Welcome to Samwell.ai and Semihuman.ai! By using our services (Web based, API based, PWAs, Mobile, or any other services or applications) you are agreeing to our Terms of Service defined in this document and all documents incorporated by reference. Please read the Terms of Service carefully before using services. Also read all policies and guidelines incorporated by reference such as the privacy policy, and contact us at [email protected] and semihuman.ai if you have any questions.
Our services are diverse and additional terms may be made available with respect to services accessed. Should you choose to use services that contain additional Terms of Service, those Terms of Service will be incorporated and become part the Terms of Service specified here.
The “Terms of Service” govern the use of applications, features, content, API’s (Application Programming Interfaces) as provided to the user or subscriber (“Sub-user”, “you”, or “your”). This agreement was updated last on Jan 06, 2023. ACCEPTANCE OF TERMS OF SERVICE By signing up for an account you agree to these Terms of Service, and any additional terms specified by services (APIs, etc.) or applications that you elect to use. You also agree to our privacy policy, incorporated herein by reference. These Terms of Service, together with the privacy policy, and any other terms contained herein or incorporated herein by reference, are jointly referred to as the “Terms of Service”. Samwell and SemihumanInc, including Samwell.ai and Semihuman.ai Inc’s affiliates, contractors, divisions, suppliers, and all data sources ( Collectively “Samwell and SemihumanInc“, “Samwell.ai and Semihuman.ai”, “our”, “us”, “we”) welcomes you. These Terms of Service apply to all service subscribers and users. If you are representing a company or other legal entity you declare that you have the authority to represent and bind the entity and its affiliates to the conditions and terms contained in this agreement and that the terms “Your” or “You” shall refer to the entity and its affiliates. If you do not agree with the terms and conditions written in the Agreement, or do not have the authority to bind your legal entity to the Agreement, you must not accept this agreement and may not use the services offered by Samwell and SemihumanInc Samwell and SemihumanInc, at its sole discretion, reserves the right to update or change any policies, guidelines, terms, or conditions contained in this Agreement. Any revisions, updates, or changes will become effective the moment they are made available on the site or through any other means. You agree that you will regularly visit and review the Terms of Service. See this resource for Terms of Service Updates and History . You are responsible for keeping up to date with changes in this agreement and reviewing any applicable revisions, changes, or updates that may be posted without notice to you. CONTINUED USE OF Samwell and SemihumanInc’S SERVICES FOLLOWING AN UPDATED POSTING OF MODIFICATIONS OR CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH MODIFICATIONS OR CHANGES. IF YOU DO NOT AGREE WITH THE MODIFICATIONS, STOP USING Samwell and SemihumanInc’S SERVICES IMMEDIATELY. By using any of our services you are indicating that you have accepted the terms of this agreement and will be bound by these terms of service. These Terms of Service provide that all disputes between Samwell and SemihumanInc and you will be resolved by BINDING ARBITRATION.
UNDER THIS CONTRACT YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO DEFEND OR ASSERT YOUR RIGHTS. Your claims cannot be brought as a class action and your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY. Please review the “Arbitration” section of the Terms of Service for the details to arbitrate any disputes with Samwell and SemihumanInc. NOTHING SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU IN THESE TERMS OF SERVICE. If any provisions or provision of these Terms of Service shall be held to be illegal, invalid, or unenforceable, the legality, validity and enforceability of the remaining provisions shall remain in full effect. STOP USING SERVICES IMMEDIATELY IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE.
Service Description Samwell and SemihumanInc provides access to a cutting edge set of advanced planning and execution services. For further information please see the Samwell.io Website. Eligibility You may not access or use services without written consent from Samwell and SemihumanInc if you are a direct competitor, or intend to be in direct competition with, the services offered by Samwell and SemihumanInc. Use of Samwell and SemihumanInc services is limited to entities that can participate lawfully in agreements and contracts governed by applicable law. Due to the critical nature of the functions that Samwell and SemihumanInc services perform, minors may not use the Samwell and SemihumanInc domain based services (APIs, Web Applications, Mobile Applications, etc.) and/or Samwell and SemihumanInc Corporate services, and this restriction should not limit the generality of the foregoing. Every user that has a Samwell and SemihumanInc account and every person who uses Samwell and SemihumanInc domain based services, or any other service offered by Samwell and SemihumanInc, warrants to Samwell and SemihumanInc that he or she is at least over the age of 18 or the age of majority in the state or province of residence, and may therefore form binding contracts under applicable law. In order to use the services, you must obtain internet access and you must provide all equipment necessary to maintain such access. You may not provide false identity credentials or impersonate another Samwell and SemihumanInc user in order to gain access to services. Registration Obligations You certify that: You have reached the age of majority in the province or state of residence. You are not barred from receiving service or products under applicable law. You are able to enter into a binding legal obligation You are familiar with our Illegal Activity clause and will not attempt any of these activities or any activity that is illegal or will cause harm to our services or our users. Your use of any service offered by Samwell and SemihumanInc will comply with these Terms of Service. You have the right to provide all information you submit to Samwell and SemihumanInc services and all such information is true, accurate, current, and complete. With respect to services offered you agree to: Provide accurate, current, true, and complete information about yourself and your company as requested by the registration media or Samwell and SemihumanInc employees. Promptly maintain the Registration Data to keep it true, accurate, current and complete. If Samwell and SemihumanInc suspects that any information you provided is untrue, not current, inaccurate, or incomplete, Samwell and SemihumanInc has the right to and may suspend or terminate your account and refuse any and all current and planned use of services. Keep login information for your account secure and never post, distribute, or publish login information for your account or share your password information with any third parties. Only register one account with the same billing details. If registering multiple accounts with the same billing details then Samwell and SemihumanInc must first be notified of the intent. Multiple accounts with the same billing details risk being flagged as fraudulent. Subscription Membership Your Samwell and Semihumanmembership will continue until terminated. To use the Samwell and Semihumanservice you must have Internet access, an internet ready device, a valid working E-mail, and provide us with one or more Payment Methods.
