These terms and conditions of service (these “Terms”) constitute a binding agreement between you (“End User” or “you”) and Ataeum Inc., a Delaware corporation (“QuickAi Parent”), and any entities with which QuickAI Parent is affiliated (QuickAI Parent and such affiliated entities, collectively, the “QuickAI Companies” or “us”). These Terms govern your access to and use of our website at quickai.app (the “Website”), and your use of any services or features that we provide through the Website (collectively, the “Services”). Our Website and Services together comprise “QuickAI”.
The QuickAI Companies, through QuickAI, facilitate data science.
BY ACCESSING OR USING QUICKAI, YOU:
ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS.
ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM.
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE QUICKAI.
There are TWO categories of content that you will be able to access through QuickAI:
Information that you upload (collectively, “Your Content”). Please note, however, that data you upload to QuickAI in your browser is not transmitted to our servers.
All other information or content of any nature, including text, graphics, user interfaces, trademarks, logos, sounds, artwork, and other intellectual property, that comprises any part of QuickAI (collectively, “Our Content”).
You may not and will not use QuickAI to upload or otherwise provide or share any information, photos, and other content that (collectively, “Prohibited Content”):
Is or could reasonably be deemed to be illegal or to promote or encourage illegal activity.
Is or could reasonably be deemed to be defamatory or libelous.
Is or could reasonably be deemed to be obscene, pornographic, or violent.
Is or could reasonably be deemed to be abusive, insulting, or threatening.
Is or could reasonably be deemed to be harmful to minors.
Is or could reasonably be deemed to be discriminatory towards or to promote or encourage hatred or bigotry on the basis of a person’s race, color, ethnicity, national origin, religion, disability, sexual orientation, gender expression, gender identity, or physical appearance.
Infringes the rights, including intellectual property and privacy rights, of any other person.
Impersonates any other person, including by falsely stating your name.
Shows any other person without that other person’s permission.
Constitutes or involves commercial activities, including sales, promotions, competitions, marketing, or advertising for any product or service, links to other websites, or premium line telephone numbers.
Constitutes or involves the transmission of “junk” mail or “spam”.
Contains any spyware, adware, viruses, corrupt files, worm programs, or other malicious code designed to interrupt, damage, or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers, or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept, or expropriate any data or personal information whether from QuickAI or otherwise.
You are solely responsible for Your Content. You will ensure that Your Content does not include any Prohibited Content.
Subject to the terms of these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, to access and use QuickAI, including in each case Our Content comprising a part thereof, for your personal [, non-commercial] use strictly in accordance with these Terms (the “User License”).
In connection with your access to and use of QuickAI, you will:
Comply with all applicable laws, including privacy laws, intellectual property laws, anti-spam laws, and equal opportunity laws.
Act in a conscientious and professional manner.
In connection with your access to and use of QuickAI, you may not and will not:
Use QuickAI or any part thereof, including any of Our Content, for any illegal purpose, or act in an unlawful, dishonest, abusive, discriminatory or otherwise in a manner that is not conscientious and professional.
Copy QuickAI or any part thereof, including any of Our Content, except as this license expressly permits.
Modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of QuickAI or any part thereof, including any of Our Content.
Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of QuickAI or any part thereof, including any of Our Content.
Scrape or replicate by any means (automated or otherwise) any part of QuickAI without our prior consent.
Remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from QuickAI, including any of Our Content.
Access, tamper with, or use any non-public areas of QuickAI or any part thereof or our systems.
Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available QuickAI or any part thereof, including any of Our Content, or any features or functionality of QuickAI or any part thereof, to any third party for any reason.
Remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting QuickAI or any part thereof, including any of Our Content.
Use our name in any metatags, keywords, or hidden text.
Disclose any information that you do not have legal authority and all applicable consents to disclose.
You acknowledge and agree that QuickAI is provided under license, and not sold, to you. You do not acquire any ownership interest in QuickAI or any part thereof under these Terms, or any other rights thereto other than to access and use QuickAI in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. We and our licensors and service providers reserve and will retain our and their entire right, title, and interest in and to QuickAI, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.
QuickAI is based in the state of Delaware in the United States. The QuickAI Companies provide QuickAI for access and use only by persons located in the United States and such other countries as we may from time to time specify in our sole discretion. You represent and warrant to us that you are a resident of the United States or one of such other countries. You represent and warrant to us that you are not located in a country that is subject to any United States government embargo or that the United States government has designated a “terrorist supporting” country and that you are not listed on any United States government list of prohibited or restricted parties. You acknowledge that you may not be able to access all or some of QuickAI outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access QuickAI from outside the United States, you are solely responsible for compliance with local laws.
We may at any time and from time to time in our sole discretion develop and provide updates to QuickAI or any part thereof, which may include upgrades, bug fixes, patches, other error corrections, or new features or any combination of the foregoing (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. You further agree that all Updates will be deemed part of QuickAI and be subject to all terms and conditions of these Terms.
