Terms of Use

These Terms of Use ("Terms") apply to your use of RapidKT's websites, services, along with any associated software applications and websites (all together, "Services"). These Terms form an agreement between you and RapidKT, Inc. ("Company"), a New York corporation, and they include our Service Terms⁠ and important provisions for resolving disputes through arbitration. By using our Services, you agree to these Terms.

Our Privacy Policy explains how we collect and use personal information. Although it does not form part of these Terms, it is an important document that you should read.

I. USING OUR SERVICES

  1. You agree to access and use Services only for lawful purposes. You are solely responsible for the knowledge of and adherence to any and all laws, statutes, rules and regulations pertaining to your use of Services. By accessing Services, you agree that you will not:
    1. use Services to commit a criminal offense or to encourage others to engage in any conduct which would constitute a criminal offense;
    2. use Services in a way to give rise to civil liability or encourage others to engage in any conduct which would give rise to civil liability;
    3. use Services to impersonate other parties or entities;
    4. use Services to upload any content that contains a software virus, "Trojan Horse" or any other computer code, files, or programs that may alter, damage, or interrupt the functionality of Services or the hardware or software of any other person who accesses Services;
    5. upload, post, email, or otherwise transmit any materials that you do not have a right to transmit under any law or contractual relationship;
    6. alter, damage, or delete any content posted on Services;
    7. disrupt Services or its servers or networks in any way; or
    8. claim a relationship with or represent any business, association, or other organization with which you are not authorized to claim such a relationship or to represent.
  2. The Company reserves the right to suspend any Services account and/or suspend access to Services if the Company has reason to believe that the account/access is being used for any of the prohibited purposes enumerated in Section I(A)(1-8) above. The Company shall provide notice of such suspension if you have provided the Company with an email or other electronic address or mail address when accessing Services. (Notice shall be given to you at (one of) the address(es) provided.)
  3. Our Services may allow you to download software, such as mobile applications, which may update automatically to ensure you're using the latest version. Our software may include open source software that is governed by its own licenses that we've made available to you.
  4. Our services may include third party software, products, or services, ("Third Party Services") and some parts of our Services, may include output from those services ("Third Party Output"). Third Party Services and Third Party Output are subject to their own terms, and we are not responsible for them.

II. YOUR PASSWORDS AND ACCOUNT SECURITY

  1. You agree and understand that you are responsible for maintaining the security and confidentiality of passwords associated with any account you use with Services.
  2. Accordingly, you agree that you will be solely responsible to the Company for all activities that occur under your account.
  3. If you become aware of any unauthorized use of your password or of your account, you agree to notify the Company immediately by emailing security@rapidkt.com.
  4. The Company reserves the right to suspend your account if the Company deems you are using the account in violation of either Article I or II of the TERMS.

III. INFORMATION YOU PROVIDE

In order to use certain aspects of Services, you may be required to provide information about yourself. You agree that any information you give to the Company will always be accurate, correct and up to date. To learn how the Company may use such information, please read Privacy Policy.

IV. CONTENT

  1. You may provide input to the Services ("Input"), and receive output from the Services based on the Input ("Output"). Input and Output are collectively "Content." You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to our Services.
  2. As between you and Company, and to the extent permitted by applicable law, you (a) retain your ownership rights in Input and (b) own the Output. Company hereby assigns to you all our right, title, and interest, if any, in and to Output.
  3. Due to the nature of our Services and artificial intelligence generally, output may not be unique and other users may receive similar output from our Services. Our assignment above does not extend to other users' output or any Third Party Output.
  4. Company may use Content to provide, maintain, develop, and improve our Services, comply with applicable law, enforce our terms and policies, and keep our Services safe.
  5. Artificial intelligence and machine learning are rapidly evolving fields of study. Given the probabilistic nature of machine learning, use of our Services may, in some situations, result in Output that does not accurately reflect real people, places, or facts.
  6. When you use our Services you understand and agree:
    1. Output may not always be accurate. You should not rely on Output from our Services as a sole source of truth or factual information, or as a substitute for professional advice.
    2. You must evaluate Output for accuracy and appropriateness for your use case, including using human review as appropriate, before using or sharing Output from the Services.
    3. You must not use any Output relating to a person for any purpose that could have a legal or material impact on that person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them.
    4. Our Services may provide incomplete, incorrect, or offensive Output that does not represent Company's views. If Output references any third party products or services, it doesn't mean the third party endorses or is affiliated with Company.

V. DISCLAIMER OF WARRANTIES

OUR SERVICES ARE PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND DISCLAIM ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THAT ANY CONTENT WILL BE SECURE OR NOT LOST OR ALTERED. YOU ACCEPT AND AGREE THAT ANY USE OF OUTPUTS FROM OUR SERVICE IS AT YOUR SOLE RISK AND YOU WILL NOT RELY ON OUTPUT AS A SOLE SOURCE OF TRUTH OR FACTUAL INFORMATION, OR AS A SUBSTITUTE FOR PROFESSIONAL ADVICE.