“Payment Method” means a current, valid, accepted method of payment, which may be updated from time to time, and which may include payment through your account with a third party. Unless you cancel your membership before your billing date, you authorize us to charge the membership fee for the next billing cycle to your Payment Method. To receive Samwell.io account info and communication a valid working E-mail is required. Samwell.io is not responsible for invalid E-mails provided on sign up. Fair Usage Policy “Fair Usage Policy” means that, although you may be subscribed to what is described as “unlimited” usage or any other non-specific usage limit, it is unlimited within what Samwell and SemihumanInc deems, at its sole discretion, a reasonable limit for a majority of its users. This limit is primarily intended to prevent misuse of site services and prevent use cases which the site may be unable to support. By subscribing to the site services, you acknowledge the Fair Usage Policy. Account Password and Security Measures Upon completing the Samwell and SemihumanInc registration process you may receive an account designation that can be accessed using your registration credentials. The security and safety of the password, access tokens, and account confidentiality is your responsibility, and you are fully responsible for all activities that are possible post login to your account. You must supervise the usage of your account and safe guard your password. You are responsible for verifying the trust worthiness of persons entrusted account access information. You understand and agree that Samwell and SemihumanInc shall have no responsibility for any incident related to, or arising out of, your account settings. You must maintain settings that reflect your preferences. Your account and license cannot be shared with other users or used by more than one user. The account is strictly for your own use. You are the only person authorized by Samwell and SemihumanInc to access your account for many reasons including the prevention of fraudulent conduct. The account may be transferred or assigned to a new user when the current user is changing job function, is terminated, or has stopped using the service. You are solely responsible for maintaining the secrecy of your password and may not disclose it to any third party. If the account needs to be transferred to another user, this should occur once through your Samwell and SemihumanInc account personal preferences, where the new user can reset the password such that the new user now is the only person with access. You must change the password immediately if it is compromised. For security purposes, you agree to always logout of your account when you are done using it, terminating the associated session. Samwell and SemihumanInc will not and cannot be liable under any circumstances for damages resulting from failure to logout or otherwise terminate connections to an account. Referrals and Affiliates Samwell and SemihumanInc takes explicit measures to make sure referrals are real people who use the product. Samwell and SemihumanInc implements measures to qualify referrals as real people such as location, account usage, and login activity. For Samwell and SemihumanAffiliates, you agree to the terms and conditions of our affiliate provider First Promoter. For the affiliate agreement, you can find it at https://Samwell.firstpromoter.com/agreements which is accessible after affiliate signup. User Conduct All service interactions must comply with these Terms of Service. We may limit or terminate your privileges in our sole discretion with respect to use of services if your conduct restricts or inhibits any user from using our services. In addition remedies including, without limitation, forfeiture of any forms of unredeemed value in your account or cancellation of your account. You must follow guidelines and policies made available within the services and corresponding documentation. Services are to be used in accordance with the guidelines provided via documentation and the user interface or application programming interface. We may stop providing and remove access to services if you do not comply with terms and policies posted or if we are investigating attempts at misusing or interfering with the services. You understand that all information including text, software, scripts, graphics, video, messages, comments, written posts, interactive features generated, or other materials, also referred to as “Content” or “User Content”, whether privately transmitted or publicly posted, are the sole responsibility of the legal entity or person from which such Content originated. This means that you, and not Samwell and SemihumanInc, are completely responsible for all Content that you upload, download, transfer, or otherwise come in contact with via the Service and through activities conducted using your account. You represent that all User Content that you provide is complete, accurate, up to date, and in compliance with rules, applicable laws, and regulations. You also acknowledge that all Content, including User Content, the content of collaborators and third parties, that you access or use through the services is at your own risk and that you will be the sole person responsible for loss to any party or yourself resulting from such use. Samwell and SemihumanInc does not endorse sites or links accessed through the service and will not be liable under any circumstances in any way for any Content, including, but not limited to, errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, uploaded, downloaded, or otherwise transmitted while using services. You also understand that through use of services, you may be exposed to Content that is objectionable, indecent, and offensive and that Samwell and SemihumanInc is under no obligation to manage or remove such material, even though it does retain the right to do so. Samwell and SemihumanInc grants you a non-exclusive, non-transferrable right to use the service solely for your own internal purposes, contingent upon the terms and conditions written in this agreement. Samwell and SemihumanInc and its licensors reserve all rights not expressly granted to you. You agree to comply with all applicable foreign, national, local, state, laws, treaties, and regulations regarding the use of all services, the transmission of technical data exported from the country in which you reside, those related to international communication and data privacy, the transmission of personal data, and those related to the the bidding on, ordering of, or purchase of services and products, and retrieval and posting of information (including without limitation those governing false advertising, tax and export control, and antitrust and unfair competition). You understand, agree, and acknowledge that Samwell and SemihumanInc domain based services are not intended to facilitate illegal agreements amongst competitors, such as collusion or other illegal agreements, and that Samwell and SemihumanInc has a policy of respecting and working in accordance with antitrust laws. You warrant and represent that you do not intend to use Samwell and SemihumanInc domain based services, APIs, applications (Mobile and Web) or any other service offered by Samwell and SemihumanInc, to violate unfair competition and antitrust laws and that you will not use Samwell and SemihumanInc domain based services, APIs, applications, or other technology offered by Samwell and SemihumanInc as an intermediary or conduit for price fixing or any other type of agreement that violates antitrust and unfair competition laws. You also agree and acknowledge that you are responsible for paying all taxes, fees, and any other expense incurred through use of services.
In the event of unauthorized use of an account owned by you or your legal entity, or any other breach of security measures, you will notify Samwell and SemihumanInc immediately by sending a message to Samwell and SemihumanInc legal) and take diligent action to stop the unauthorized distribution or copying of content that is or could be taking place. You may not download, upload, export, access, or use products, software, Content, data, or other Service components in violation of United States or your country’s export regulations and laws, or any other local laws and regulations. Use of Samwell and SemihumanInc e-mail servers for spam or solicitation purposes, or any purpose that is outside of the scope the intended use of the mail servers, will be considered a trespass and a breach of this agreement. Samwell and SemihumanInc intention is to restrict all unsolicited mail from reaching Samwell and SemihumanInc e-mail accounts. You agree not attempt to: Impersonate another person by selecting or using the user name of that person. Use a user name that is vulgar, offensive or obscene. Use another persons account or registration information without permission. You agree not to use, unless otherwise authorized or consented, information regarding other participants or account holders when accessing functions enabled by your Samwell and SemihumanInc account, and that you will not use participant or account holder information in any other context. In addition you agree not to distribute, use, store, link, or otherwise traffic in Content, information, software, or materials about participants or account holders for the purpose of sending unsolicited e-mail or spamming, invasion of privacy, harassment, conduct inconsistent with the privacy policy agreement, or otherwise objectionable conduct. You may not send or store unsolicited or obscene or threatening, harassing, defamatory, fraudulent, invasive on another’s privacy, or libelous, or infringing, or otherwise tortious or unlawful material or messages, including material or messages violative of third party privacy rights or material harmful to children. Samwell and SemihumanInc has the sole discretion to determine which materials are inappropriate. Privacy, Security, Monitoring, and Disclosure Privacy Samwell and SemihumanInc is committed to defending your privacy.
