Integrail’s Terms of Use

1. Introduction

“Integrail Corp.” (hereinafter - the “Team”, “We”, “Our” and “Us”) offers to natural person, corporate or unincorporated body (whether or not having separate legal personality) (collectively, “You” or “Your”) the services listed below under the section “OUR SERVICES” (hereinafter - the “Services”).

These Terms of Use (hereinafter - the “Terms”) govern Your use of Our Services, which are currently available at https://integrail.ai/ (hereinafter - the “Website”). “Integrail Corp.”, the owner and operator of the Website.

In order to use Our Services, You must agree to all the Terms set forth below, without any objections or modifications to the Terms or to any operating rules and policies. By accepting these Terms, You also must agree with Our the Privacy Policy, available at https://integrail.ai/privacy-policy. Please read Our Privacy Policy to know what data We collect, process, use, and share about You and the lawfulness of such Our actions.

You automatically agree to these Terms (i.) by providing your personal consent through a pop-up questionnaire (by clicking the “Accept” button) on Our Website or by making the appropriate settings in Your Web browser, and/or (ii.) through Registration on Our Website (as described below), and/or (iii.) when You interact with our Website (including by filling out the “Contact Us” form, available at Our Website).

Note: By using Our Services, You agree, on behalf of yourself and all members of Your household and others who use any Service under Your registration number (account), to be bound by all of these Terms. Please read these Terms carefully before accessing or using Our Services. If You do not agree to the Terms and Our policies, You may not access or use Services.

1.1. Definitions

Account: A registered user's personal account that provides access to the Services and its features.
Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Content: Any data, information, text, images, videos, or other materials that can be posted, uploaded, linked to, generated, or processed by the Services, regardless of the form in which it is made available by you.
Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to Integrail Corporation, 573 Indian Field RD, Greenwich, CT 06830
Country refers to: USA
Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
Feedback means feedback, innovations or suggestions sent by You regarding the attributes, performance or features of our Service.
Free Subscription refers to a limited period of time that may be free when purchasing a Subscription.
Personal Data: Any information relating to an identified or identifiable natural person, as defined by applicable data protection laws.
Privacy Policy: A separate document that outlines how Integrail collects, uses, and protects personal data obtained from users of the AI Tool.
Promotions refer to contests, sweepstakes or other promotions offered through the Service.
Services: Refers to the software or application provided by Integrail that utilizes artificial intelligence technology to perform specific functions or tasks.
Subscription: A paid plan or arrangement granting access to premium features or services offered by the Company on a subscription basis to you.
Terms and Conditions (also referred as "Terms") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
Third-Party Services: External services, platforms, or applications integrated with or utilized by the Services, which may include but are not limited to APIs, databases, or authentication services.
Website refers to Integrail, accessible via https://integrail.ai/.
You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
User: Any individual or entity that accesses or uses the Services provided by Integrail, including:
AI Users: These are individuals or organizations that utilize ready-made AI solutions and services provided by Integrail for analytics, marketing, or operations without modifying its core functionality.
AI developers: These are the professionals who participate in technical creation, maintenance, and enhancement of AI solutions that Integrail offers, e.g. through creation of custom multi-agent models.

1.2. OUR SERVICES

We offer the following range of the “Services” on Our Website, such as the “Integrail” product with artificial intelligence technology to perform certain functions and/or tasks, or other customized services for businesses and developers, including, Integrail AI Studio, Benchmark tool, Memory Management and other products developed by Us.

In detailing the Services, We offer cloud-based AI models, workflows, programs, datasets, user interface modules and other materials (collectively, the “Website Content”) via Our Website to You as a developer (the one who creates Generative AI applications via the “Integrail” product) or to You as a user (the one who uses the “Integrail” product). This Website Content is developed and maintained directly by Us and is part of Our Services, but may be developed and maintained by You or third parties through Our “Integrail” product. In this case, We do not control or guarantee the quality or delivery of the Services to You as a developer, but We are always in touch to resolve any technical issues with Our Services. Your use of any Website Content is governed by these Terms and may also be subject to additional terms and conditions set by third-party providers (please note “THIRD-PARTY LINKS”).

In case You are interested in receiving individual services from Us such as: Application Programming Interface service integration, deployment, partnerships, consulting services etc., please contact Us via the above-mentioned way, or by writing to Us at support@integrail.ai. In this case, We will stipulate the terms of such services in a separate master service agreement, etc. (i.e., these Terms of Use will not govern such services of Ours), and then We reserve the right to offer you any of Our services.

