Terms and Conditions
TERMS OF SERVICE
Last Modified: Aug 14, 2023
These Terms of Service (these “Terms”) of Daylight Labs Inc. (“Briefly”, “we”, “our”, or “us”) describe your rights and responsibilities when accessing and/or using our website, located at https://www.brieflyai.com, and any and all other software, documentation, and online, mobile-enabled, and/or digital products and services we make available, including without limitation the Briefly Google Chrome Extension and the Briefly Zoom App (collectively, the “Service”).
These Terms are a contract between you and Briefly. You must read and agree to these Terms before using the Service. If you do not agree, you may not use the Service. These Terms apply to all visitors, users, and others who access or use the Service (“Users”).
By accessing or using the Service, or by clicking a button or checking a box marked “I Agree” (or something similar), you signify that you have read, understood, and agree to be bound by these Terms, and that you have read and understood our Privacy Notice (as it may be updated from time to time, our “Privacy Notice”) We reserve the right to modify these Terms and will provide notice of these changes as described below.
PLEASE READ THESE TERMS CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION PROVISION IN SECTION 15.2 AND CLASS ACTION/JURY TRIAL WAIVER IN SECTION 15.3 THAT REQUIRE, UNLESS YOU OPT OUT PURSUANT TO THE INSTRUCTIONS HEREIN, THE EXCLUSIVE USE OF FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES BETWEEN YOU AND US, INCLUDING WITHOUT LIMITATION ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE YOU AGREED TO THESE TERMS. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU EXPRESSLY WAIVE YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS, AS WELL AS YOUR RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL OR REPRESENTATIVE ACTION OR PROCEEDING.
- Eligibility; Access to the Service; User Accounts; Emails from Briefly
You may use the Service only if you can form a legally binding contract with us, and only in compliance with all applicable local, state, national, and international laws, rules and regulations, including without limitation all recording laws that are applicable to your use of the Service (collectively, “Applicable Law”) and these Terms. The Service is not available to any Users that we have previously removed from the Service or who are not eligible or permitted to use the Service under Applicable Law.
You represent and warrant that you meet the applicable age requirements under Applicable Law and are competent to agree to these Terms. If you are a minor, you may use the Service only with the involvement of a parent or legal guardian and their consent and agreement to these Terms, and you represent and warrant that you have your parent or guardian’s permission to use the Service and that your parent or guardian is agreeing to these Terms. If you are a parent or legal guardian of a User that is a minor, by allowing such minor to use the Service, you are subject to these Terms and responsible for such minor’s activity on the Service.
If you are an individual and you access or use the Service on behalf of a company or other entity, such as your employer (together with its affiliates, an “Organization”), then: (a) these Terms are an agreement between us and you and us and that Organization; (b) you represent and warrant that you have the authority to bind that Organization to these Terms (and if you do not have that authority, you may not access or use the Service); (c) your acceptance of these Terms will bind such Organization to these Terms; (d) your individual right to access and use the Service may be suspended or terminated (and ownership and administration of your User Account (as defined in Section 1.4) may be transferred) if you cease to be associated with, or cease to use an email address associated with or provisioned by, that Organization; (e) we may disclose information regarding you and your use of the Service with such Organization; and (f) the terms “you” and “your”, as used in these Terms, refer to both you and such Organization. If you sign up for the Service using an email address associated with or provisioned by an Organization, or if an Organization pays fees due in connection with your access to or use of the Service (or reimburses you for payment of such fees), or otherwise, then, we may deem you to be accessing and using the Service on behalf of that Organization in our sole discretion.
1.2 Access to the Service
Subject to your compliance with these Terms, you are hereby granted a non-exclusive, limited, non-transferable, and freely revocable right to access and use the Service for your personal use only, strictly as permitted by the features of the Service. We reserve all rights not expressly granted herein to the Service and our Intellectual Property (as defined in Section 6.1).
1.3 Software License
To the extent you download any software made available by us in connection with the Service, subject to your compliance with these Terms, we grant to you a non-exclusive, limited, non-transferable, non-sublicensable, freely revocable right and license to use such software solely as reasonably necessary for your use of the Service in accordance with these Terms.
1.4 User Accounts
You must register an account on the Service (“User Account”) in order to use the Service. Your User Account gives you access to certain services and functionalities that we may establish and maintain as part of the Service from time to time, in our sole discretion. We may maintain different types of User Accounts for different types of Users. You acknowledge that you do not own your User Account. If you connect to the Service with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service.
You may never use another User’s User Account without permission. When creating your User Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your User Account, and you must keep your User Account credentials secure. You must notify us immediately of any breach of security or unauthorized use of your User Account. We will not be liable for, and expressly disclaim any responsibility for, any losses caused by any unauthorized use of your User Account.
If requested, you agree to diligently assist us in responding to requests and inquiries with respect to your User Account and/or materials or transactions associated with you or your User Account, including without limitation by providing us with all information and assistance we may reasonably require, and/or responding promptly and accurately to any such requests and inquiries should we connect between you and the inquirer.
1.5 Interactions with Other Users
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS AND SHARING OF INFORMATION WITH OTHER USERS OR ON THE SERVICE. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR DISPUTES BETWEEN YOU AND OTHER USERS. WE EXPRESSLY DISCLAIM ALL LIABILITY ARISING FROM YOUR INTERACTIONS WITH OTHER USERS, OR FOR ANY USER’S ACTION OR INACTION, INCLUDING RELATING TO USE OF YOUR USER CONTENT (AS DEFINED IN SECTION 4.1).
1.6 Emails from Briefly
By providing us your email address, you consent to our use of that email address to send you notices and requests related to the Service, including without limitation any notices and requests required by Applicable Law, in lieu of communication by postal mail.
We may also use your email address to send you other messages related to your User Account and your use of the Service, such as messages notifying you of changes or updates to features of the Service or your User Account (such emails, “Transactional Emails”), and emails about commercial or promotional offers for products and services offered by Briefly or Briefly’s third-party business partners (such emails, “Commercial Emails”). If you do not want to receive Commercial Emails, you may opt out by clicking on the “unsubscribe” link in the email message received.