Samwell and SemihumanInc’s privacy policy is hereby incorporated by reference and made part of this Agreement. The privacy policy explains how we protect your privacy when you use our services and how we treat your personal data. You agree that Samwell and SemihumanInc can use data in accordance with our privacy policies by using our services. Samwell and SemihumanInc reserves the right to make changes to its security and privacy policies from time to time at its reasonable discretion. You should check the privacy policy from time to time for changes that may be applicable.
Site Investigation and Monitoring Samwell and SemihumanInc may investigate, screen, edit, and monitor any activity and content associated with services, as permitted by applicable law and as is consistent with our privacy policy, and take action that it deems appropriate in the event of policy violations or complaints. Actions that Samwell and SemihumanInc may take include, but are not limited to, suspension or termination of service, issuing warnings, denying service access, and removing site content and data. Samwell and SemihumanInc reserves the absolute discretion and right to edit, remove, or screen any Content, but is not under obligation to do so. Disclosure Pursuant to Samwell and SemihumanInc’s privacy policy, and as permitted by applicable law, Samwell and SemihumanInc may disclose to third parties information contained in your Registration Data, or account content and data, under the condition that such information will NOT include any personally identifying information, except when specifically authorized by you, or in the good faith belief that such action is necessary to comply with the applicable law, or legal process, to allow users to resolve disputes, to protect Samwell and SemihumanInc’s customers and systems, or to enforce this Agreement. Samwell and SemihumanInc reserves the right to communicate any activity that it suspects may violate any regulation or law to appropriate regulators, law officials, or third parties, and include, without limitation, user traffic information, contact details, IP addressing, posted content, and usage history.
Illegal Activity Activities that violate these Terms of Service include but are not limited to: Submitting content that: Contains malware, viruses, or other malicious forms of digital media. Contains personal information at any other time than when it is expressly asked for. Violates applicable laws (including, without limitation, laws relating to rights of privacy and rights of publicity, intellectual property laws, and laws related to defamation). Is protected by trademark, copyright, or other proprietary right without the express permission of the owner of the trademark, copyright, or other proprietary right. Enables or affords the unauthorized downloads of any confidential, copyrighted, or private information. Impersonates or has the the effect of impersonating others. Contains content or messaging that purports to speak on behalf of Samwell and SemihumanInc, but is actually content that has been authored and delivered by a non Samwell and SemihumanInc spokesperson or non Samwell and SemihumanInc employees. You may also not submit any confidential information concerning Samwell and SemihumanInc. Any kind of chain letter that commits fraud, is purposely inaccurate, or falsifies information in order to create multiple Samwell and SemihumanInc accounts. Doing, or attempting, any of the following: Accessing private and confidential data or data that is not intended for you. This includes unauthorized access by logging into an account or server that is private and is meant to be accessed by Samwell and SemihumanInc employees only.
Monitoring, polling, or scanning services for data gathering purposes.
Interfering with services in any way, including, without limitation, by means of virus submission or attempting to overload, “mail bomb”, “flood,”, “spam,” or “crash” services. Breaching security authentication measures, polling, scanning, or testing security configuration in a way that falls outside of normal usage patterns. or obstructs the ability of any user to perform actions with or use services. Collecting Service data in a way that obstructs or interferes with service traffic. Personal information on Samwell and SemihumanInc users or the personal information of third parties or merchants.
Using: Any service content or media including in any meta tags or any other “hidden text” techniques or technologies. Framing techniques, frames, or framing technology for purposes of enclosing content that would not have been allowed without express written permission.
Services and service content to solicit or advertise for any purpose including political, commercial, or religious or to compete, directly or indirectly, with Samwell and SemihumanInc. Services to solicit merchants, consumers, users, or other third parties to become consumers or users of other online or commercial institutions either directly or indirectly. Using services to aggregate content or media. Tampering, interfering with, or taking any action that places excessive load (Defined at our sole discretion) or demand on our services, or the proper functioning of any service component, be it either ours or a third parties, is prohibited. Repurposing or reselling access to our services is prohibited. You may not access, download, upload, send or store material containing worms, Trojan horses, viruses, files, scripts, agents, or programs or other harmful computer code or use or export the information, software, products or services contained on Samwell and SemihumanInc servers, or any of the servers of our cloud providers, or any server that is used to provide Samwell and SemihumanInc services or third party services, in violation of U.S. export regulations or laws, or in violations of any applicable local regulations or laws. Disrupting or tampering with the performance, functions, availability, and integrity of the service or its content and data is forbidden, including attempts to gain unauthorized access to networks or related systems and services. You agree to not use any spider, scraper, robot, or any other type of program or automated means to access Samwell and SemihumanInc domain based resources for any purpose, and that you will not take actions that impose, as determined at our sole discretion, a disproportionately large load on our capacity to operate Samwell and SemihumanInc services, and that you will not attempt to bypass measures put in place to prevent unintended use of Samwell and SemihumanInc services. Violating, bypassing, or circumventing restrictions in any robot exclusion headers or other measures employed to prevent or limit access to services is forbidden. General Release Samwell and SemihumanInc IS NEITHER A SUPPLIER OR BUYER, NOR THE AGENT OF EITHER FOR ANY PURPOSE, AND THEREFORE WILL NOT BE INVOLVED IN RESOLVING ANY DISPUTES BETWEEN BUYERS AND SUPPLIERS UNDER ANY CIRCUMSTANCES OR CONTEXT. IN THE EVENT OF A DISPUTE YOU AND ALL OTHER PARTIES INVOLVED RELEASE Samwell and SemihumanInc (AND SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AFFILIATES, AND AGENTS) FROM DEMANDS, CLAIMS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY NATURE AND KIND, SUSPECTED AND UNSUSPECTED, UNKNOWN AND KNOWN, UNDISCLOSED AND DISCLOSED, IN ANY WAY CONNECTED WITH OR ARISING OUT OF SUCH DISPUTES. IF YOU ARE A RESIDENT OF CALIFORNIA, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH STATES THE FOLLOWING: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” YOU, HAVING BEEN MADE AWARE OF CALIFORNIA CIVIL CODE §1542, HEREBY WAIVE ANY RIGHTS YOU MAY HAVE UNDER CALIFORNIA CIVIL CODE §1542, AS WELL AS UNDER ANY OTHER COMMON LAW PRINCIPLES OR STATUES OF SIMILAR CONSEQUENCE. YOU AGREE AND ACKNOWLEDGE THAT THIS WAIVER IS A MATERIAL AND ESSENTIAL TERM OF THIS AGREEMENT, AND THAT Samwell and SemihumanInc WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT SUCH WAIVER. Service Modification Samwell and SemihumanInc reserves the right from time to time to modify or discontinue the provision of services with or without notice. Samwell and SemihumanInc shall not be liable to you or to any third party for any modification, discontinuance or suspension of services. Any new features that augment or enhance current services shall be subject to the terms and conditions specified in this Agreement, unless explicitly stated otherwise. You agree and fully understand that Samwell and SemihumanInc assumes zero responsibility for failure to store any user configuration settings, data, communications or any deletion of content, service timeliness, miss calculation, or miss-delivery and that services are provided “AS-IS”. Information Recovery and Practices Regarding Service Use Samwell and SemihumanInc may establish limits regarding the maximum disk space allotted and the number of times a certain program, or program function, may be executed on Samwell and SemihumanInc’s servers with respect to your use of services, and the maximum number of times and duration for which you may access a service. Samwell and SemihumanInc has no responsibility or liability for the deletion, destruction, correction, loss of, or damage to any data and other communications or other Content maintained or transmitted by the Service and you have the sole responsibility for the integrity, accuracy, quality, reliability, appropriateness, and right to use of the data submitted to the service or created by the service through functions triggered directly by you or through your configured scheduling of the functions and services.