Note: Our Services are intended exclusively for persons over 18 years of age (this fact is confirmed by the person personally confirming that they are over 18 years old by clicking the appropriate “Yes” button on the survey pop-up on Our Website), except if a parent or guardian of a person under the age of 18 (if the person clicks “No” in the pop-up survey on Our Website) gives that person written permission to allow them to use Our Services (which the person under the age of 18 and/or the person's parent or guardian sends to Us for approval via Our email), subject to the provisions of Our Privacy Policy. If We discover that such person under 18 years of age is using Our Services, We will take all appropriate steps to prohibit such person from using Our Services and notify such person under 18 years of age via email that such person needs to provide Us with written permission from such person's parent or guardian in order to continue using Our Services (if We have the person's email address).

2. REGISTRATION TO USE OUR SERVICES

To start receiving the Services that come in a subscription format, You need to perform one of two actions (or both, if You wish): (i.) request a consultation by filling out the “Contact us” form located in the center of the main page of Our Website, and We will contact You in any way convenient for You; or (ii.) by clicking on the “Try free” button located in the upper right corner on all pages of Our Website to start using Our Services according to the chosen “developer” or “user” model.

The basic registration (account creation) process for using the "Integrail" product is as follows: (i.) click on the “Try free” button (as described above) and You will be redirected to the relevant page on Our Website for registration (available at https://studio.integrail.ai/signin), (ii.) You will be required to provide mandatory full information, such as Your full name, email address, password and banking data (either immediately or after the end of the "Trial (Free)" version of the subscription as described below); and optionally, additional information, such as Your attitude to artificial intelligence and Your primary uses of the Services, which, together with Your account information, is protected by our Privacy Policy.

Beyond the basic registration process, You can sign up (create an account) using single sign-on (hereinafter - the “SSO”) with third-party services (e.g., GitHub, Gmail, etc.). SSO is provided for authentication purposes only. When You use SSO with third-party services, You provide Us with Your data required for the basic registration process (account creation).

Note: Under any registration method, You are solely responsible for keeping Your account password confidential and for all activities that occur under Your account. You must not disclose your password to any third parties, and You must take all necessary measures to protect Your login credentials.

3. PAYMENTS FOR OUR SERVICES

The subscription to Our Services is calculated for a month with the possibility of prolongation, provided that you make periodic payments for the Services that You wish to use after using the "Trial (free)" version of the subscription, which begins on the day of completion of registration (using the method described in the previous section).

The "Trial (free)" version of the subscription means that immediately after creating Your account, You will receive a free credit of 10 (ten) USD in the form of tokens. You will need this token when using the "Integrail" product, as each interaction with the AI tool, whether input or output, will consume a corresponding number of tokens. You may continue to use the "Integrail" product freely until the allocated tokens of 10 (ten) USD are used up. You agree that We are not responsible for the fact that You do not receive the correct amount of Our Services, as the "Trial (free)" version of the subscription is intended to introduce You to Our Service.

Note: We will not bill You until the "Trial (free)" version of your subscription expires.

Upon completion of the "Trial (free)" version (i.e., the tokens allocated by Us for the "Integrail" product test in the amount of 100 (hundred) USD), in order to continue using the "Integrail" product, You will have to purchase tokens, i.e., pay for the "Paid" version of the subscription in the appropriate amount of payment for the type of the selected "Paid" version of the subscription, which is valid for 1 (one) month from the date of purchase, but may be terminated earlier if the tokens in Your personal account in the "Integrail" product for the type of "Paid" subscription You have purchased have expired due to Your use of our "Integrail" product. In this case, You may purchase additional tokens in order to continue using Our Services.

Note: By using Our Services on a "Trial (Free)" version and/or a "Paid" subscription, You have the right to: (1) cancel Your subscription at any time from the settings page of Your account; or (2) delete Your entire account yourself (please note that all search and result histories will not be returned); or (3) contact Us, and We may terminate Your subscription, transfer You to another plan, or delete Your account.

Payment for the "Paid" version of the subscription can be made in one of the following ways:

(i.) upon completion of the "Trial (free)" version of the subscription, We will offer You the cheapest type of "Paid" version of the subscription and automatically make a payment (billing) for this type of subscription via invoice from the bank account details You provided during registration or upon completion of the "Trial (free)" version. If for any reason automatic billing does not occur, We will issue an electronic invoice indicating that You must make a manual payment within a certain deadline with full payment corresponding to the billing period as indicated on the invoice; or

(ii) You will make Your own payment for the respective "Paid" version of the subscription You have chosen and each subsequent payment for the "Paid" version of the subscription package You have chosen on the last day of the previous type of the respective subscription.