Unsecured email or other unsecure electronic methods of communication are not confidential means of communication and there is a possibility that a third party could intercept and see these messages. By providing us your email address, you acknowledge and consent to these risks.
- Changes to the Service; Termination and Suspension
We may, with or without prior notice, change the Service; stop providing the Service or features of the Service, to you or to Users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to your User Account and/or the Service with or without notice and without liability, for any reason, including if, in our sole determination, you violate any provision of these Terms, or for no reason. Upon their termination for any reason or no reason, you continue to be bound by these Terms.
- Restrictions and Acceptable Use
Except to the extent a restriction is prohibited by law, you agree not to do or attempt to do, and not to assist, permit, encourage or enable any third party to do, any of the following:
- decipher, disassemble, reverse engineer, decode or decompile any part of the Service;
- use any robot, spider, scraper, crawler, data mining tool, data gathering or extraction tool, or any other automated means, to access, search, collect, download, copy or record information or data from the Service or to access the Service, other than through the software and/or other technology provided or authorized by us (except that we grant the operators of public search engines revocable permission to use spiders to copy publicly available materials from the Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);
- copy, rent, lease, sell, loan, transfer, assign, sublicense, resell, distribute, modify, alter or create derivative works of any part of the Service or any of our Intellectual Property (as defined in Section 6.1);
- use the Service in any manner or for any purpose that (a) violates or promotes the violation of any Applicable Law, contractual obligation or right of any person, including without limitation any intellectual property rights or other proprietary rights, rights of privacy, or rights of personality, (b) is fraudulent, false, deceptive or defamatory, (c) promotes hatred, violence or harm against any individual or group, or (d) otherwise may be harmful or objectionable (in our sole discretion) to us, our service providers, our suppliers, our Users, or any other third party;
- use the Service (a) to develop competing products or services, (b) for benchmarking or competitive analysis of the Service, or (c) otherwise to our detriment or disadvantage;
- probe, scan or test the vulnerability of any Briefly system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent the measures we or our providers may use to prevent or restrict access to the Service;
- attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions or access to or from, the servers running the Service, including without limitation by transmitting invalid data, viruses, worms or other software agents through the Service, or overloading, flooding, or spamming the Service;
- upload or make available any content containing nudity or other sexually suggestive content; hate speech, threats or direct attacks on an individual or group; abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful racially, ethnically, or otherwise objectionable content; content that contains self-harm or excessive violence; illegal content or content in furtherance of harmful or illegal activities; and/or malicious programs or code.
- transmit spam, chain letters, or other unauthorized or unsolicited advertising, promotional materials, email, or other form of solicitation, or alter or forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Service to send altered, deceptive or false source-identifying information;
- impersonate another person or misrepresent your affiliation with a person or entity, hide or attempt to hide your identity, or otherwise use the Service for any invasive or fraudulent purpose;
- collect, store or harvest any personally identifiable information, including without limitation account-related information, from the Service;
- share passwords or authentication credentials for the Service;
- identify or refer to us or the Service in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you (or a third party) and us;
- use, display, mirror or frame the Service or any individual element within the Service, our name, any of our trademarks, logos or other proprietary information, in each case without our prior express written consent; or
- otherwise use the Service in any manner that impacts the behavior, stability, operation or performance of the Service, applications using the Service or any User’s use of the Service.
You agree that a breach of this Section 3 shall constitute a material breach of these Terms.
We are not obligated to monitor your access to or use of the Service. However, we have the right to do so for the purpose of operating the Service, to ensure compliance with these Terms, and to comply with Applicable Law or other legal or contractual requirements. Without limiting the foregoing, we have the right to investigate violations of these Terms or conduct that affects the Service, and we may also consult and cooperate with law enforcement authorities to investigate or prosecute Users who violate Applicable Law.
- User Content; Recordings; AI Services, Inputs and Outputs
4.1 User Content
The Service may allow you to submit, post, display, provide, generate, or otherwise make available certain content or information, including voice and video recordings, transcriptions, Inputs (as defined in Section 4.3) and Outputs (as defined in Section 4.3) (collectively, “User Content”).
WE CLAIM NO OWNERSHIP RIGHTS OVER YOUR USER CONTENT, AND, AS BETWEEN YOU AND US, IT REMAINS YOURS.
You grant, and you represent and warrant that you have all rights necessary to grant, to us an irrevocable, perpetual, transferable, sublicensable (through multiple tiers), fully paid, royalty-free, and worldwide right and license to use, copy, store, modify, distribute, reproduce, publish, list information regarding, make derivative works of, and display the User Content: (a) to generate Outputs (as defined in Section 4.3) and to otherwise maintain and provide the Service; (b) to train and improve the AI Services (as defined in Section 4.3); (c) for our internal business purposes, such as data analysis, customer research, improving our products and developing new products or features, identifying usage trends; and (d) to perform such other actions as described in our Privacy Notice or as authorized by you in connection with your use of the Service.
In connection with any User Content you provide, you affirm, represent, and warrant the following:
- you have the written consent of each and every identifiable natural person referred to or mentioned in such User Content, if any, and each such person has released you from any liability that may arise in relation to such use;
- you have obtained and are solely responsible for obtaining all consents as may be required by Applicable Law in connection with your provision of any such User Content relating to third parties;
- such User Content or our use thereof as contemplated by these Terms and the Service will not violate any Applicable Law or infringe any rights of any third party, including without limitation any intellectual property rights or other proprietary rights, or privacy rights;
- such User Content does not include any sensitive personal information or other similar data, information or content, including without limitation personal health data; and
- to the best of your knowledge, all of such User Content and all other information that you provide to us is truthful and accurate.