Samwell and SemihumanInc does not own the data, material, or information you submit to the service during account setup, configuration, maintenance, and usage. Samwell and SemihumanInc reserves the right to log off accounts that are inactive for an extended period of time. Samwell and SemihumanInc also reserves the right to change these general practices and limits at any time, with or without notice, in its sole and own discretion. Do not use services available on mobile devices in a way that distracts you and prevents you from obeying traffic or safety laws. Links and Third Party Interaction Partner pages, Samwell and SemihumanInc pages or pages on any sub domains of Samwell and SemihumanInc, our applications and APIs, any third party pages or APIs, may contain links to other internet content. Samwell and SemihumanInc does not manage, influence, or control such content. Hence, Samwell and SemihumanInc has no responsibility for the content on such sites, the availability of content on such sites, and cannot be held liable, directly or indirectly, for any result of accessing the links to other, non Samwell and SemihumanInc controlled content, regardless of damage or loss cause or alleged to be caused by or in connection with use of or reliance on any such content. You agree and acknowledge that Samwell and SemihumanInc shall not be directly or indirectly responsible or liable for the availability of external third party sites and resources and that Samwell and SemihumanInc is not responsible for and does not endorse any advertising, product, content, or other materials available from third party sites. When using the service for the purchase of goods and services from or for correspondence and collaboration with 3rd parties accessed through the service, you agree that any terms, warranties, representations, and conditions associated with such activity is between you and the 3rd parties’s only, and in no way does Samwell and SemihumanInc or its licensors have any obligation, responsibility, or liability for transactions, communication, correspondence, promotions, collaboration, or purchases made between you and a third party.
Intellectual Property and Proprietary Rights You agree and acknowledge that the proprietary and confidential information contained in and utilized by Samwell and SemihumanInc and Samwell and SemihumanInc’s technology and services are protected by intellectual property and other laws. You must obtain permission from content owners before using their content. Using our Services does not give you ownership of any of the content you access or intellectual property rights in our services. This agreement does not transfer to you any right of ownership in or related to services offered by Samwell and SemihumanInc, intellectual property rights owned by Samwell and SemihumanInc, or the technology owned by Samwell and SemihumanInc. All title, right, and interest to Samwell and SemihumanInc’s technology, content, and services are owned by Samwell and SemihumanInc (and its licensors when the service uses 3rd party technologies, content, and data) and all title right and interest including, but not limited to, ideas, suggestions, enhancement requests, recommendations, feedback, or other information provided by you directly, or any other party with interest or links to the service, are also the property of Samwell and SemihumanInc. You further agree and acknowledge that Content contained in promotions, advertisements, campaigns, or other material is protected by service marks, trademarks, patents, and copyrights. These terms do not grant you the right to use any logos or branding displayed in our Services. Do not obscure, alter, or remove legal notices displayed in or along with our Services. Unsolicited Ideas Samwell and SemihumanInc does not consider or accept, directly or through any Samwell and SemihumanInc agent or employee, unsolicited ideas of any kind, including, without limitation, suggestions or ideas relating to enhancements, new or improved products, technologies, names or advertising and marketing campaigns, or other promotions or plans. Do not send Samwell and SemihumanInc (or any of our employees) any suggestions, unsolicited ideas, images, material, or other work in any form (“Unsolicited Materials”). If you send us Unsolicited Materials, you agree and understand that the following terms will apply: Samwell and SemihumanInc has no obligation to keep any Unsolicited Materials confidential or to review any Unsolicited Materials. Samwell and SemihumanInc will own, and may redistribute and use, Unsolicited Materials for any purpose without restriction and free of any obligation to compensate or acknowledge you. Service software When a service includes or requires software to be downloaded the software may be automatically updated once a new feature or version becomes available. Some automatic update settings may be updated via the service or device the service is running on.