VI. LIMITATION OF LIABILITY

NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Some countries and states do not allow the disclaimer of certain warranties or the limitation of certain damages, so some or all of the terms above may not apply to you, and you may have additional rights. In that case, these Terms only limit our responsibilities to the maximum extent permissible in your country of residence.

VII. INDEMNITY

If you are a business or organization, to the extent permitted by law, you will indemnify and hold harmless us, our affiliates, and our personnel, from and against any costs, losses, liabilities, and expenses (including attorneys' fees) from third party claims arising out of or relating to your use of the Services and Content or any violation of these Terms.

VIII. DISPUTE RESOLUTION

YOU AND COMPANY AGREE TO THE FOLLOWING MANDATORY ARBITRATION PROVISIONS.

  1. You and Company agree to resolve any claims arising out of or relating to these Terms or our Services, regardless of when the claim arose, even if it was before these Terms existed (a "Dispute"), through final and binding arbitration.
  2. We would like to understand and try to address your concerns prior to formal legal action. Before either of us files a claim against the other, we both agree to try to resolve the Dispute informally. You agree to do so by sending us notice at legal@rapidkt.com. We will do so by sending you notice to the email address associated with your account. If we are unable to resolve a Dispute within 60 days, either of us has the right to initiate arbitration. We also both agree to attend an individual settlement conference if either party requests one during this time. Any statute of limitations will be tolled during this informal resolution process.
  3. If we are unable to resolve the Dispute, either of us may commence arbitration with National Arbitration and Mediation ("NAM") under its Comprehensive Dispute Resolution Rules and Procedures. Company will not seek attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous. The activities described in these Terms involve interstate commerce and the Federal Arbitration Act will govern the interpretation and enforcement of these arbitration terms and any arbitration.
  4. The arbitration will be conducted by videoconference if possible, but if the arbitrator determines a hearing should be conducted in person, the location will be mutually agreed upon, in the county where you reside, or as determined by the arbitrator, unless the batch arbitration process applies. The arbitration will be conducted by a sole arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of New York. The arbitrator will have exclusive authority to resolve any Dispute, except the state or federal courts of New York, NY have the authority to determine any Dispute about enforceability, validity of the class action waiver, or requests for public injunctive relief, as set out below. Any settlement offer amounts will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any. The arbitrator has the authority to grant motions dispositive of all or part of any Dispute.
  5. This section does not require informal dispute resolution or arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement or misappropriation.
  6. If any part of these arbitration terms is found to be illegal or unenforceable, the remainder will remain in effect.

IX. COPYRIGHT COMPLAINTS

  1. If you believe that your intellectual property rights have been infringed, please send notice to the address listed for the Company in NYS corporation and business entity database. We may delete or disable content that we believe violates these Terms or is alleged to be infringing and will terminate accounts of repeat infringers where appropriate.

  2. Written claims concerning copyright infringement must include the following information:

    1. A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest
    2. A description of the copyrighted work that you claim has been infringed upon
    3. A description of where the allegedly infringing material is located on our site so we can find it
    4. Your address, telephone number, and e-mail address
    5. A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
    6. A statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner's behalf

X. GENERAL TERMS

  1. You may not assign or transfer any rights or obligations under these Terms and any attempt to do so will be void. We may assign our rights or obligations under these Terms to any affiliate, subsidiary, or successor in interest of any business associated with our Services.

  2. We are continuously working to develop and improve our Services. We may update these Terms or our Services accordingly from time to time. For example, we may make changes to these Terms or the Services due to:

    1. Changes to the law or regulatory requirements.
    2. Security or safety reasons.
    3. Circumstances beyond our reasonable control.
    4. Changes we make in the usual course of developing our Services.
    5. To adapt to new technologies.

    We will give you at least 30 days advance notice of changes to these Terms that materially adversely impact you either via email or an in-product notification. All other changes will be effective as soon as we post them to our website. If you do not agree to the changes, you must stop using our Services.

  3. You must comply with all applicable trade laws, including sanctions and export control laws. Our Services may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. Our Services may not be used for any end use prohibited by applicable trade laws, and your Input may not include material or information that requires a government license for release or export.

  4. These Terms contain the entire agreement between you and Company regarding the Services and, other than any Service-specific terms, supersedes any prior or contemporaneous agreements between you and Company.

  5. New York law will govern these Terms except for its conflicts of laws principles. Except as provided in the dispute resolution section above, all claims arising out of or relating to these Terms will be brought exclusively in the federal or state courts of New York, New York.

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