We are not obligated to review or edit any of the User Content you provide or the User Content of other Users. However, we have the right to do so for the purpose of operating the Service, to ensure compliance with these Terms, and to comply with Applicable Law or other legal or contractual requirements. We reserve the right, but are not obligated, to remove or disable access to any User Content at any time and without notice, including without limitation if we, at our sole discretion, consider it objectionable or in violation of these Terms.
WITHOUT LIMITING ANY OTHER PROVISION HEREIN, WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY USER CONTENT. YOU SHALL BE SOLELY RESPONSIBLE FOR YOUR USER CONTENT AND THE CONSEQUENCES OF MAKING IT AVAILABLE TO US OR THROUGH THE SERVICE, AND WE SHALL NOT BE LIABLE FOR ANY DAMAGES YOU OR ANY THIRD PARTY ALLEGES TO INCUR AS A RESULT OF OR RELATING TO ANY USER CONTENT PROVIDED BY YOU OR ANY OTHER USER.
Certain portions of the Service may allow you to record individual conversations and/or upload recorded conversations, for example, meetings or phone calls. When recording is enabled, you must notify any parties being recorded. If such parties do not consent to being recorded, you must immediately cease recording and terminate the recorded session.
YOU ARE SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL LAWS GOVERNING THE MONITORING OR RECORDING OF CONVERSATIONS, INCLUDING PROVIDING ANY NOTICES TO AND OBTAINING CONSENT FROM INDIVIDUALS IN CONNECTION WITH ANY RECORDINGS AS REQUIRED UNDER APPLICABLE LAW. BY USING THE SERVICE, YOU AUTHORIZE BRIEFLY TO STORE AND USE RECORDINGS IN ACCORDANCE WITH THESE TERMS.
4.3 AI Services, Inputs and Outputs
Certain portions of the Service utilize, in whole or in part, artificial intelligence and/or machine learning algorithms, systems, or technologies, and related models (collectively, “AI Services”) and enable you to provide Inputs (as defined below) to generate outputs and insights based on such Inputs (collectively, “Outputs”). As used herein, “Inputs” means any content that you provide or otherwise make available to us in connection with AI Services.
WITHOUT LIMITING THE GENERALITY OF SECTION 4.1, YOU WILL BE SOLELY RESPONSIBLE FOR ALL INPUTS AND OUTPUTS. WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY INPUTS OR OUTPUTS, PROVIDED THAT WE HAVE THE RIGHT, BUT NOT AN OBLIGATION, TO REMOVE ANY INPUTS AND ANY OUTPUTS FROM THE SERVICE IN OUR SOLE AND ABSOLUTE DISCRETION.
a) Disclaimers – Outputs
Due to the nature of machine learning, Outputs may not be unique and the AI Services may generate the same or similar Outputs for Briefly or third parties, including without limitation other Users. Outputs and insights that are requested by and generated by or for other Users are not considered your User Content.
YOU UNDERSTAND AND AGREE THAT OUTPUTS MAY CONTAIN “HALLUCINATIONS” AND MAY BE INNACURATE, OBJECTIONABLE, INAPPROPRIATE, OR OTHERWISE UNSUITED TO YOUR PURPOSE, AND YOU AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DAMAGES YOU OR ANY THIRD PARTY ALLEGES TO INCUR AS A RESULT OF OR RELATING TO ANY OUTPUTS OR OTHER CONTENT GENERATED BY OR ACCESSED ON OR THROUGH THE SERVICE.
- DMCA Notice
We respect content owner rights, and it is our policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify our copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide all of the following information in writing:
- An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing and where it is located on the Service;
- Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
- A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other Applicable Law.
In accordance with the DMCA and other Applicable Law, we have adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. We may also at our sole discretion limit access to the Service and/or terminate the User Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
- Our Proprietary Rights
6.1 Intellectual Property
You acknowledge and agree that the Service, and all materials and content displayed or made available on the Service (other than content owned by you or your licensors or providers), and all software, algorithms, code, technology and intellectual property underlying and included in or with the Service, and all intellectual property rights and other proprietary rights therein and thereto throughout the world (collectively and individually, our “Intellectual Property”) are the exclusive property of Briefly and its licensors, providers, distributors, and suppliers. Except as explicitly provided herein, nothing in these Terms will be deemed to create a license in or under any intellectual property rights or other proprietary rights, and you agree not to access, sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any of our Intellectual Property. Use of our Intellectual Property for any purpose not expressly permitted by these Terms is strictly prohibited.
You may choose to, or we may invite you to submit, comments, feedback or ideas about the Service, including without limitation about how to improve the Service or our other products and services (collectively, “Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Briefly under any fiduciary or other obligation, and that we will own such Feedback, and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback. You further acknowledge that, by acceptance of your submission, we do not waive any rights to use similar or related ideas previously known to us, or developed by our employees, or obtained from sources other than you.
6.3 Usage Data
We may collect, maintain, process, and use, or you may provide to us, diagnostic, technical, usage, and related information, including without limitation information about your computers, mobile devices, systems, and software (collectively, “Usage Data”). You agree that all Usage Data is owned solely and exclusively by us, and, to the extent any ownership rights in or to the Usage Data vest in you, you hereby assign to us all rights, title, and interest in and to the same. Accordingly, we may use Usage Data or any portion thereof for any lawful purpose, including without limitation: (a) to provide and maintain the Service; (b) to develop and improve the Service; (c) to monitor your usage of the Service; (d) for Service-related research and analytics; and (e) to share Service-related analytics and other derived Usage Data with third parties, solely in deidentified or aggregated form. The Service may contain technological measures designed to prevent unauthorized or illegal use of the Service, and we may use these and other lawful measures to verify your compliance with these Terms and to enforce our rights, including without limitation all intellectual property rights and other proprietary rights, in and to the Service.
