Last Updated: August 21, 2020
A. User Data
When you use our Services, you provide us with access to files on your computer (via our app) and/or your online accounts such as email messages, files, contacts, and other types of content (“Your Data”). Your Data belongs to you. This Agreement only gives us the limited rights necessary to enable us to offer the Services.
We need your permission to do things like hosting Your Data, backing it up, and sharing it when you ask us to. Our Services also provide you with features like commenting, sharing, searching, image thumbnails, document previews, optical character recognition (OCR), easy sorting and organization, and personalization to help reduce busywork. To provide these and other features, SAI accesses, stores, and scans Your Data. You give us permission to do those things, and this permission extends to our affiliates and trusted third parties we work with.
B. User Responsibilities and Acceptable Uses of our Services
Our users must use our services responsibly. You agree not to misuse the SAI services ("Services") or help anyone else to do so. For example, you must not do, attempt to do, or assist anyone else in doing any of the following in connection with the Services:
• breach or otherwise circumvent any security or authentication measures;
• access, tamper with, or use non-public areas of the Services, or other areas of the Services you are not authorized to use;
• interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services;
• probe, scan, or test the vulnerability of any system or network;
• access, search, or create accounts for the Services by any means other than our publicly supported interfaces (for example, "scraping" or creating accounts in bulk);
• send unsolicited communications, advertisements, or spam;
• send altered, deceptive or false source-identifying information, including "spoofing" or "phishing";
• circumvent account or storage space limits;
• sell the Services unless specifically authorized to do so;
• publish or share materials that are unlawfully pornographic or indecent, or that contain extreme acts of violence or terrorist activity, including terror propaganda;
• advocate bigotry or hatred against any person or group of people based on their race, religion, ethnicity, sex, gender identity, sexual orientation, disability, or impairment;
• harass or abuse SAI personnel or representatives or agents performing services on behalf of SAI;
• violate the law in any way, including storing, publishing or sharing material that's fraudulent, defamatory, or misleading; or
• violate the privacy or infringe the rights of others.
Content in the Services may be protected by others’ intellectual property rights. Do not copy, upload, download, or share content unless you have the right to do so.
SAI may review your conduct and content for compliance with this Agreement. We are not responsible for the content people post and share via the Services.
It is important that you protect your password to the Services, and keep your account information current. Do not share your account credentials or give others access to your account.
You may use our Services only as permitted by applicable law, including export control laws and regulations. Finally, to use our Services, you must be at least 18 (or older, depending on where you live).
C. SAI Apps
Some of our Services allow you to download client software (“Software”) which may update automatically. So long as you comply with this Agreement, we give you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Services. To the extent any component of the Software may be offered under an open source license, we will make that license available to you and the provisions of that license may expressly override some of this Agreement. Unless the following restrictions are prohibited by law, you agree not to attempt to reverse engineer or decompile the Services, or assist anyone to do so.
D. Beta Versions
We may release products and/or features that we are still evaluating (“Beta Versions”). Beta Versions of our Services will be labeled “alpha,” “beta,” or “pre-release” (or be labeled with words with similar meanings) and may not be as reliable as SAI's other services. Beta Versions are made available so that we can collect user feedback, and by using our Beta Versions, you agree that we may contact you to collect feedback.
Beta Versions are confidential until official launch. If you use any Beta Versions, you agree not to disclose any information about those versions of the Services to anyone else without our permission.
We respect the intellectual property of others and ask that you do too. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using the steps outlined below. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers.
In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, SAI will respond expeditiously to claims of copyright infringement committed using SAI Services and/or the SAI website (the “Site”) if such claims are reported to SAI’s Designated Copyright Agent identified in the sample notice below.
If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site by completing the following DMCA Notice of Alleged Infringement and delivering it to SAI’s Designated Copyright Agent. Upon receipt of Notice as described below, SAI will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Site.
DMCA Notice of Alleged Infringement (“Notice”)
1. Identify the copyrighted work that you claim has been infringed, or - if multiple copyrighted works are covered by this Notice - you may provide a representative list of the copyrighted works that you claim have been infringed.
2. Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Site or the exact location where such material may be found.
3. Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.
4. Include both of the following statements in the body of the Notice:
1. “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
2. “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.
5. Provide your full legal name and your electronic or physical signature.
Deliver this Notice, with all items completed, to SAI’s Designated Copyright Agent:
Attn: Legal Department
Searchable AI Corp., Inc.
156 2nd Street
San Francisco, CA 94105
F. Paid Accounts
Billing. You can increase your [accounts indexed/ files indexed] and add paid features to your account (turning your account into a “Paid Account”). We will automatically bill you from the date you convert to a Paid Account and on each periodic renewal until you cancel. If you sign up for an annual plan, we will send you an email reminder that your plan is about to renew within a reasonable period of time prior to the renewal date. You are responsible for all applicable taxes, and we will charge you taxes when we required by law to do so.
You may cancel your SAI Paid Account at any time. Refunds are only issued if required by law.
Your Paid Account will remain in effect until it is cancelled or terminated under this Agreement. If you do not pay for your Paid Account on time, we reserve the right to suspend it or remove Paid Account features.
We may change the fees in effect but will give you advance notice of these changes via an email to the address associated with your account.
G. Personal Data; Organizational Accounts
You must use the SAI Services in compliance with your organization’s terms and policies.