Samwell and SemihumanInc gives you a personal, royalty-free, revocable, non-sublicensable, worldwide non-exclusive, non-transferable, and non-assignable licence to use the software provided by Samwell and SemihumanInc as part of our services. You may not, unless you have our written permission or laws prohibit restrictions, modify, copy, distribute, sell or lease any part of our included software or services, nor attempt to extract the source code of that software or reverse engineer the software. Provisions in the license of open source software that is used by or integrated with our services may override some of these terms. Web, Application, API, and Service User Content Samwell and SemihumanInc web, mobile, API, and other services may offer visitors and registered users the ability to submit advice, survey responses, opinions, reviews, ratings, discussions, comments, messages, and other communications, as well as files, video, images, photographs, sound recordings, musical works, and any other content or material submitted to the Site (collectively, “User Content”) through bulletin boards, forums, discussion groups, chat rooms, surveys, blogs, or other communication facilities that may be offered on, through, or in connection with the web and mobile applications, API, or other services from time to time. You may be required to have a Samwell and SemihumanInc Account to submit User Content. When submitting User Content to the website, excluding User Content privately transmitted, you hereby grant Samwell and SemihumanInc a non-exclusive, perpetual, worldwide, royalty-free, irrevocable, fully paid, sublicensable and transferable license to use, reproduce, aggregate, distribute, prepare derivative works of, perform, display (in any media format), and otherwise fully exploit such User Content in connection with the Services, the Website, and our (and our successors’ and assigns’) businesses, including without limitation for redistributing and promoting part or all of the Website or the Services (and derivative works thereof) through any media channels (including, without limitation, third party websites and feeds). You also grant each user of the Website and/or the Services a perpetual, non-exclusive license to access any of your User Content that is available to such user on the Website, and to use, distribute, prepare derivative works of, reproduce, display and perform such User Content. This part of the agreement stays in effect indefinitely post the termination of your Account or the use of Services. You agree that any User Content uploaded, posted, or otherwise made available via Samwell and SemihumanInc APIs, Web or Mobile Applications, or other services will not violate or contain any material protected by trademark, copyright, or other proprietary right without the express permission of the owner of the trademark, copyright, or other proprietary right. Samwell and SemihumanInc does not have any express obligation, responsibility or burden to provide you with markings, indications, or anything else that may aid you in determining whether the material in question is trademarked or copyrighted. You will be solely liable for any damage resulting from any infringement of trademarks, copyrights, proprietary rights, or any other harm resulting from such a posting. When contributing any User Content you warrant and represent that: The User Content has been created by you. If the creator has authorized you to act on their behalf then you have: Advance express authority granted to you by the creator to post or submit User Content. All rights necessary to provide the grants and licenses in these Terms of Service. Asserted and communicated that any moral right in the User Content has been waived. You warrant and represent (or, you have ensured that the creator represents and warrants if you are acting on behalf of the creator of the User Content,) that the sharing and use of User Content for the purposes you have selected will not infringe or violate any trademarks, copyrights, rights of third parties, or any other intellectual property rights including, without limitation, the rights of privacy or publicity. You represent and warrant that you will not post, transmit, upload, or otherwise make available User Content that is racist, tortious, unlawful, harmful, abusive, threatening, harassing, hateful, infringing, pornographic, obscene, misleading, violent, defamatory or libelous, violative of any third-party rights or invasive of the privacy of another person. You also agree to not transmit, upload, post, or otherwise make available User Content that contains any material that harbors viruses, malware, or any other computer codes, codecs, files, programs, scripts, or any other form of digital media or technology designed to misappropriate, intercept, interrupt, limit, or destroy the functionality of any Samwell and SemihumanInc software, APIs, applications (Both mobile and web), or any computer equipment. User Content Public Nature You agree that and understand that User Content is public and that anyone (whether or not a user of Samwell and SemihumanInc services) may read your User Content without your knowledge. Unless you wish for it to be publicly disclosed, please do not include any Personal Information in your User Content. Samwell and SemihumanInc is not responsible for any personal information disclosed in connection with User Content. Any User Content created by any third party or you is made by the respective distributor or author(s) and not by Samwell and SemihumanInc. Users may submit User Content that is misleading, inaccurate, or deceptive. Samwell and SemihumanInc is not responsible for and does not endorse any User Content, and will not be liable for any damage or loss caused by your reliance on such User Content. User Content reflects the views of the person submitting it. This view may not align with or reflect the views of Samwell and SemihumanInc. Samwell and SemihumanInc does not endorse or control any User Content, and specifically disclaims any liability relating to or concerning your contribution of, reliance on, use of any User Content and any actions resulting from your participation in any part of the applications, APIs, web sites, or other services including, without limitation, any objectionable User Content. License Grants User Content submitted to Samwell and SemihumanInc may be made viewable or may give you the ability to display in connection with your Personal Information, or a portion of your Personal Information, including, without limitation your: User name Initials Name Preferences Social networking website User account name User Account Image Likeness Voice Location You grant Samwell and SemihumanInc a perpetual, sublicensable, royalty-free, irrevocable, fully paid-up, non-exclusive, transferrable, worldwide license and right to use, commercial use, distribute and display any Personal Information in connection with your User Content in accordance with these Terms of Service, including, without limitation, a right to offer for sale and to sell such rights in Personal Information, whether the User Content appears as part of other works, or alone or and in any media, form, or technology, whether now known or hereinafter developed, and to sublicense such rights through multiple tiers of sublicensees, all without compensation to you. However, Samwell and SemihumanInc in connection with any User Content, shall have no obligation to use your Personal Information. Between you and Samwell and SemihumanInc, you shall retain all ownership rights to and in the User Content you submit. However, by contributing User Content or other information through or on the Site, you grant Samwell and SemihumanInc a perpetual,royalty-free, sublicensable, irrevocable, fully paid-up, non-exclusive, transferrable, worldwide right license to use, create derivative works from, reproduce, publish, translate, edit, distribute, perform, display, transmit, offer for sale, and sell the User Content as part of other works in any form or alone, media or technology, whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees and without compensation to you. You waive any “moral rights” or other rights with respect to integrity of materials or attribution of authorship regarding the User Content that you may have under any applicable law under any legal theory. Samwell and SemihumanIncs license in any Personal Information or User Content posted includes, without limitation, use for advertising,promotions, market research, marketing, merchant feedback, quality control, or any other lawful purpose. Submitting User Content or other information through Samwell and SemihumanInc web sites, web applications, mobile applications, APIs or other services is limited to individuals who are over the age of majority in the province or state in which they reside. The services are designed and intended for adults. By contributing User Content or other content you affirm that you are over the age of majority in the province or state in which you live. When submitting User Content to Samwell and SemihumanInc Services, and solely for the purpose of providing the Services, you grant us a perpetual, worldwide, non-exclusive, royalty-free, irrevocable, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, and perform such User Content. For clarity the foregoing licenses granted to us and our users, unless otherwise agreed in writing, does not affect your license rights or other ownership in your User Content, including the right to grant additional licenses to your User Content. You warrant and represent that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights. Suggestions, comments, or materials transmitted or sent to Samwell and SemihumanInc (collectively “Feedback”), shall be deemed to be non-confidential.