- Payments, Billing and Subscription Plans
Certain aspects of the Service may be provided for free, while certain other aspects of the Service may be provided for a fee or other charge. For Users that purchase a subscription to use the Service (as further described in Section 7.3), the applicable fees are specified on our website at https://www.brieflyai.com and at the time you sign up for a User Account and must be paid in advance. Payment obligations are non-cancelable once incurred subject to your cancellation rights in these Terms, and all fees paid are non-refundable. For clarity, in the event you downgrade any subscriptions or other recurring fees, you will remain responsible for any unpaid fees under the paid plan, and the applicable portion of the Service under the paid plan will be deemed fully performed and delivered upon expiration of the initial subscription period. Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, accessible by any jurisdiction (collectively, “Taxes”). You will be responsible for paying all Taxes associated with its purchases, except for those taxes based on our net income.
7.1 Billing and Cancellation
To use paid portions of the Service, you must provide one or more current, valid accepted payment cards, as may be updated from time to time and which may include payment through your User Account with a third party (such method, a “Payment Method”). By providing a Payment Method, you agree that we or our Payment Processor (as defined in Section 7.2) are authorized to periodically charge the applicable fees in addition to any applicable taxes and service fees on a recurring basis until you cancel your subscription. The fees for the Service and any other charges you may incur in connection with your use of the Service, such as taxes and possible transaction fees, will be charged to your Payment Method on the specific payment date indicated on your account. The length of your billing cycle will depend on the type of subscription that you choose when you signed up for the Service. Fees are fully earned by Briefly upon payment by you. In some cases, your payment date may change (for example, if your Payment Method has not successfully settled, when you change your subscription plan or if your paid subscription began on a date not contained in a given month). We may authorize your Payment Method in anticipation of service-related charges through various methods.
7.2 Payment Information
You represent and warrant that: (a) the Payment Method and related information you supply to us or our Payment Processor, as applicable, is true, correct, and complete; (b) you are duly authorized to use such Payment Method; (c) you will pay any charges that you incur in connection with the Service, including any applicable taxes; and (d) you will pay all charges incurred by you at the posted prices, including all applicable taxes, if any.
If your Payment Method or any related information changes, you agree to promptly update such information so that we or Payment Processor may complete the applicable transaction and contact you as needed. We are not liable for any unauthorized use of your Payment Method by a third-party in connection with your use of the Service or your subscription.
7.3 Subscription Plans
a) Subscription Services; Subscription Fees
We may make certain portions of the Service available on an automatically renewing subscription basis (“Subscription Services”) for recurring fees (“Subscription Fees”). For the most current information about our Subscription Fees, please review our pricing and payment terms at https://www.brieflyai.com (“Pricing and Payment Terms”), which are incorporated by reference herein. We may make any portion of the Service available on a subscription basis, discontinue subscriptions for Subscription Services, or add or amend the Subscription Fees at our sole discretion. When we add or amend the Subscription Fees, we will update our Pricing and Payment Terms. Any change to our Pricing and Payment Terms shall become effective in the Subscription Term (as defined below) following notice of such change to you as provided in these Terms; provided however, that if we have offered a specific duration and specified Subscription Fees for your use of the Subscription Services, we agree that the Subscription Fees will remain in force for that duration. YOUR SUBSCRIPTION TO ANY SUBSCRIPTION SERVICES WILL AUTOMATICALLY RENEW AT THE END OF THE SUBSCRIPTION TERM SPECIFIED FOR YOUR USER ACCOUNT FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THE INITIAL SUBSCRIPTION TERM (EACH A “SUBSCRIPTION TERM”) UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION SERVICES IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED IN SECTION 7.3(c) OF THESE TERMS.
b) Automatic Billing and Policies
By purchasing Subscription Services, you agree that: (i) we and/or our Payment Processor are authorized to charge you, at the beginning of each Subscription Term, the applicable Subscription Fees for those Subscription Services, any applicable taxes, and any other charges you may incur in connection with your purchase and use of those Subscription Services, subject to adjustment in accordance with these Terms, for as long as your subscription continues; and (ii) your subscription will continue until you cancel it or the Subscription Services, or your subscription to the Subscription Services, is suspended, discontinued or terminated in accordance with these Terms. You acknowledge and agree that the amount billed may vary due to promotional offers, changes to the Subscription Fees in accordance with Section 7.3(a), and changes in applicable taxes, and you authorize us to charge your Payment Method for the changed amounts.
c) Cancellation Procedures
You may cancel your subscription to the Subscription Services at your sole discretion; however, fees paid are non-refundable and you agree that you may not be refunded any Subscription Fees for your cancellation of your subscription to the Subscription Services, including without limitation, for any unused time with your Subscription Services.
To cancel your subscription to the Subscription Services, you must notify us at least three (3) days before the start of the next Subscription Term using the appropriate functionalities of the Service or by contacting us at firstname.lastname@example.org. You will continue to have access to the Subscription Services through the end of your billing period. YOU UNDERSTAND THAT UNLESS AND UNTIL YOU NOTIFY US OF YOUR CANCELLATION, YOUR SUBSCRIPTION AND ALL CORRESPONDING FEES WILL AUTOMATICALLY RENEW, AND YOU AUTHORIZE US OR OUR PAYMENT PROCESSOR (WITHOUT NOTICE TO YOU, UNLESS REQUIRED BY APPLICABLE LAW) TO CHARGE YOU THE APPLICABLE SUBSCRIPTION FEES AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE OR OUR PAYMENT PROCESSOR HAVE ON RECORD FOR YOU.
YOU UNDERSTAND AND AGREE THAT YOU SHALL RECEIVE NO REFUND FOR ANY UNUSED TIME ON YOUR SUBSCRIPTION OR ANY PRE-PAYMENTS MADE FOR SUBSCRIPTION SERVICES IN THE EVENT THAT: (I) WE SUSPEND OR TERMINATE YOUR SUBSCRIPTION TO THE SUBSCRIPTION SERVICES, YOUR USER ACCOUNT OR THESE TERMS; OR (II) YOU CANCEL YOUR SUBSCRIPTION TO THE SUBSCRIPTION SERVICES.
d) Free Trials
We may, from time to time in our sole discretion, offer free trials to particular paid portions of the Service. For any free trial, we or our Payment Processor will automatically bill your Payment Method on the later of the day your free trial ends or the day you start your paid subscription, and on each recurring billing date thereafter, subject to these Terms. If you wish to avoid charges to your Payment Method, you must cancel your subscription prior to the last day of your free trial period. If you cancel your subscription during a free trial, cancellation may be effective immediately.