QuickAI may display, include, or make available third-party content (including data, information, applications, and other products, services, or materials) or provide links to third-party websites or services (“Third-Party Materials”). No such action is an express or implied endorsement on our part of any such Third-Party Materials or the providers thereof. You acknowledge and agree we are not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. We do not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or through QuickAI infringe your copyright, you may request removal of those materials (or access to them) from QuickAI, as the case may be, by submitting written notice to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), any such written notice (in each case, the “DMCA Notice”) must include substantially the following:
Your physical or electronic signature.
Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on QuickAI, a representative list of such works.
Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
A statement that the information in the written notice is accurate.
A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent to receive DMCA Notices is:
3 Germay Dr, Unit 4 #2276, Wilmington, DE 19804
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on QuickAI is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
If we determine in our sole discretion that you have violated in any respect any of the terms and conditions of these Terms, we may take any action we deem necessary, appropriate, or desirable under the circumstances.
THE QUICKAI COMPANIES PROVIDE QUICKAI TO YOU “AS IS” AND “AS AVAILABLE” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT APPLICABLE LAW PERMITS, QUICKAI PARENT, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO QUICKAI, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NONE OF THE QUICKAI COMPANIES PROVIDES ANY WARRANTY OR UNDERTAKING OR MAKES ANY REPRESENTATION OF ANY KIND THAT QUICKAI WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; ACHIEVE ANY INTENDED RESULTS; BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES; OPERATE WITHOUT INTERRUPTION; MEET ANY PERFORMANCE OR RELIABILITY STANDARDS; OR BE SECURE OR ERROR-FREE; OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
ADDITIONALLY, NONE OF THE QUICKAI COMPANIES PROVIDES ANY WARRANTY OR UNDERTAKING OR MAKES ANY REPRESENTATION OF ANY KIND THAT QUICKAI OR OUR CONTENT OR ANY PORTION THEREOF IS COMPLETE, CORRECT, OR RELIABLE. YOUR USE OF QUICKAI AND OUR CONTENT OR ANY PORTION THEREOF IS SOLELY AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR INTERACTIONS WITH OTHER MEMBERS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT APPLICABLE LAW PERMITS, IN NO EVENT WILL QUICKAI PARENT OR ANY OF ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY BASED UPON, ARISING OUT OF, OR RELATING TO YOUR ACCESS OR USE OF OR INABILITY TO ACCESS OR USE QUICKAI, INCLUDING OUR CONTENT, FOR:
PERSONAL INJURY, PROPERTY DAMAGE, LOST INCOME OR PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARE BASED UPON, ARISE OUT OF, OR RELATE TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PROPRIETARY RIGHTS INFRINGEMENT, PRODUCT LIABILITY, OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR ANY QUICKAI COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU HEREBY FURTHER WAIVE ANY AND ALL CLAIMS BASED UPON, ARISING OUT OF, OR RELATING TO:
YOUR ACCESS OR USE OF OR INABILITY TO ACCESS OR USE QUICKAI, INCLUDING OUR CONTENT.
ANY UNAUTHORIZED DISCLOSURE OF YOUR PERSONAL INFORMATION THAT OCCURS THROUGH NO FAULT OF ANY QUICKAI COMPANY, INCLUDING DATA TRANSMISSION ERRORS AND ANY UNAUTHORIZED ACTS OF ANY QUICKAI COMPANY’S EMPLOYEES OR INDEPENDENT CONTRACTORS.
IF YOU ARE DISSATISFIED IN ANY WAY WITH QUICKAI, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP YOUR USE OF QUICKAI.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PORTION OF THE ABOVE LIMITATIONS ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN OUR AGGREGATE LIABILITY TO YOU WILL NOT EXCEED ONE HUNDRED DOLLARS ($100).
THE ABOVE LIMITATIONS OF LIABILITY ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND REFLECT A FAIR ALLOCATION OF RISK. WE WOULD NOT PROVIDE YOU ACCESS TO OR USE OF QUICKAI WITHOUT THE FULL EXTENT OF LEGAL PROTECTIONS SUCH LIMITATIONS ARE INTENDED TO PROVIDE US AND YOU AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY, DISCLAIMERS AND EXCLUSIVE REMEDIES SPECIFIED HEREIN WILL SURVIVE EVEN IF FOUND TO HAVE FAILED IN THEIR ESSENTIAL PURPOSE. THE FOREGOING DOES NOT APPLY TO LIABILITY ARISING FROM ANY FRAUD OR FRAUDULENT MISREPRESENTATIONS, OR ANY OTHER LIABILITY THAT CANNOT BE LIMITED BY APPLICABLE LAW.
You are solely responsible for all actions you take in connection with your access to and use of QuickAI, including all of Your Content that you upload. Accordingly, you will indemnify, defend, and hold harmless each QuickAI Company 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 reasonable attorneys’ fees, based upon, arising out of, or relating to your:
Violation of any law or the rights of any third party.
Negligent acts or omissions or willful misconduct.