Unless You have canceled Your subscription, or We have canceled (for more information, see "FAILED CHARGES"), You will be automatically billed the applicable subscription fee for the type of subscription You selected on an ongoing basis. As such, you will be billed on a regular and recurring basis (e.g., daily, weekly, monthly, or annually) depending on the type of subscription plan You selected when You purchased the "Paid" version of the subscription package type. You confirm and assure Us that We shall not be liable for any interruption in the use of Our Services if You provide inaccurate or outdated banking information that results in Your inability to make payments to Us.

Note: Except as otherwise required by law, the payment of a subscription fee is non-refundable. Certain requests for refunds of subscription fees may be considered by Us on a case-by-case basis and will be granted at Our sole discretion.

3.1. SETTLEMENT METHOD:

For payment processing, We are typically using Stripe.com (this includes major credit and debit cards such as Visa, MasterCard, American Express, and Discover);

The price of the plan and credit packages are quoted in USD, excluding taxes inherent in Our receipt of such revenue (e.g., “Sales Tax”, etc.), which, like all bank fees, are paid by You. Depending on the payment model You choose, the total price for the plan and/or credit packages You select will be shown on the invoice that You must pay to start or continue using Our Services.

Note: We do not compensate (refund) any funds paid by You for the use of Our Services within the chosen plan and/or credit packages. However, You retain the right to use Our Services for which You have paid until the end of such paid subscription, unless Your account is deleted by You or Us.

To discuss the payment model with Us in more detail, if You wish, please email Us at support@integrail.ai. Additionally, please, be sure to read our Privacy Policy.

3.2. FEE CHANGES

We, in Our sole discretion and at any time, may modify the subscription fees for any plan, as well as the terms and duration of the "Trial (free)" subscription period, or cancel it altogether.

We will provide You with at least 30 (thirty) calendar days' reasonable advance notice by email or notice on the Website of any change in the price of a subscription prior to the scheduled date of the change in the price of Our Services to give You the opportunity to terminate or change Your subscription before the change becomes effective.

Note: The updated prices will become effective on the next billing cycle following the notice period. Your continued use of the Services after the subscription fee change comes into effect constitutes Your agreement to pay the modified subscription fee amount.

3.3. NON-PAID FEES

In the event of non-payment (on each first banking day of the current month for the next month), or delay in payment of more than 7 (seven) banking days, We reserve the right to: (1) declare all amounts owed to Us to be overdue and subject to immediate payment, and/or (2) immediately suspend access to the Services until the debt is paid in full (i.e., temporarily deactivate Your account), and/or (3) We may temporarily disconnect You from using Our Services if You have not paid within 7 (seven) banking days (i.e., temporarily deactivate Your account), until payment is made.

Note: As soon as You have made the appropriate payment for the plan You have chosen for Our Services, We will unlock the possibility for You to continue to use Your paid plan of the Services in full.

4. TERMINATION AND SUSPENSION OF OUR SERVICES

Termination and suspension of the use of Our Services is carried out: (1) by Us when Your actions endanger the reputation of Our Company “Integrail Corp.”, or You have committed other violations of the Terms (We reserve the right to decide whether Your actions constitute a violation), or (2) when You fail to pay for the type of "Paid" subscription You have chosen (as described above), or (3) when You request Us (by writing to Us at support@integrail.ai) to temporarily suspend Your account or delete Your account with a written explanation of the reason for such action, or (4) when You delete Your account yourself in Your account settings.

Upon termination of the subscription, You will lose access to the Services upon expiration of the subscription. There are no refunds for unused Services, although You will be able to use the paid package of Services until the end of the subscription period.

The licence to use the Website Content as a result of Your receipt of Our Services associated with Your account will be cancelled upon termination of Your subscription. Upon termination, certain provisions, such as Your obligations to pay or indemnify Us, and any limitations on Our liability, will continue to apply.

Note: Suspension of Your rights to the Services or termination (blocking) of Your account by Us may occur immediately if Your use creates security risks or adversely affects Our or others' systems, is liable, fraudulent, violates these Terms, involves non-payment, or if You are facing legal or financial difficulties, such as bankruptcy. However, during any suspension, You will remain liable for any accrued charges, and You will not receive any Service credits during the suspension period or in the future for that period.

