1. Agreement to Terms

By accessing or using the Innoviar AI website, products, or services (collectively, the "Services"), you agree to be bound by these Terms and Conditions. If you do not agree to all of these terms, you must not access or use our Services.

2. Changes to Terms

Innoviar AI reserves the right to modify these Terms and Conditions at any time. We will provide notice of any material changes through our website or by other means. Your continued use of our Services after such modifications constitutes your acceptance of the revised Terms.

3. Use of Services

3.1 Eligibility
You must be at least 18 years old and have the legal authority to enter into these Terms to use our Services.

3.2 Account Registration
Some features of our Services require account registration. You agree to provide accurate, current, and complete information and to update such information to keep it accurate, current, and complete.

3.3 Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify Innoviar AI immediately of any unauthorized use of your account.

3.4 Acceptable Use

You agree not to use our Services to:
 

• Violate any applicable laws or regulations

• Infringe upon the rights of others

• Transmit any material that is harmful, threatening, abusive, or otherwise objectionable

• Interfere with or disrupt the integrity or performance of our Services

• Attempt to gain unauthorized access to our Services or related systems
   

4. Intellectual Property Rights

4.1 Ownership

All content, features, and functionality of our Services, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, software, and the compilation thereof, are owned by Innoviar AI, our licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

4.2 Limited License

Subject to these Terms, Innoviar AI grants you a limited, non-exclusive, non-transferable, revocable license to access and use our Services for your internal business purposes.

4.3 Restrictions

You may not:
 

• Modify, create derivative works, distribute, publicly display, publicly perform, or sublicense the Services

• Reverse engineer, decompile, or disassemble the Services

• Remove any proprietary notices or labels from the Services

• Use the Services in any manner that could damage, disable, overburden, or impair our systems

5. User Content

5.1 Responsibility for Content

You are solely responsible for any content, including but not limited to data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, works of authorship, applications, links, and other materials that you submit, upload, post or display on or through our Services.

5.2 Content License

By submitting content to our Services, you grant Innoviar AI a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content in connection with providing and improving our Services.

5.3 Content Restrictions

You represent and warrant that your content:
 

• Does not violate any third-party rights, including intellectual property rights and privacy rights

• Does not violate any applicable laws or regulations

• Does not contain any material that is harmful, threatening, abusive, or otherwise objectionable

6. Subscription and Payment Terms

6.1 Pricing

Pricing for our Services is as specified on our website or in a separate agreement. All prices are subject to change with notice.

6.2 Billing

For subscription-based Services, you will be billed in advance on a recurring basis based on your chosen subscription plan. You authorize Innoviar AI to charge your payment method for all amounts due.

6.3 Refunds

Refunds are provided in accordance with our Refund Policy, which is incorporated by reference into these Terms.

6.4 Taxes

You are responsible for all taxes associated with your use of our Services, excluding taxes based on Innoviar AI's net income.

7. Termination

7.1 Termination by You

You may terminate your account at any time by following the instructions on our website or by contacting customer support.

7.2 Termination by Innoviar AI

Innoviar AI may terminate or suspend your account or access to all or part of our Services at any time, with or without cause, with or without notice, effective immediately.

7.3 Effect of Termination

Upon termination, your right to use the Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Warranties and Disclaimers

8.1 Services Warranty

Innoviar AI warrants that the Services will perform substantially in accordance with the applicable documentation. Your exclusive remedy for breach of this warranty shall be the repair or replacement of the Services.

8.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

8.3 No Guarantee

Innoviar AI does not warrant that the Services will be uninterrupted or error-free, that defects will be corrected, or that the Services or the server that makes them available are free of viruses or other harmful components.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INNOVIAR AI, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE SERVICES.

IN NO EVENT SHALL INNOVIAR AI'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SERVICES EXCEED THE AMOUNT PAID BY YOU TO INNOVIAR AI DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

10. Indemnification

You agree to indemnify, defend, and hold harmless Innoviar AI, its affiliates, officers, directors, employees, consultants, agents, and representatives from any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys' fees) that such parties may incur as a result of or arising from your violation of these Terms or your use of the Services.

11. Third-Party Services

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

12. Confidentiality

12.1 Definition

"Confidential Information" means all non-public information disclosed by one party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

12.2 Protection
Each party agrees to protect the confidentiality of the other party's Confidential Information using the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care).

12.3 Use

Each party agrees to use the Confidential Information of the other party only for the purpose of exercising rights and performing obligations under these Terms.

13. Data Privacy

Innoviar AI's collection and use of personal information is governed by our Privacy Policy, which is incorporated by reference into these Terms.

14. General Provisions

14.1 Entire Agreement

These Terms constitute the entire agreement between you and Innoviar AI regarding your use of the Services and supersede all prior agreements and understandings.

14.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the state of Delaware, without regard to its conflict of law provisions.

14.3 Dispute Resolution

Any dispute arising from or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

14.4 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

14.5 Waiver

The failure of Innoviar AI to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

14.6 Force Majeure

Innoviar AI shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, natural disasters, pandemic, terrorism, riot, embargo, acts of civil or military authorities, fire, flood, accident, network or telecommunication outages, or power outages.

14.7 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Innoviar AI's prior written consent. Innoviar AI may assign these Terms at any time without notice.

15. Contact Information

If you have any questions about these Terms, please contact us at:

Innoviar AI Email: legal@innoviar.ai Phone: (800) 555-0128