Use or misuse of QuickAI.
Uploading any of Your Content, including any Prohibited Content Your Content may at any time contain or have contained.
Breach of these Terms.
We retain the exclusive right to settle, compromise, and pay without your prior consent any and all claims or causes of action that are brought against us and for which you are obligated to indemnify us. If we ask, you will cooperate fully and reasonably as we may require in the defense of any relevant claim.
The foregoing provision does not require you to indemnify us for any unconscionable commercial practice or any fraud, deception, false promise, misrepresentation, or concealment, suppression or omission of any material fact in connection with QuickAI.
If any court of competent jurisdiction declares any provision of these Terms illegal, invalid, or otherwise unenforceable or enforceable only if modified, in whole or in part, by reason of any applicable law or public policy (whether now or hereafter in effect), and such declaration becomes final and non-appealable (in each case, the “Invalidated Provision”), then such Invalidated Provision will remain in full force and effect to the fullest extent that applicable law and public policy permits, and all other provisions of these Terms will remain in full force and effect in their entirety and thereafter construed so as to give the greatest legally permissible effect to our original intent with respect to the Invalidated Provision.
You and we will resolve all disputes or claims relating directly or indirectly or in whole or in part to your access to and use of QuickAI, including Our Content, and these Terms, and your relationship with any QuickAI Company (collectively, the “Designated Claims”), except for any such disputes or claims that qualify to be brought and that you bring in a small claims court that is a Designated Court and suits for equitable relief for infringement or misuse of intellectual property rights that you or we bring in a Designated Court (collectively, “Excluded Claims”), by binding arbitration rather than by an action, suit, or proceeding before a court.
To begin the arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent: Gust Delaware, 16192 Coastal Highway, Lewes, DE 19958
The Federal Arbitration Act governs the interpretation and enforcement of the arbitration agreement these Terms contain (this “Arbitration Agreement”). Any arbitration brought under this Arbitration Agreement will be governed by JAMS, an established alternative dispute resolution provider. All Designated Claims involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, will be subject to JAMS’s most current version of its Streamlined Arbitration Rules and procedures available at: http://www.jamsadr.com/rules-streamlined-arbitration/. All other Designated Claims will be subject to JAMS’s most current version of its Comprehensive Arbitration Rules and Procedures, available at: http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing, or other fees and cannot obtain a waiver from JAMS, we will pay them for you. In addition, we will reimburse all such JAMS’s filing, administrative, hearing, or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location.
The arbitrator will have the exclusive authority to:
Determine the scope and enforceability of this Arbitration Agreement.
Resolve any dispute related to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable.
Grant motions dispositive of all or part of any Designated Claim.
Award monetary damages in respect of any Designated Claim.
Grant any non-monetary remedy or relief available to any person under applicable law, the arbitral forum’s rules, and these Terms, including this Arbitration Agreement) in respect of any Designated Claim.
The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
By agreeing to arbitration, YOU AND WE ARE EACH AGREEING TO WAIVE OUR RIGHTS TO A JURY TRIAL in respect of Designated Claims. Instead, you and we are electing that all Designated Claims will be resolved by binding arbitration under this Arbitration Agreement. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
All claims and disputes within the scope of this Arbitration Agreement MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, AND YOU GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER CLASS PROCEEDING. Only individual relief is available and claims of more than one customer or user cannot be arbitrated or consolidated with those of any other customer or user. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given claim for relief, then the claim must be severed from the arbitration and brought into a Designated Court. All other claims must be arbitrated.
Your access to and use of QuickAI, including Our Content, and these Terms, and your relationship with each QuickAI Company, are governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule. All Excluded Claims, and all Designated Claims that any court of competent jurisdiction finds cannot be resolved by arbitration as provided in these Terms, will be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware, in each case located in the city of Wilmington in New Castle County (collectively, the “Designated Courts”). You waive any and all objections to the exercise of jurisdiction over you by the Designated Courts and to venue in the Designated Courts. You agree that you will not file or participate in a class action against us.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR QUICAI MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
All communications between you and us will take place by electronic means, including email. For contractual purposes, you consent to receive communications from us in electronic form and agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide you electronically satisfy any requirement that such communications be in writing. The foregoing does not affect your statutory rights, including those under the Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et. seq.).
We reserve the right to amend, restate, supplement, or otherwise modify these Terms at any time and from time to time in our sole discretion (in each case, a “Modification”). Whenever we make a Modification, we will post it on this page and indicate the Effective Date of such Modification at the bottom of these Terms. You should regularly check this page for notice of any Modification.
Your continued access to or use of QuickAI following any Modification constitutes your acceptance of such Modification and you will be legally bound by these Terms as modified by such Modification. If you do not accept any Modification, you should immediately stop using QuickAI.
No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder will operate as a waiver thereof, nor will any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between these Terms and any applicable purchase or other terms, the terms of these Terms will govern.
These Terms were last modified on: November 21, 2021.