Subject to the conditions described in Samwell and SemihumanInc’s privacy policy, Samwell and SemihumanInc shall be free to distribute, publicize, and use the Feedback without limitation, including, but not limited to developing and marketing products incorporating such Feedback and shall have no obligation of any kind with respect to such Feedback. Samwell and SemihumanInc reserves the right to publish or use any questions, comments, or responses emailed, or otherwise transmitted, to Samwell and SemihumanInc for promotional or other purposes without any further notice, permission, or payment of any kind to the sender. All such submissions will be the property of Samwell and SemihumanInc. User Account and License Restrictions You agree to abstain from leasing, selling, reselling, renting, assigning, licensing, sublicensing, distributing, modifying, or otherwise making commercially available services offered by Samwell and SemihumanInc in whole or in part. You may not access the service for purpose of reverse engineering, making derivate works of, or benchmarking the service and its content or for other competitive purposes, including the monitoring of its availability, performance, and functionality. You may also not copy any functions, features, ideas, or graphics contained in or made available by the service or build a competitive service or product. You may also not mirror content provided as part of the service on any device, including other servers, computers, wireless, or internet based devices. Creating internet links to the service is allowed. In order to access the target resources of such links, the entity or person executing the link may also need a Samwell and SemihumanInc or Samwell and SemihumanInc account. Creating links to the service in any way, other than the one specified here, is expressly forbidden. Warranties Disclaimer YOU AGREE AND UNDERSTAND THAT Samwell and SemihumanInc, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND PARTNERS, PROVIDE OUR SITE (Samwell and SemihumanInc and any subdomains of Samwell and SemihumanInc), APPLICATIONS, APIS, AND SERVICES “AS AVAILABLE” AND “AS IS” WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. USE OF THE SERVICE IS AT YOUR OWN AND SOLE RISK AND YOU AGREE THAT Samwell and SemihumanInc HAS NO FIDUCIARY DUTY TO YOU. Samwell and SemihumanInc MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING AND WITHOUT LIMITATION: WHICH SUBSCRIBERS OR USERS GET ACCESS TO SERVICES AND WHAT CONTENT IS ACCESSED VIA SERVICES HOW THE CONTENT IS INTERPRETED OR USED THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ANY RIGHT, CLAIM OR REMEDY IN TORT, OBLIGATION, LIABILITY, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF Samwell and SemihumanInc THAT ANY PROGRAMMATIC OR DESIGN ERRORS WITH RESPECT TO THE SERVICE WILL BE CORRECTED THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS, BE TIMELY, SECURE, UNINTERRUPTED, WILL ALWAYS ACCESSIBLE, OR OPERATE WITHOUT ERROR, AND THAT ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS RESULTS OBTAINED VIA THE SERVICE WILL ALWAYS BE ACCURATE, AVAILABLE, FREE OF NONINTERFERENCE OR ANY DATA TAMPERING THE RESULTS OR EXPECTATIONS OF USING THE SERVICES WILL MEET YOUR NEEDS OR REQUIREMENTS THE USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEMS AND/OR OPERATIONS THAT RESULTS FROM CONTENT OR DATA OR ANYTHING ELSE TRANSMITTED, DOWNLOADED, PROVIDED, OR OTHERWISE OBTAINED VIA THE SERVICE. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, Samwell and SemihumanInc DISCLAIMS ANY AND ALL SUCH WARRANTIES. NO ORAL OR WRITTEN ADVICE OR INFORMATION OBTAINED FROM Samwell and SemihumanInc, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND PARTNERS, OR THROUGH OR FROM THE SERVICE AND RELATED CONTENT SHALL CREATE ANY WARRANTY NOT STATED IN THIS AGREEMENT THE PRODUCTS, INFORMATION, CONTENT AND SERVICES AVAILABLE VIA APPLICATIONS AND APIS MAY INCLUDE TYPOGRAPHICAL ERRORS OR TECHNICAL OR COMPUTATIONAL INACCURACIES AND YOUR USE OF ACCESS TO AND USE OF DATA AND CONTENT AVAILABLE VIA APPLICATIONS AND APIS IS AT YOUR OWN RISK.
Limitation of Liability YOU EXPRESSLY AGREE AND ACKNOWLEDGE THAT Samwell and SemihumanInc WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND INCLUDING AND WITHOUT LIMITATION, WHETHER DIRECT, INDIRECT, OR INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF DATA OR OTHER INTANGIBLE LOSSES, LOSS OF PROFITS, GOODWILL, PROCUREMENT COST OF GOODS OR ALTERNATE OR SUBSTITUTE SERVICES AND GOODS OR SERVICES OR GOODS RESULTING FROM ANY DATA, CONTENT, INFORMATION, OR SERVICES PURCHASED OR OBTAINED, (EVEN IF Samwell and SemihumanInc HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES, MESSAGES RECEIVED OR SENT, TRANSACTIONS ENTERED, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSION OR DATA, CONDUCT OR STATEMENTS OF ANY THIRD PARTY USING THE SERVICE, OR ANY OTHER MATTER RELATING TO THE SERVICE WHETHER DAMAGES ARISE UNDER THEORY OF TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY, OR OTHERWISE. YOU RELEASE US FROM ALL LIABILITY FOR YOU HAVING NOT ACQUIRED OR ACQUIRED CONTENT THROUGH THE SERVICES. WE MAKE NO REPRESENTATIONS CONCERNING ANY CONTENT ACCESSED THROUGH OR CONTAINED IN THE SERVICES. Samwell and SemihumanInc WILL NOT BE RESPONSIBLE OR LIABLE FOR THE COPYRIGHT COMPLIANCE, ACCURACY, OR LEGALITY OF CONTENT OR MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES. Indemnity YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD Samwell and SemihumanInc AND ITS AFFILIATES, OUR SUBSIDIARIES, EMPLOYEES, AGENTS, ATTORNEYS, OFFICERS, CO-BRANDERS, LICENSORS, OR OTHER PARTNERS AND SUCH PARTIES PARENT ORGANIZATIONS, AND EMPLOYEES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS, EXPENSES, OR DEMAND, INCLUDING (BUT NOT LIMITED TO) REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING FROM, OR IN CONNECTION WITH: BREACH OF THIS AGREEMENT AND DOCUMENTS INCORPORATED BY REFERENCE YOUR CONTENT YOUR CONNECTION TO THE SERVICES YOUR VIOLATION OF THESE TERMS FRAUD YOU COMMIT GROSS NEGLIGENCE INTENTIONAL MISCONDUCT YOUR VIOLATIONS OF ANY RIGHTS OF ANOTHER YOUR VIOLATION OF ANY FEDERAL, STATE, FOREIGN OR INTERNATIONAL LAWS, CODES OR REGULATIONS YOUR VIOLATION OF ANY THIRD PARTY’S RIGHTS, INCLUDING, BUT NOT LIMITED TO, INVASION OF ANY PRIVACY RIGHTS, INFRINGEMENT OF ANY COPYRIGHT, AND VIOLATION OF ANY PROPRIETARY RIGHT THIS REQUIREMENT AND OBLIGATION SURVIVES THE TERMINATION OF THIS AGREEMENT. All interactions with other users and third parties on the site are solely your responsibility. To the extent permitted under applicable laws, you hereby release Samwell and SemihumanInc from all and any liability or claims related to any product, service, user conduct, speech or User Content, whether online or offline, of any other third-party. Publicity You authorize Samwell and SemihumanInc the right to issue press releases displaying the Samwell and SemihumanInc logo and your logo in media deemed appropriate by Samwell and SemihumanInc. Modification and Notice We at all times and in our sole discretion reserve the right to modify or discontinue any part of these Terms of Service. The Service may provide notices of changes to this agreement, or other matters, by displaying notices, or links to notices, to you generally on the web pages or applications provided by or through the use of services. In general, notices may be made via the browser, email or regular mail.