UNLESS REQUIRED BY APPLICABLE LAW OR WE EXPRESSLY AGREE IN WRITING OTHERWISE, WE DO NOT PROVIDE REFUNDS FOR ANY SUBSCRIPTION SERVICES; NOR DO WE PROVIDE CREDIT, REFUNDS, OR PRORATED BILLING FOR CANCELLED SUBSCRIPTIONS.
7.4 Promotional Offers
We may from time to time offer special promotional offers, plans or memberships (“Promotional Offers”). Promotional Offer eligibility is determined by us in our sole discretion and we reserve the right to revoke a Promotional Offer and put your account on hold in the event that we determine you are not eligible. We may use information such as device ID, method of payment or an account email address used with an existing or recent subscription to determine eligibility. The eligibility requirements and other limitations and conditions will be disclosed when you sign-up for the Promotional Offer or in other communications made available to you. You acknowledge and agree that any offers made available through the Service, including without limitation offers for the Subscription Services, are subject to change at any time and from time to time.
- Our Privacy and Data Security Policies
By using the Service, you understand and acknowledge that your personal information will be collected, used, and disclosed as set forth in our Privacy Notice.
We care about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
- Additional Terms for Mobile Applications
9.1 General. We may make available software to access the Service via a compatible mobile device (“Mobile Apps”). To use a Mobile App, you must have a mobile device that is compatible with such Mobile App. We do not warrant that any Mobile App will be compatible with your mobile device. You may use mobile data in connection with a Mobile App and may incur additional charges from your wireless provider in connection with such Mobile App. You understand and acknowledge that you are solely responsible for any such charges. We hereby grant you a non-exclusive, limited, non-transferable, and freely revocable license to use a compiled code copy of the Mobile App(s) under your User Account on one (1) or more mobile devices owned or controlled solely by you (except to the extent Apple or Google permits any shared access and/or use of the iOS App or Android App (as each of those terms is defined below), respectively), solely in accordance with these Terms. The foregoing license grant is not a sale of any Mobile App or of any copy thereof. You may not: (a) modify, disassemble, decompile, or reverse engineer any Mobile App, except to the extent that such restriction is expressly prohibited by Applicable Law; (b) rent, lease, loan, resell, sublicense, distribute, or otherwise transfer any Mobile App to any third party, or use any Mobile App to provide time sharing or similar services for any third party; (c) make any copies of any Mobile App; (d) remove, circumvent, disable, damage, or otherwise interfere with security-related features of any Mobile App, features that prevent or restrict use or copying of any content accessible through any Mobile App, or features that enforce limitations on use of the Mobile App; or (e) delete the copyright or other proprietary rights notices on any Mobile App. You acknowledge that we may, from time to time, issue upgraded versions of Mobile Apps, and may automatically electronically upgrade the version of the Mobile App that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and you understand and acknowledge that the terms and conditions of these Terms will apply to all such upgrades. Any third-party code that may be incorporated into a Mobile App is covered by the applicable open source or third-party license, if any, authorizing use of such code. We or our third-party partners or suppliers retain all right, title, and interest in and to the Mobile Apps (and any copies thereof). Any attempt by you to transfer or delegate any of the rights, duties, or obligations hereunder, except as expressly provided for in these Terms, is void. We reserve all rights not expressly granted under these Terms.
9.2 iOS App. This Section 9.2 applies to any Mobile App you acquire from the Apple App Store (such Mobile App, the “iOS App”). These Terms are solely between you and Briefly, not Apple, Inc. (“Apple”), and that Apple has no responsibility for the iOS App or content thereof. Your access to and use of the iOS App must comply with the usage rules set forth in Apple’s then-current Apple Media Services Terms and Conditions. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iOS App. In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the iOS App to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be governed solely by these Terms and any law applicable to Briefly as the provider of the iOS App. Apple is not responsible for addressing any claims of you or any third party relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to: (a) product liability claims; (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation. In the event of any third-party claim that the iOS App, or your possession and use of the iOS App, infringes that third party’s intellectual property rights, Briefly, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim, to the extent required by these Terms. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms as they relate to the iOS App, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as they relate to the iOS App against you as a third-party beneficiary thereof.
9.3 Android App. This Section 9.3 applies to any Mobile App you acquire from the Google Play Store (such Mobile App, the “Android App”): (a) these Terms are between you and Briefly only, and not Google LLC or any affiliate thereof (collectively, “Google”); (b) your access to and use of the Android App must comply with Google’s then-current Google Play Terms of Service; (c) Google is only a provider of the Google Play Store where you obtained the Android App; (d) Briefly, and not Google, is solely responsible for the Android App; (e) Google has no obligation or liability to you with respect to the Android App or these Terms; and (f) Google is a third-party beneficiary to these Terms as they relate to the Android App.
- Third-Party Services
The Service may enable you to access or otherwise interact with content, products, and services provided by third parties that are not owned or controlled by Briefly (collectively, “Third-Party Services”), and certain functionalities of the Service may require your use of Third-Party Services.
You may also link your User Account with your accounts on certain Third-Party Services (“Third-Party Accounts”) by providing us with your Third-Party Account login information or allowing us to access your Third-Party Account (including through browser extensions and other applications) in accordance with the applicable Third-Party Service’s terms and conditions. You represent and warrant that any Third-Party Account information you share with us is yours and that you are entitled to disclose it without breaching the terms of the applicable Third-Party Service. By granting access to a Third-Party Account, you understand we may access and store associated content on the Service via such Third-Party Account, and subject to your settings, may also submit and receive additional information from such Third-Party Account. If a Third-Party Account or the applicable Third-Party Service for a Third-Party Account becomes unavailable, associated content may no longer be available on the Service. We have no obligation to review third-party content.