5. YOUR OBLIGATIONS WHILE USING OUR SERVICES

With the "Integrail AI Studio": (i.) during the use of Our Services (subject to payment if it is a "Paid" subscription), You are granted a worldwide, non-exclusive license to use and share the results obtained as a result of Your use of Generative AI within the Services for any lawful purpose, provided that it complies with these Terms, and applicable intellectual property and privacy regulations; (ii.) before deployment, You must thoroughly test Your multi-agent systems using the tools provided by the studio, ensuring compliance with both Integrail's internal standards and relevant external regulations; (iii.) deployment of the developed solution is performed in compliance with all security protocols and regulatory requirements; (iv.) follow the guidelines provided for creating a collaborative model, ensuring fair and clear distribution of rights among multiple participants.

In the "Model Marketplace": (i) list only those models that are legally owned and properly licensed, providing accurate descriptions and use cases; (ii) use purchased or downloaded models for the purposes permitted by the relevant license or terms specified by the model creator; (iii) provide honest and respectful feedback on the listed models to help the community understand their usefulness.

In "Community Engagement", including in our “Integrail AI University” (where We will provide You with AI basics, whether free of charge or for a fee): (i.) foster a respectful environment where users of the Services can share opinions, discuss best practices, and provide constructive feedback; (ii.) maintain respectful communication, avoiding harassment, discrimination, or any inappropriate behavior; and (iii.) share useful, accurate content in discussions, documentation, or educational resources for the benefit of the user community of Our Services.

Note: You are prohibited from: (i) attempting to gain unauthorized access to the Services or other users' accounts on the Services; (ii) using the platform (including Website Content) for fraudulent activities, distribution of malware, or conduct that is harmful to the community; (iii) manipulating or abusing the platform tools, marketplace, or educational content for personal or commercial gain don't share offensive content; (iv.) enter into separate agreements with third parties outside of Integrail for non-integrated applications with Integrail (i.e. Our Services). In case of such separate agreements, We are not responsible for compliance with and performance of such separate agreements.

6. YOUR EXPERIENCE WITH OUR SERVICES

You are solely responsible for any data you input while using Our Services ("Input"), as well as for the results or Output generated from such data ("Output"). You must ensure that Your data is accurate, does not infringe on any intellectual property rights, and complies with all applicable laws and regulations. By using Our Services, You confirm that You bear full responsibility for the consequences of Your Input and Output, including their legality and compliance.

You retain ownership of the original Input data that You provide to Us during Your use of Our Services. By submitting this Input data, You grant Us a non-exclusive, worldwide, royalty-free license to use, reproduce, adapt, publish, and display Your Input data for the purposes of operating, improving, and providing Our Services. With respect to the Output data, unless otherwise specified, We grant You a non-exclusive license to use the Output data created by Our Website Content (Our Services) for any lawful purposes in accordance with the terms of these Terms.

We reserve the right to use any content provided by You, including Input and Output, to enhance the functionality and effectiveness of Our Services. This use may include training Our platform to improve its capabilities and monitoring for compliance to ensure that content meets legal standards and Our internal compliance requirements. Such use will always be in accordance with Our obligations regarding confidentiality and data protection as outlined in our Privacy Policy. We will retain all data You provide through Your use of Our Services. If You wish to opt out of data retention, please notify us via the contact email provided in the "CONTACT US" section to request deletion.

You may generate content, such as custom AI Applications, text, images, or other data ("User-Generated Content"), within the Integrail platform, i.e., within Our Services. You agree that You are solely responsible for Your User-Generated Content, including ensuring that You have all necessary rights to use such content and that it does not infringe the rights of others or violate any laws. We are not liable for any use or misuse of User-Generated Content by other users or third parties.

You are permitted to use Website Content provided by Integrail and other users on the platform as allowed by the service features and within the scope of these Terms. Such use must be for lawful purposes only and not for any illegal activities. You must respect copyright laws and the property rights of others when using platform Website Content. We reserve the right to restrict or terminate access to Website Content (including Our Services) if you breach these Terms.

We reserve the right to monitor, review, and moderate any Website Content submitted to the platform, including User-Generated Content, to ensure compliance with legal standards, this Terms, and our community guidelines. We may remove, edit, or block any Input and/or Output deemed to violate this Terms or otherwise be harmful or undesirable.