We may send you service announcements, administrative messages and other information in connection with your use of services. Some communication topics may be opted out of. Terms of Service changes will be effective upon posting of the notice. If the changes are not agreed to please discontinue use of all services and relinquish your account as of the effective date of the changes not agreed to. You agree that your continued use of our services will constitute acceptance of these changes and the Terms of Service as modified.
Applicable Law United States Federal Law, or the laws of the State of Illinois, govern this Agreement and all of its conditions and terms, without giving effect to any principles of conflicts of laws. You agree to comply with all applicable statutes, laws, ordinances and regulations regarding your use of the Samwell and SemihumanInc domain based services (including without limitation those governing antitrust, unfair competition, false advertising, tax and export control). You acknowledge that the operation of the Samwell and SemihumanInc site is not intended to facilitate collusion or other illegal agreements among competitors, and that Samwell and SemihumanInc’s policy is to comply with antitrust laws. Hence you warrant to Samwell and SemihumanInc that under no circumstances do you intend to use Samwell and SemihumanInc services to violate antitrust law by acting in a manner that leads to price-fixing or any other anti-competitive agreement. Termination You agree that in its sole discretion Samwell and SemihumanInc may terminate your use of the Service (or any of its components), your account, and your password with or without notice. In addition Samwell and SemihumanInc may discard, remove, or delete, any content, files, records, data, graphics, video, or other digital material stored by the service. Termination could occur for any reason, including, without limitation, Samwell and SemihumanInc suspecting that you have acted inconsistently with the spirit or letter of this Agreement. You agree that Samwell and SemihumanInc shall not be liable to you or any third party for any termination of your access to Samwell and SemihumanInc APIs, applications, web sites, cloud infrastructure, or any other services and that upon termination by cause your right to access or use your account stops and Samwell and SemihumanInc has no further obligation to you, or any 3rd party, with respect to the service or any data or content maintained therein.
If requested at time of account termination initiated by you, account data will be made available for download for 31 days post the time at which the account termination took effect (Except for cases involving an account security breach). You agree that such data may be deleted past the 31 day period post termination and that Samwell and SemihumanInc has no obligation to retain such data after the 31 day period has ended.
Samwell and SemihumanInc may suspend or terminate an account that has been targeted by malicious activity from other parties. By Cause Unauthorized use or tampering with Samwell and SemihumanInc’s APIs, applications, and any other service offered by Samwell and SemihumanInc and any breach of your payment obligations constitutes a material breach of this agreement. Samwell and SemihumanInc has the right to terminate your use of the Services upon Agreement breach.
Licensed Services The license term for licensed services is selected during service registration and begins immediately after completing the order process for the service. Either party may terminate or reduce the number of licenses upon expiration of the initial term. In order to make changes to the number of licenses purchased the licensee must communicate in writing the changes sought within 40 days of the expiration of the current term. If no such communication is received by Samwell and SemihumanInc a new term will automatically commence for a duration equal to the duration of the initial term. The service pricing structure and fee formulas will be the same as the pricing structure and fee formulas for the previous period, plus any changes made that are inline with the policy and agreement around the initiation and effective date of any such changes. Transaction Based Services Services that have their pricing structure based on the number of transactions or computational operations completed per billing period may be terminated at any time by either party in its sole discretion, unless additional contract stipulations are in effect. Complementary Accounts Samwell and SemihumanInc, in its sole discretion (for any reason and without limitation), has the right to terminate your use of complementary accounts. Termination, for any reason, can include the removal and discard of Content managed on your behalf. Example conditions under which service may be terminated include violations, or inconsistent actions, with respect to this Agreement, or lack of use. Account Suspension For Non Payment You agree to and understand that Samwell and SemihumanInc has no obligation to retain data and content related to the service in the event of a suspension or termination and that such content or data may be deleted and become irretrievable if the account is more than 30 days past due. You agree that you may be required to pay a service reconnection fee in the event that service is suspended due to a delinquent account. Samwell and SemihumanInc reserves the right to terminate or suspend this agreement and service if an invoice becomes delinquent (falls into arrears). Delinquent invoice balances will be subject to a one percent per month interest charge or the maximum permitted by law, if the maximum is less than one percent, plus all expenses related to collection. If the account is suspended you will continue to be charged on a monthly basis. If you or Samwell and SemihumanInc terminates the service and this agreement, you will be responsible for paying the balance due on the account computed according to the formula and terms given at the time the service was purchased or updated, given any pricing structure amendments that you have been made aware of that are at least 30 days old, and thus consistent with your pricing amendment policy. If a payment is not made within ten (10) days of invoicing the account will be deemed in arrears. Samwell and SemihumanInc may suspend service to accounts in arrears and bring legal action to collect the full amount due, including any attorneys’ costs and fees. In the event that an account falls into arrears Samwell and SemihumanInc may send up to three (3) email notifications within a ten (10) day period prior to suspending the account. If an account is suspended services operated per the account will seize to work and all application accounts, configuration, and associated data may be deleted. Trademark Information Logos, trademarks, and product names maintained under the domain name Samwell and SemihumanInc or Samwell and SemihumanInc are owned by Samwell and SemihumanInc and our licensors and no license or right is granted to use them.
Ownership Intellectual Property All intellectual property rights with respect to, or intrinsic to, services offered by Samwell and SemihumanInc or related to the site (including but not limited to trademarks, copyrights, and service marks), are owned or licensed by Samwell and SemihumanInc and all title, interest, intellectual property in the Samwell and SemihumanInc domain based service, applications (Web and Mobile), and APIs and related services, remain our property. You may not decompile, disassemble, reproduce, reverse engineer, modify, or create derivative works based on any of the Samwell and SemihumanInc domain based services, the site, or professional services offered to you. Intellectual property licensed from third parties contained on the site belongs to the third parties and you may not remove copyright, trademark, or other intellectual property or proprietary notice or legend contained in any resources or content accessed via Samwell and SemihumanInc domain based services or any other service offered by Samwell and SemihumanInc. Samwell and SemihumanInc sites, applications, and all media content and services in general, contains copyrighted trademarks, material, and other proprietary information, including, without limitation, photos, graphics, text, software, video, music, and sound. All media is protected by trademark, copyright, and other intellectual property laws of the United States.