IF YOU ACCESS, USE AND/OR CONNECT A THIRD-PARTY SERVICE IN CONNECTION WITH THE SERVICE, YOU ARE SUBJECT TO AND AGREE TO, AND MUST COMPLY WITH, THE APPLICABLE THIRD PARTY’S TERMS AND CONDITIONS MADE AVAILABLE VIA, OR AGREED IN CONNECTION WITH, SUCH THIRD PARTY’S SERVICES. IF YOU ACCESS, USE AND/OR CONNECT A THIRD-PARTY SERVICE OR SHARE YOUR USER CONTENT ON OUR THROUGH A THIRD-PARTY SERVICE, YOU DO SO AT YOUR OWN RISK, AND YOU UNDERSTAND THAT THESE TERMS AND OUR PRIVACY NOTICE DO NOT APPLY TO YOUR USE OF SUCH THIRD-PARTY SERVICE. WE DO NOT ENDORSE OR ASSUME ANY RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES, AND YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY SERVICES.
- No Professional Advice
If the Service provides professional information (for example, medical, legal, or financial), such information is for informational purposes only and should not be construed as professional advice. No action should be taken based upon any information made available through the Service. You should seek independent professional advice from a person who is licensed and/or qualified in the applicable area.
You agree to defend, indemnify and hold us and our affiliates, agents, suppliers or licensors (and our and their employees, contractors, agents, officers and directors) harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including without limitation attorney’s fees) arising from: (a) your access to or use of the Service; (b) your violation of any provision of these Terms; (c) your violation of any third-party right, including without limitation any intellectual property right or other proprietary right, or rights of privacy; (d) your violation of any Applicable Law; (e) content you provide to us on or through the Service, including without limitation any Inputs or Outputs, and any misleading, false, or inaccurate information therein; (f) your willful misconduct; or (g) any third party’s access to or use of the Service with your User Account.
- No Warranty; Disclaimers
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
WITHOUT LIMITING THE FOREGOING, WE, OUR AFFILIATES, AND OUR LICENSORS DO NOT WARRANT THAT ANY CONTENT ON THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY OUTPUTS) IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR 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 YOUR OWN RISK YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICE OR ANY DOWNLOAD OF CONTENT THROUGH THE USE OF THE SERVICE. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.
FURTHER, WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THE PROVIDERS OF SUCH THIRD-PARTY SERVICES.
FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) 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. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR USER ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICE; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY; (F) 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; AND/OR (G) YOUR DATA OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO US HEREUNDER OR $500.00, WHICHEVER IS GREATER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Governing Law, Arbitration, and Class Action/Jury Trial Waiver
15.1 Governing Law
These Terms are governed by the laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule. Notwithstanding the preceding sentence, the Federal Arbitration Act (9 U.S.C. §§ 1-16) (“FAA”) governs the interpretation and enforcement of the arbitration provision in Section 15.2 below (the “Arbitration Provision”) and preempts all state laws to the fullest extent permitted by law. If the FAA is determined to not apply to any issue that arises from or relates to the Arbitration Provision, then that issue shall be resolved under and governed by the law of your state of residence. You agree to submit to the exclusive personal jurisdiction of the federal and state courts located in the State of Delaware for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property rights or other proprietary rights, as set forth in the Arbitration Provision, including without limitation any provisional relief required to prevent irreparable harm. You agree that the State of Delaware is the proper and exclusive forum for any appeals of an arbitration award or for trial court proceedings in the event that the Arbitration Provision is found to be unenforceable.
READ THIS SECTION (THIS “ARBITRATION PROVISION”) CAREFULLY BECAUSE IT REQUIRES THE USE OF ARBITRATION IN ANY DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
This Arbitration Provision applies to and governs any dispute, controversy, or claim between you and us that arises out of or relates to, directly or indirectly: (a) these Terms, including without limitation the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (b) access to or use of the Service, including without limitation the receipt of any advertising, marketing, or other communications from us; (c) any transactions through, by, or using the Service; or (d) any other aspect of your relationship or transactions with us, directly or indirectly (“Claim” or collectively, “Claims”). The Arbitration Provision shall apply, without limitation, to all Claims that arose or were asserted before or after your consent to these Terms.
If you are a new User, you can reject and opt-out of this Arbitration Provision within thirty (30) days of accepting these Terms by emailing us at email@example.com with your first and last name and stating your intent to opt-out of this Arbitration Provision. Opting out of this Arbitration Provision does not affect the binding nature of any other part of these Terms, including without limitation the provisions regarding controlling law or in which courts any disputes must be brought.
For any Claim, you agree to first contact us at firstname.lastname@example.org and attempt to resolve the dispute with us informally. In the unlikely event that Briefly has not been able to resolve a Claim after sixty (60) days, each of you and we agree to resolve the Claim through binding arbitration by the American Arbitration Association (“AAA”), under the Expedited Procedures then in effect for AAA (the “Rules”), except as provided herein. In the event of any conflict between the Rules and this Arbitration Provision, this Arbitration Provision shall control. AAA may be contacted at www.adr.org, where the Rules are also available. The arbitration will be conducted in the U.S. county where you live or the State of Texas, unless you and we agree otherwise. If you are an individual using the Service for non-commercial purposes: (a) AAA may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from AAA; (b) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (c) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. You and we agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Provision, including without limitation any claim that all or any part of this Arbitration Provision is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including without limitation any issues relating to whether any provision of these Terms is unconscionable or illusory and any defense to arbitration, including without limitation waiver, delay, laches, unconscionability, or estoppel.