Although regular Input and/or Output (also referred to as “User-Generated Content”) backups are performed, We do not guarantee the absence of data loss or damage. Backup points may be corrupted or invalid due to content that was damaged prior to backup creation or modified during the backup process. We will provide support and attempt to address any known or detected issues that may affect backup. However, You acknowledge that We are not responsible for the integrity of content or the inability to successfully restore content to a usable state. You agree to maintain complete and accurate copies of Your User-Generated Content in a location independent of the Service (i.e., outside of Our Website).

Note: You are required to adhere to the following mandatory guidelines regarding the use of Our name and/or logo, while using the User-Generated Content outside of Our Website (i.e. outside of Our Services): (i.) always use the name "Integrail" correctly in all User-Generated Content and do not alter its spelling in any manner, (ii.) use the logo in its original form without altering its color, size, or proportions, (iii.) use the name and/or logo only in a positive context, and ensure that they do not imply any form of sponsorship or endorsement, (iv.) do not use the name or logo in any misleading, offensive, or unlawful context, and (v.) obtain written permission for any use of Our name and/or logo that goes beyond standard marketing links to Our Website.

7. INTELLECTUAL PROPERTY

The Website, Website Content, and other components are Our property, including the software, infrastructure, databases, and all types of content (texts, images, visual effects, music, logos, brands, etc.) used by Us or owned by their respective licensors. These elements are protected by applicable intellectual property rights or the rights of database owners. We retain ownership of Our technology and all associated intellectual property rights, and You confirm that You have the rights, consent, and permissions to receive User-Generated Content and are responsible for ensuring that it complies with applicable laws and third-party rights.

The license We grant to You does not entail the transfer of Our intellectual property rights to You. However, as a user of Our Services (after payment for them), You are granted a non-exclusive, non-transferable license to use the Services, namely User-Generated Content, solely for personal, non-commercial purposes during the period of Your subscription, subject to the rules set forth in the “YOUR EXPERIENCE WITH OUR SERVICES” section of the Terms. You, in turn, grant Us permission to use User-Generated Content to provide, maintain and improve our Services.

Note: All original content, features, and functions within the Services are owned by Us, its licensors, and are protected by copyright, trade secret, patent, and other intellectual property laws. You may not modify, publish, transmit, sell or create derivative works based on Our Services or Website Content or the Website without Our prior written permission. If You violate this section, we reserve the right to apply the “GOVERNING LAW” section.

8. THIRD-PARTY LINKS

Our Website may contain links to third-party websites and services that are not owned or controlled by Us. We have no control over, and assume no responsibility for, the content, privacy policies, terms of use, and practices of any third-party websites and services.

You acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, and services available on or through third-party websites and services. In no event will We be obliged to become involved in any dispute between You and another user or between You and a third party. You release Us from any claims related to such disputes and from any involvement in legal proceedings.

We strongly advise You to read the terms and conditions and privacy policies of any third-party websites and services You visit. The use of third-party products and services, as well as third-party software accessed through the "Integrail" product or provided by Us, requires separate agreements with these third-party organizations and is governed by their respective terms of use.

Note: These Terms are between You and Us only and do not apply to Your relationship with any third party.

9. USE POLICIES

You are responsible for Your use of the Services and any information You share in connection therewith.

You agree that the Services will be used exclusively by You and/or users, who are subject to the same obligations, as You are using Your personal account in Our Services.

As a user and as a developer, You must be 18 years or older to use the Services. You are required to provide a valid email address, and any other information requested in order to complete the signup process and/or continue to use the Services and/or to make proper payments for Our Services. You are responsible for safeguarding the password that You use to access the Services and for any activities or actions under Your password, whether Your password is with Our Services or a third party.

You agree to follow the acceptable Terms, which are designed to prevent fraud and abuse of Our Services, to ensure that all customers receive acceptable access to Our Services, and to protect the quality and integrity of Our Services.

You agree that the implementation of Our Services requires a connection to the Internet and that the quality of Our Services depends on this connection, for which We are not responsible.

You agree not to apply the following non-exhaustive list of practices that are not considered “Legitimate Use” of Our Services:

using Our Services for unreasonable workloads We determine (in Our sole discretion) to be unrelated to the deployment and maintenance of Your own services;
re-selling Our Services or parts thereof to another third party;
using Our Services, violate any laws in Your jurisdiction (including but not limited to copyright, spam, or trademark laws);
use a robot, spider, other automated device, or manual process to monitor or copy any content from the Services;
using Our Services in a manner We determine (in our sole discretion) could cause harm to Our Services or another third party; or
unusual usage patterns inconsistent with those We reasonably consider as normal use when compared to other customers.