Note that SAI accounts are subject to your organization's control. Your administrators may be able to access, disclose, restrict, or remove information in or from your SAI account, and they may also be able to restrict or terminate your access to an SAI account.
H. SAI Rights; Feedback
The Services are protected by copyright, trademark, and other US and foreign laws. This Agreement does not grant you any right, title, or interest in the Services, others’ content in the Services, SAI trademarks, logos and other brand features.
We welcome user feedback, but note that we may use comments or suggestions without any obligation to you.
You may to stop using our Services at any time. We reserve the right to suspend or terminate your access to the Services with notice to you if:
• you are in breach of this Agreement,
• your use of the Services would cause a risk of harm or loss to us or other users, or
• you do not have a Paid Account and have not accessed our Services for six (6) consecutive months.
We will provide you with reasonable notice via the email address associated with your account to remedy the activity that prompted us to contact you and give you the opportunity to export Your Data from our Services. If after such notice you fail to take the steps we ask of you, we will terminate or suspend your access to the Services.
• We will not provide notice before termination where:
• you are in material breach of this Agreement,
• we are prohibited from doing so by law.
• doing so would cause us legal liability or compromise our ability to provide the Services to our other users, or
J. Discontinuation of Services
We may decide to discontinue the Services in response to unforeseen circumstances beyond SAI’s control or to comply with a legal requirement. If we do so, we will give you reasonable notice. If we discontinue the Services in this way before the end of any fixed or minimum term for which you have paid us, we will refund the unused portion of the fees.
K. Services Are Provided “AS IS”
TO THE FULLEST EXTENT AS PERMITTED BY APPLICABLE LAW, SAI AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
L. Limitation of Liability
TO THE FULLEST EXTENT AS PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SAI OR ANY OF ITS LICENSORS, SERVICE PROVIDERS, OR SUPPLIERS BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY:
i. LOSS OF PRODUCTION, USE, BUSINESS, REVENUE, OR PROFIT OR DIMINUTION IN VALUE;
ii. IMPAIRMENT, INABILITY TO USE OR LOSS, INTERRUPTION OR DELAY OF THE SERVICES;
iii. LOSS, DAMAGE, CORRUPTION OR RECOVERY OF DATA, OR BREACH OF DATA OR SYSTEM SECURITY;
iv. COST OF REPLACEMENT GOODS OR SERVICES;
v. LOSS OF GOODWILL OR REPUTATION; OR
vi. CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
OTHER THAN FOR THE TYPES OF LIABILITY WE CANNOT LIMIT BY LAW (AS DESCRIBED IN THIS SECTION), WE LIMIT OUR LIABILITY TO YOU TO THE GREATER OF $50 USD OR 100% OF ANY AMOUNT YOU HAVE PAID UNDER YOUR CURRENT SERVICE PLAN WITH SAI.
M. Resolving Disputes; Venue and Choice of Law
Before filing a claim against SAI, you agree to try to resolve the dispute informally by contacting email@example.com. We will try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 (fifteen) days of submission, you or SAI may bring a formal proceeding.
Judicial Forum for Disputes. You and SAI agree that any judicial proceeding to resolve claims relating to this Agreement or the Services will be brought in the federal or state courts of San Francisco County, California, subject to the mandatory arbitration provisions below. Both you and SAI consent to venue and personal jurisdiction in such courts.
This Agreement will be governed by California law except for its conflicts of laws principles. However, some countries (including those in the European Union) have laws that require agreements to be governed by the local laws of the user's country. This paragraph does not override those laws.
N. MANDATORY ARBITRATION PROVISIONS
You and SAI agree to resolve any claims relating to this Agreement or the Services through final and binding arbitration by a single arbitrator, except as set forth under Exceptions to Agreement to Arbitrate below. This includes disputes arising out of or relating to interpretation or application of this “Mandatory Arbitration Provisions” section, including its enforceability, revocability, or validity.
The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States county where you live or work, San Francisco (CA), or any other location we agree to.
The AAA rules will govern payment of all arbitration fees. SAI will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Either you or SAI may assert claims, if they qualify, in small claims court in San Francisco (CA) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in San Francisco County, California to resolve your claim.
2. No Class Actions.
You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed. If this specific paragraph is held unenforceable, then the entirety of this “Mandatory Arbitration Provisions” section will be deemed void.
O. Entire Agreement
This Agreement constitute the entire agreement between you and SAI with respect to the subject matter of this Agreement, and supersedes any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of this Agreement. This Agreement creates no third party beneficiary rights.
P. Waiver, Severability & Assignment
SAI’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Agreement will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under this Agreement, and any such attempt will be void. SAI may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
We may revise this Agreement from time to time to better reflect:
i. improvements or enhancements made to our Services,
ii. changes to the law, or
iii. new regulatory requirements.
If an update affects your use of the Services or your legal rights as a user of our Services, we will notify you prior to the effective date of the update by sending an email to the address associated with your account or via an in-product notification. These updated terms will be effective no less than 30 (thirty) days from when we notify you.
If you do not agree to the updates we make, please cancel your account before those updates become effective. Where applicable, we will offer you a prorated refund based on the amounts you have prepaid for Services and your account cancellation date. By continuing to use or access the Services after the updates come into effect, you agree to be bound by the revised Agreement.