NOTHING IN THIS ARBITRATION PROVISION WILL BE DEEMED AS: PREVENTING US FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM THE COURTS AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF OUR DATA SECURITY, INTELLECTUAL PROPERTY RIGHTS OR OTHER PROPRIETARY RIGHTS; OR PREVENTING YOU FROM ASSERTING CLAIMS IN SMALL CLAIMS COURT, IF YOUR CLAIMS QUALIFY AND SO LONG AS THE MATTER REMAINS IN SUCH COURT AND ADVANCES ON ONLY AN INDIVIDUAL (NON-CLASS, NON-COLLECTIVE, AND NON-REPRESENTATIVE) BASIS.
If this Arbitration Provision is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, shall be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, shall have no impact on the remaining provisions of the Arbitration Provision, which shall remain in force, or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Arbitration Provision. Notwithstanding the foregoing, if the class action/jury trial waiver in Section 15.3 is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction. All other claims for relief subject to arbitration under this Arbitration Provision shall be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief shall be stayed pending the outcome of any individual claims in arbitration.
15.3 Class Action/Jury Trial Waiver
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSONS CLAIMS. YOU AND BRIEFLY AGREE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY TO AN INDIVIDUAL CLAIMANT AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF ON INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED MAY NOT AFFECT OTHER USERS. YOU AND BRIEFLY AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND BRIEFLY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
- U.S. Government Restricted Rights
If the Service is being used by the U.S. Government, the Service is commercial computer software and documentation developed exclusively at private expense, and (a) if acquired by or on behalf of a civilian agency, will be subject to the terms of this computer software license as specified in 48 C.F.R. 12.212 of the Federal Acquisition Regulations and its successors; and (b) if acquired by or on behalf of units of the Department of Defense (“DOD”) will be subject to the terms of this commercial computer software license as specified in 48 C.F.R. 227.7202-3, DOD FAR Supplement and its successors.
- General Provisions
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our prior express written consent. Any attempted transfer or assignment in violation hereof will be null and void.
17.2 Notification Procedures and Changes to these Terms
We may provide notifications, whether such notifications are required by Applicable Law or are for business-related purposes, to you via email notice, written or hard copy notice, or through the Service, as we determine in our sole discretion. We reserve the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain notifications as required under Applicable Law or as described in these Terms. We are not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.
We may, in our sole discretion, modify or update these Terms from time to time, and so you should review this page periodically. When we change these Terms in a material manner, we will update the last modified date at the top of this page and notify you that material changes have been made to these Terms. These Terms apply to and govern your access to and use of the Service effective as of the start of your access to or use of the Service, even if such access or use began before publication of these Terms. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Service. If you do not agree to any part of these Terms or any future Terms of Service, do not use or access (or continue to access) the Service.
17.3 Entire Agreement/Severability
These Terms, together with any amendments and any additional agreements you may enter into with us in connection with the Service, will constitute the entire agreement between you and us concerning the Service. None of our employees or representatives are authorized to make any modification or addition to these Terms. Any statements or comments made between you and any of our employees or representatives are expressly excluded from these Terms and will not apply to you or us or your use of the Service. Except as otherwise stated in the Arbitration Provision, if any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect.
17.4 No Waiver
No waiver of these Terms will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.
If you have any questions about these Terms, please contact us at email@example.com. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
Last Updated: January 12, 2022
2. Changes to the Terms or Service. We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
3. Who May Use the Services
a. You may use the Services only if you are 18 years or older and capable of forming a binding contract with Briefly and are not barred from using the Services under applicable law.
b. If you want to use certain products or features of the Services you may have to create an account (“Account”). You may do this via the Site or through your account with certain third-party social networking services such as Google (each, an “Social Media Service”). If you choose the Social Media Service option we’ll create your Account by extracting from your Social Media Service certain personal information such as your name and email address and other personal information that your privacy settings on the Social Media Service permit us to access.
c. It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.
a. For purposes of these Terms, “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services. Subject to your compliance with these Terms, Briefly grants you a limited, non-exclusive, non-transferable, non-sublicensable license to view the Site and all Content therein solely for your personal and non-commercial purposes. See the Section below titled “Additional Terms for the Briefly Google Chrome Extension Product” for your license to use the Product.
b. Briefly and its licensors exclusively own all right, title and interest in and to the Services and Content (excluding any Content you provide, the Transcripts or the Summaries), including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
5. General Prohibitions
a. You agree not to do any of the following:
i. Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
ii. Use, display, mirror or frame the Services or any individual element within the Services, Briefly’s name, any Briefly trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Briefly’s express written consent;
iii. Access, tamper with, or use non-public areas of the Services, Briefly’s computer systems, or the technical delivery systems of Briefly’s providers;
iv. Attempt to probe, scan or test the vulnerability of any Briefly system or network or breach any security or authentication measures;
v. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Briefly or any of Briefly’s providers or any other third party (including another user) to protect the Services or Content;
vi. Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Briefly or other generally available third-party web browsers;
vii. Use any meta tags or other hidden text or metadata utilizing a Briefly trademark, logo URL or product name without Briefly’s express written consent;
viii. Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
ix. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information;
x. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
xi. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
xii. Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
xiii. Impersonate or misrepresent your affiliation with any person or entity;
xiv. Violate any applicable law or regulation; or
xv. Encourage or enable any other individual to do any of the foregoing.
b. Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
c. You represent and warrant that your use of the Services, and any Content you provide, will not infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
6. Additional Terms for the Briefly Google Chrome Extension Product
a. The Briefly Google Chrome Extension provides you with an estimated transcription of your Google Meet video meetings (“Transcript”), in addition to summaries, action items or other information (collectively, “Summaries”) about such meetings. The Product is currently available to limited beta testers, by invite only and solely for testing and evaluation purposes. Subject to your compliance with these Terms, Briefly grants you a non-exclusive, revocable license to access and use the Product solely for testing and evaluation purposes only. You expressly understand and agree that Briefly may revoke your right to use the Product at any time with or without notice to you. We currently do not charge for the use of the Product, but may do so at any time, with notice to you.
