ai does not warrant that the Services will operate uninterrupted or error free, that all errors will be corrected, that api.traversaal.ai will review your data for accuracy, or that it will maintain your data without loss. You may have other statutory rights, but any statutorily required warranties will be limited to the shortest legally permitted period.Indemnification.
10. You agree to indemnify, defend, and hold harmless api.traversaal.ai and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, arising from or relating to (a) your use or misuse of the API, api.traversaal.ai Offering, Content, or api.traversaal.ai Marks, (b) your breach of this Agreement, and (c) the Applications, including any end user's use thereof. In the event api.traversaal.ai seeks indemnification or defense from you under this provision, api.traversaal.ai will promptly notify you in writing of the claim(s) brought against api.traversaal.ai for which api.traversaal.ai seeks indemnification or defense. api.traversaal.ai reserves the right, at api.traversaal.ai's option and in api.traversaal.ai's sole discretion at your expense, to assume full control of the defense of claims with legal counsel of api.traversaal.ai's choice. You may not enter into any third-party agreement that would, in any manner whatsoever, constitute an admission of fault by api.traversaal.ai or bind api.traversaal.ai in any manner, without api.traversaal.ai's prior written consent. In the event api.traversaal.ai assumes control of the defense of such claim, api.traversaal.ai will not settle any such claim requiring payment from you without your prior written approval.Limitations of Liability.
11. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL api.traversaal.ai BE LIABLE TO YOU OR TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR (a) ANY LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS, OR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE API OR OTHERWISE UNDER THIS AGREEMENT; OR (b) ANY DAMAGES, IN THE AGGREGATE, IN EXCESS OF THE AMOUNT OF FEES PAID BY YOU TO api.traversaal.ai IN THE 12 MONTHS PRECEDING THE DATE OF THE CLAIM. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF api.traversaal.ai HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE OR api.traversaal.ai WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT MUST BE BROUGHT WITHIN THREE MONTHS AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO THE CLAIM.Term and Termination.
    1. Term. The term of this Agreement begins upon License's acceptance until termination.
    2. Suspension.api.traversaal.ai may suspend your use of and access to the API, Content, api.traversaal.ai Offering, or other Services immediately without notice, (i) if api.traversaal.ai reasonably believes that (A) your use would cause damage to, or represent an inordinate burden on, api.traversaal.ai; (B) you have violated any term of this Agreement; (C) you creates risk or possible legal exposure for api.traversaal.ai (in api.traversaal.ai's sole discretion); (D) the provision of the API, api.traversaal.ai Offering, or Services are no longer commercially viable (in api.traversaal.ai's sole discretion); (ii) for prolonged inactivity; (iii) if api.traversaal.ai is requested or directed to do so by any competent court of law or government authority; or (iv) for failure to pay for the Services. api.traversaal.ai shall have no liability for damages of any sort arising out of or resulting from any suspension for the reasons set out in this Section 12(b)
    3. Termination. Subscriptions will continue until terminated. you may terminate this agreement at any time by providing notice to api.traversaal.ai, such as by indicating its desire to cancel its subscription in its account settings. api.traversaal.ai reserves the right to terminate any subscription at any time with or without notice to you, for any reason or no reason, in its sole and absolute discretion.
    4. Effect of Expiration or Termination. Upon expiration or termination of this Agreement for any reason all licenses and rights granted to you under this Agreement will also terminate and you must cease using, destroy, and permanently erase all copies of the API and api.traversaal.ai Marks from all devices and systems you directly or indirectly controls. All outstanding payments, if any, will be automatically become due and payable.
    5. Survival. Any terms that by their nature are intended to continue beyond the termination or expiration of this Agreement, including without limitation Sections 2(b), 2(d), 3(a), 3(c), 3(d), 3(e), 5, 6, 7, 8, 9, 10, 11, 12(b), 12(d), 12(e), 13, will survive termination.
12. Miscellaneous
    1. Entire Agreement. This Agreement, together with any other documents incorporated by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this Agreement and any other documents incorporated herein by reference, this Agreement presides over any other documents incorporated herein by reference.
    2. Damages Not an Adequate Remedy. The parties declare that it is impossible to measure in money the damages that will accrue to api.traversaal.ai by reason of a failure by you to perform any of the obligations under this Agreement and therefore injunctive relief is appropriate. Any breach or threatened breach of this Agreement, and, in particular, of Section 2 and Section 3, may, in some cases, give rise to irreparable harm to api.traversaal.ai, for which monetary damages would not be an adequate remedy. As such, you agree that api.traversaal.ai shall, in addition to its other rights and remedies, at law or in equity, that may be available in respect of such breach, be entitled to equitable relief, including a temporary restraining order, injunction, specific performance, or any other relief that may be available from a court of competent jurisdiction. If api.traversaal.ai shall institute any action or proceeding to enforce the provisions of this Agreement, you hereby agrees that api.traversaal.ai shall be entitled to apply for any available remedy and irrevocably waives the claim or defense that such party has an adequate remedy at law, and you shall not urge in any such action or proceeding the claim or defense that such party has an adequate remedy at law.
    3. Force Majeure. api.traversaal.ai will not be in default if performance is delayed or prevented for reasons beyond its control, so long as it resumes performance as soon as practical.
    4. No Joint Venture. api.traversaal.ai and you are acting as independent contractors, and nothing in this Agreement will be construed as creating a partnership, franchise, joint venture, employer-employee or agency relationship.
    5. Notices. All notices under this Agreement (each, a "Notice") from you to api.traversaal.ai must be delivered to 5960 S Land Park Dr #1420 Sacramento, CA 95822 by overnight mail. All Notices from api.traversaal.ai to you will be electronically delivered to the email address associated with your Traversaal.ai Search API account. If you do not consent to receive Notices electronically, you must stop using api.traversaal.ai's Offering. Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving party, and (ii) if the party giving the Notice has complied with the requirements of this Section.
    6. Amendment and Modification; Waiver. No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each party. No waiver by any party of any of the provisions will be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this Agreement, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
    7. Severability. If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to affect the original intent of the Parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated by this Agreement be consummated as originally contemplated to the greatest extent possible.
    8. Governing Law and Jurisdiction. This agreement is governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of California. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. Any legal suit, action, or proceeding arising out of or related to this agreement or the licenses granted under this Agreement will be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in the city and County of Santa Clara, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
    9. Assignment. You may not assign or transfer any of your rights or delegate any of your obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law, or otherwise, without the prior written consent of api.traversaal.ai, which consent shall not be unreasonably withheld, conditioned, or delayed. Any purported assignment, transfer, or delegation in violation of this Section is null and void. api.traversaal.ai may assign or transfer all rights and obligations hereunder fully or partially without notice to you.

Latest update: January 31st, 2024