TERMS OF USE

This document, together with the Privacy Policy and any other policies or guidelines posted at elementai.com (and associated websites) (the “Agreement”) is a contract between you (“you”) and Element AI Inc. (and, where applicable, its affiliates) (“Element AI”) concerning the conditions associated with your use of the elementai.com website (and associated websites) (the “Websites”). By using or accessing the Websites you agree to all the terms and conditions stated in this Agreement. If, at any time, you do not or cannot agree to the terms of this Agreement, you must stop accessing or using the Websites.

Conditions relating to use of the Websites

You need a supported Web browser to access the Websites. You acknowledge and agree that Element AI may cease to support a given Web browser and that your continuous use of the Websites will require you to download a supported Web browser. You also acknowledge and agree that the performance of the Websites are incumbent on the performance of your computer equipment and your Internet connection.

As a condition to your use of the Websites, you agree not to:

  1. Impersonate or misrepresent your affiliation with any person or entity;

  2. Access, tamper with, or use any non-public areas of the Websites or Element AI’s computer systems;

  3. Attempt to probe, scan, or test the vulnerability of the Websites or any related system or network or breach any security or authentication measures used in connection with the Websites and such systems and networks;

  4. Attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Websites;

  5. Harm or threaten to harm other users in any way or interfere with, or attempt to interfere with, the access of any user, host or network, including without limitation, by sending a virus, overloading, flooding, spamming, or mail-bombing the Websites;

  6. Provide payment information belonging to a third party;

  7. Use the Websites in an abusive way contrary to its intended use, to its documentation or to Element AI’s instructions;

  8. Systematically retrieve data or other content from the Websites to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;

  9. Infringe third party intellectual property rights when using or accessing the Websites.

Element AI will have the right to investigate and prosecute violations of any of the above, including without limitation possible infringement of any intellectual property rights and possible security breaches, to the fullest extent of the law. Element AI may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. You acknowledge that, although Element AI has no obligation to monitor your access to or use of the Websites, it has the right to do so for the purpose of operating the Websites, to ensure your compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body

Termination

Element AI also reserves the right to suspend access to or remove the Websites at any time at its discretion and without notice. For example, Element AI may suspend or terminate your use of the Websites if you are not complying with the present Agreement, or use the Websites in a manner that would cause Element AI legal liability, disrupt the Websites or disrupt others' use of the Websites.

Element AI reserves the right to temporarily or permanently discontinue the Websites at any time. Element AI will deploy commercially reasonable efforts to notify you of such discontinuation.

Proprietary Rights

All right, title, and interest in and to the Websites and the content therein are and will remain the exclusive property of Element AI and its licensors. The Websites are protected by copyright, trademark, and other domestic and foreign laws concerning intellectual property. Except as expressly permitted in this Agreement, you may not reproduce, modify, or create derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use or commercially exploit the Websites or their content. Element AI grants you the personal, non-transferable, non-exclusive, revocable and limited right to access and use the Websites and the Content for your own personal purposes as an individual consumer.

Disclaimer of Warranty and Limitation of Liability


To the full extent allowed by applicable law, Element AI makes no warranty or representation regarding the service, including that the service will meet your requirements or will work in combination with any hardware or software provided by third parties, that the service will be uninterrupted, without problems or error free, or that all errors in the service will be corrected. Element AI provides the service “as is” and “as available”.

To the full extent allowed by applicable law, Element AI warranties and remedies (if any) expressly set forth herein are exclusive and are in lieu of all other warranties, express or implied, either in fact or by operation of law, statute, custom, oral or written statements or otherwise, including, but not limited, to the implied warranties of merchantability, availability, performance, compatibility, fitness for a particular purpose, satisfactory quality, correspondence with description and noninfringement, all of which are expressly disclaimed.

To the full extent allowed by applicable law, in no event shall Element AI and its suppliers or licensors have any liability, whether based in contract, delict or tort (including negligence) or strict liability, for incidental, indirect, consequential, special, or punitive damages of any kind, or for loss of revenue or profits, loss of business or goodwill, loss or corruption of, or unauthorized access to, or disclosure of information or data or other financial loss arising out of or in connection with the use, performance, failure, or interruption of the service, whether foreseeable or not, and even if Element AI had been advised of the possibility of such damages. in the event that Element AI is found liable to pay you any damages, Element AI’s total cumulative liability to you under this agreement shall not exceed $100. The above limitations of liability will not be affected if any remedy provided herein shall fail its essential purpose.

Indemnification

You agree to defend, indemnify, and hold harmless Element AI, its officers, directors, affiliates, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Websites.

Amendments

Element AI reserves the right to make modifications to this Agreement from time to time in order to adapt it to any changes in applicable laws or our activities. The date of the latest version of this Agreement is indicated at the bottom of this page. By continuing to use our Websites, you are consenting to any changes to this Agreement.

General Provisions

This Agreement shall be governed by and construed by the laws of the Province of Quebec, Canada and the laws of Canada applicable to contracts between Quebec residents and to be performed in Quebec. Parties hereby irrevocably submit and attorn to the jurisdiction of the Courts of the district of Montreal, Province of Québec.

This Agreement is the entire and exclusive agreement between Element AI and you regarding the Websites, and this Agreement supersedes and replaces any prior agreements between Element AI and you regarding the Websites.

If a particular provision of this Agreement is held to be invalid by a court of competent jurisdiction, the provision shall be deemed severed from this Agreement and shall not affect the validity of this Agreement as a whole.

The Parties have expressly requested that this Agreement be drawn up in English and that all modifications thereof can be made in this language.

Contact

In case of any questions or comments regarding this Agreement, please communicate with us using one of the following contact methods: (i) email: privacy@elementai.com; (ii) Legal Department, Element AI Inc., 6650 Saint-Urbain, Montreal, Qc, H2S 3G9.

Last updated on: November 6th, 2018