You may not assign, transfer or delegate these Terms, or any of Your rights or obligations under these Terms, in whole or in part, without Our prior written consent. Attempts to do so without such approval will be null and void.

If You use Our Services in any way which We reasonably determine (at Our sole discretion) may be unlawful, prohibited, abnormal, unusual, or detrimental to Our Services or any of Our other customers or other unrelated parties, We reserve the right to suspend or terminate Your access without notice.

You indemnify Us against any claims and/or actions that may be brought against Us as a result of Your breach of Your obligations. You will refund Us any losses incurred and reimburse Us for any damages We may incur as a result of Your breach of Your obligations.

Note: Unauthorized use of email addresses or impersonation is strictly prohibited. If you are creating an account or using the Services on behalf of another person or entity, You must be authorized to accept these Terms on their behalf.

10. OUR OBLIGATIONS

We make every effort to provide You with quality Services. For this purpose, We regularly improve Our qualifications, use licensed software, etc.

However, We are not responsible for any difficulties or temporary impossibility of access to Our Services due to, but not limited to including partial or complete failure of Your servers, or failure of equipment, cables, services or networks that are not part of Our Services or that are not under Our responsibility, or interruption of the Services by telecommunications operators or Internet providers, or Your intervention, including due to incorrect configuration applied to the Services, or force majeure, etc.

We do Our best efforts to ensure data security by implementing measures to protect the infrastructure and the Services, to detect and prevent malicious acts, and to recover data.

We may use contractors in the performance of the Services, who are subject to the same obligations as Us in providing the Services to You.

We may substitute any person who will be subrogated to all Our rights and obligations under Our contractual relationship, without Your consent. We will inform You of any such substitution by any written means.

11. RESTRICTIONS

You are prohibited from using this Website (together with the Website Content and Services) in any manner that causes or may cause damage to this Website, use this Website in contravention of applicable laws and regulations, or in any way that may cause damage to the Website, any person or entity.

12. DISCLAIMER

Your use of the Services at Your sole risk. The Services are provided on an “AS IS” and “AS AVAILABLE” basis. The Services are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

We do not warrant that: a) the Services will function uninterrupted or available at any particular time or location; b) the Services are free of errors or defects; c) any errors or defects will be corrected; or d) the results of using the Services will meet Your requirements.

13. LIMITATION OF LIABILITY

In no event shall We be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) Your use of the result of Our Services; (ii) any conduct or content of any third party on the Services; and (iii) unauthorized access, use, or alteration of Your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not We have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

14. GOVERNING LAW

These Terms shall be governed by the laws of the State of Connecticut, USA. All claims and/or controversies of every kind and nature arising out of or relating to these Terms shall be settled (a) at Ours election, by binding arbitration administered by the American Arbitration Association (hereinafter - the “AAA”) in accordance with its Commercial Arbitration Rules and, in such case (i) the arbitration proceedings shall be conducted before a panel of three arbitrators, with each party selecting one disinterested arbitrator from a list submitted by the AAA and the two disinterested arbitrators selecting a third arbitrator from the list, (ii) each party shall bear its own costs of arbitration, (iii) all arbitration hearings shall be conducted in Greenwich, Connecticut, USA, and (iv) the provisions hereof shall be a complete defense to any suit, action, or proceeding instituted in any Federal, state or local court or before any administrative tribunal with respect to any claim or controversy arising out of or relating to these Terms and which is arbitrable as provided in these Terms, or (b) in the event that We don’t elect binding arbitration as permitted in point (a) above, exclusively in the United States District Court for the State of Connecticut or, if such Court does not have jurisdiction, in any court of general jurisdiction in State of Connecticut, USA, and each party consents to the exclusive jurisdiction of any such courts and waives any objection which such party may have to the laying of venue in any such courts.

If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us with respect to Our Services, and supersede and cancel any prior agreements that may have been made between us with respect to the Services.

15. CHANGES

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If the changes are material, We will endeavor to provide a notice before any new terms become effective. What constitutes a material change will be determined in Our sole discretion.

By continuing to access or use Our Services after these changes become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, You must send a notice to terminate Your use of the Services.

These Terms are written in English, and if You use a web browser translator or any other translation tool, We are not responsible for the accuracy and quality of such translation.

CONTACT US

In order to resolve a complaint about the Services or to obtain additional information regarding use of the Services, please contact Us by sending an email to support@integrail.ai.

Terms of Use

Thank you for using Integrail!