b. The Summaries are generated by artificial intelligence services provided by OpenAI. As such, you agree (1) we are permitted to submit your Transcripts to artificial intelligence services and (2) you will, at all times, abide by the OpenAI Service Terms, OpenAI Sharing & Publication Policy, OpenAI Usage Policies, and OpenAI Terms of Service, any other OpenAI terms applicable to your use of OpenAI products or services as integrated in our Product.
c. You are solely responsible for compliance with all recording laws that are applicable to your use of the Product. The Product contains functionality to notify all meeting participants the Product is audio recording and therefore a Transcript is being generated. You agree to not interfere or otherwise disable such notification functionality. If your meeting participants do not consent to being recorded, they can choose to leave the meeting. By using the Product, you are giving Briefly affirmative consent to audio record the meetings (and store such recordings if such recordings are stored in our systems).
d. Briefly does not claim any ownership rights in your Transcripts or the Summaries, and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your Transcripts or your Summaries. You hereby grant to Briefly a perpetual, non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, your Transcripts and Summaries solely (i) in connection with operating and providing the Services to you or (ii) for our internal use to improve our products and services.
e. Your Transcripts and Summaries are stored locally on your machine, in your Chrome browser cache. As such, if you delete your browser cache, you will not be able to see your Transcripts or Summaries. BRIEFLY WILL NOT BE ABLE TO PROVIDE YOU WITH A COPY OF YOUR TRANSCRIPTS OR SUMMARIES, AND AS SUCH, WE RECOMMEND YOU ROUTINELY CREATE YOUR OWN BACKUP COPIES OF YOUR TRANSCRIPTS AND SUMMARIES.
f. EXCEPT TO THE EXTENT PROHIBITED BY LAW, THE PRODUCT IS CURRENTLY OFFERED “AS-IS”. WE MAKE NO GUARANTEE OR ANY REPRESENTATIONS OR WARRANTIES FOR THE PRODUCT, INCLUDING ANY WARRANTY THAT THE TRANSCRIPTS, SUMMARIES OR ANY OTHER INFORMATION PROVIDED BY THE PRODUCT WILL BE ACCURATE, COMPLETE, ERROR-FREE, GENERALLY AVAILABLE, UNINTERRUPTED, OR THAT IT WILL BE SECURE OR YOUR INFORMATION AND DATA IS NOT LOST OR DAMAGED.
g. YOU AGREE THAT THE PRODUCT: (A) IS NOT COMPLETE IN DEVELOPMENT AND HAS NOT BEEN COMMERCIALLY RELEASED; (B) MAY NOT BE RELIABLE, FULLY FUNCTIONAL AND MAY CONTAIN BUGS, ERRORS, DESIGN FLAWS, OR OTHER PROBLEMS, INCLUDING PROBLEMS THAT MAY ADVERSELY IMPACT THE OPERATION OF YOUR INFRASTRUCTURE; (C) MAY NOT HAVE BEEN EVALUATED FOR REGULATORY COMPLIANCE AND MAY NOT MEET REQUIREMENTS FOR TRANSMITTING, STORING, CREATING, OR OTHERWISE PROCESSING ELECTRONIC PROTECTED HEALTH INFORMATION, PERSONALLY IDENTIFIABLE INFORMATION, PERSONAL INFORMATION, OR OTHER SENSITIVE OR CONFIDENTIAL INFORMATION AND YOU SHALL NOT USE ANY BETA OFFERING FOR SUCH PURPOSES; (D) WHEN USED, MAY RESULT IN UNEXPECTED RESULTS, LOSS OF CONTENT OR DATA, OR OTHER UNPREDICTABLE DAMAGE OR LOSS TO YOU.
h. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE PRODUCT REMAINS WITH YOU. WE DO NOT ASSUME ANY RESPONSIBILITY FOR RETENTION OF ANY TRANSCRIPT, SUMMARY, OTHER INFORMATION OR COMMUNICATIONS BETWEEN USERS. BRIEFLY CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICES. USE IS AT YOUR OWN RISK.
7. Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at firstname.lastname@example.org. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose, without any obligation to pay you for such use.
8. DMCA/Copyright Policy. Briefly respects copyright law and expects its users to do the same. It is Briefly’s policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
9. Links to Third Party Websites or Resources. The Services may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
10. Termination. We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
11. Warranty Disclaimers. THE SERVICES, PRODUCTS AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
12. Indemnity. You will indemnify and hold harmless Briefly and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services or Content, (ii) your Content, or (iii) your violation or breach of these Terms, any third party terms and conditions in connection with the use of the Services or Content, or applicable law.
13. Limitation of Liability
a. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BRIEFLY OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS OR DAMAGE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICES, THE CONTENT, OR THE PROVISION OF OR FAILURE TO PROVIDE TECHNICAL OR OTHER SUPPORT SERVICES, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE) CONTRACT OR ANY OTHER LEGAL THEORY, EVEN IF BRIEFLY OR ITS AFFILIATES, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, BRIEFLY AND ITS AFFILIATES’ MAXIMUM CUMULATIVE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS WILL BE LIMITED TO FIVE HUNDRED DOLLARS ($500.00).
b. THE PARTIES AGREE THAT THE FOREGOING LIMITATION OF LIABILITY IS MATERIAL TO THIS AGREEMENT, AND THAT THESE LIMITATIONS APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
14. Dispute Resolution. These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. Any dispute or claim relating in any way to the Services will be adjudicated in the state or Federal courts in San Francisco, California and you consent to exclusive jurisdiction and venue in these courts. We each waive any right to a jury trial.
15. Miscellaneous Terms
a. These Terms constitute the entire and exclusive understanding and agreement between Briefly and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Briefly and you regarding the Services and f. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
b. You may not assign or transfer these Terms, by operation of law or otherwise, without Briefly’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Briefly may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
c. Any notices or other communications provided by Briefly under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
d. A party’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Briefly. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
17. Contact Information. If you have any questions about these Terms or the Services, please contact Briefly at email@example.com. You can send us mail to 3131 McKinney Ave. Suite 502 PMB 75291, Dallas, TX 75204-2426 or reach us by phone at 985.235.0664.