Samwell and SemihumanInc owns a copyright in the coordination,selection, enhancement of, and arrangement of such content, as well as in the media and content original to it. You may not publish, distribute, modify, transmit, publicly perform, publicly display, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. No commercial exploitation, downloading, redistribution, copying, retransmission, or publication of content or media without the express permission of Samwell and SemihumanInc or the copyright owner is permitted except as otherwise expressly stated under copyright law. When redistribution, copying, downloading, retransmission, or publication of copyrighted material is permitted, you will make independent attribution and/or make no changes in or deletion of trademark legend, author attribution, or copyright notice.
Downloading copyrighted material does not mean that you acquire any ownership rights and you acknowledge this. Any violation of these restrictions may result in a trademark, copyright, or other intellectual property right infringement that may subject you to criminal and/or civil penalties. Samwell and SemihumanInc shall have absolute and sole right, but is not under obligation to, to monitor the User Content, post, review, edit, refuse to post, remove, and disclose the User Content and the circumstances surrounding its transmission to any third-party, at any time, for any reason, including, without limitation, to determine compliance with these Terms of Service and any operating rules established by Samwell and SemihumanInc, as well as to satisfy any regulation, applicable law, or authorized government request. From time to time and in some instances it may be possible to remove or modify User Content submitted through your account. Samwell and SemihumanInc makes no warranties or representations that the User Content you remove or modify will be modified or removed from other services that have aggregated such content, or that the content modified or removed will cease to appear on the Internet or any where else where it has ended up, such as in social media sites, search engine indexes, or in any other form, technology, or media. Samwell and SemihumanInc shall have the right to, without limiting any of the foregoing, remove any media, content, material, or data from the application accounts, communities, or any other Samwell and SemihumanInc controlled service or services, and it can do this in its sole discretion. Samwell and SemihumanInc assumes no liability for any User Content or other information that is removed or that appears from Samwell and SemihumanInc applications, services, sites, mobile applications, or elsewhere. Samwell and SemihumanInc is not under obligation to incorporate or use User Content or media and may not use it at all. Copyright If you suspect that your own work has been copied in a manner that constitutes copyright infringement or you have been defamed in some way per a component of the Samwell and SemihumanInc Service or other services offered by Samwell and SemihumanInc, please notify Samwell and SemihumanInc legal and provide: A link to and summary of the defamatory content or copyright material that you suspect has been infringed. A written statement that you have a bona fide good reason to suspect that use by a third party of your, or the copyright owner’s, proprietary rights in violation of copyright law or any other law has occurred or that defamatory activity has occurred and that, under the penalty of perjury, you warrant that the description of the illegal or defamatory activity are correct. In addition, if you are not the copyright owner or defamed person, you warrant that you are the person or entity authorized to act on behalf of the copyright or defamed owner’s behalf. A physical or electronic signature belonging to the entity or person authorized to act on behalf of the owner of the person defamed or the owner of the copyright interest. Samwell and SemihumanInc has the right to terminate your, or any third-party’s, ability to use the applications, web sites, or any other services if such use infringes the copyrights and intellectual property of another. If Samwell and SemihumanInc determines that you are a repeat infringer it may at its sole discretion, terminate your, or any third-party’s, right to access to the applications, web sites, APIs, or any other services offered. Assignment You may not assign these Terms of Service, benefits, obligations hereunder, or any rights by operation of law or otherwise, without the express written permission of Samwell and SemihumanInc. Any attempted assignment that does not comply with these Terms of Service shall be void and null. Samwell and SemihumanInc may in its sole discretion assign these Terms of Service, in part or in whole, to any third-party. Arbitration YOU AGREE THAT ANY CLAIM OR CONTROVERSY RESULTING FROM USE OF SERVICES OFFERED BY Samwell and SemihumanInc OR RELATING TO THIS AGREEMENT, SHALL BE SETTLED BY BINDING ARBITRATION IN AGREEMENT WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CLAIM OR CONTROVERSY SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY, AND WILL THUS BE ARBITRATED ON AN INDIVIDUAL BASIS. JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED INTO ANY COURT HAVING JURISDICTION IN CHICAGO, ILLINOIS AND THE ARBITRATION SHALL BE CONDUCTED IN CHICAGO, ILLINOIS. EITHER Samwell and SemihumanInc OR YOU MAY OBTAIN ANY PRELIMINARY OR INTERIM RELIEF FROM A COURT OF COMPETENT JURISDICTION IN CHICAGO, ILLINOIS IN ORDER TO PROTECT THE PROPERTY OR RIGHTS OF EITHER YOURSELF OR Samwell and SemihumanInc WHEN NEEDED, PENDING THE COMPLETION OF ARBITRATION AND YOU HEREBY UNCONDITIONALLY AND IRREVOCABLY SUBMIT AND CONSENT TO THE EXCLUSIVE JURISDICTION OF CHICAGO, ILLINOIS COURTS OVER ANY ACTION, SUIT OR PROCEEDING ARISING OUT OF THESE CONDITIONS AND TERMS. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CAUSE OR CLAIM OF ACTION RELATED TO OR RESULTING FROM THE USE OF SERVICES OFFERED BY Samwell and SemihumanInc OR THIS AGREEMENT MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.
FAILURE OF Samwell and SemihumanInc TO ENFORCE, PUT INTO EFFECT, OR EXERCISE ANY PROVISION OR RIGHT OF THIS AGREEMENT DOES NOT CONSTITUTE A WAIVER OF SUCH A PROVISION OR RIGHT. Summary The Terms of Service, including, without limitation, the Privacy Statement, and other terms incorporated by reference, constitute the entire agreement and understanding between you and Samwell and SemihumanInc with respect to the subject matter hereof and supersedes all prior proposals or contemporaneous communications, whether oral or written, between you and Samwell and SemihumanInc with respect to such subject matter. This agreement between you and Samwell and SemihumanInc governs use of all services provided by Samwell and SemihumanInc, unless an expressed written agreement has been executed between Samwell and SemihumanInc and your company, in which case the executed agreement between your company and Samwell and SemihumanInc would apply to the extent there is a conflict between this Agreement and said agreement. If we do not take action immediately in the event of non compliance with these terms, this does not mean that we are waiving any rights that we have with respect to the misconduct or that we will not take action in the future. If any provision of this Agreement shall be deemed void, unlawful, or unenforceable for any reason, then that provision shall be deemed severable from these conditions and terms and shall not affect the enforceability and validity of any remaining provisions.
You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party software, or third-party content. The titles of the sections in this agreement are for the purpose of categorization and structure, and have no contractual or legal consequence. Samwell and SemihumanInc is not the trustee agent, or fiduciary of you. Nothing mentioned, expressed, or implied per the content of this Agreement shall be construed or is intended to give to any legal entity or person other than you or Samwell and SemihumanInc equitable right or any legal remedy or claim in respect to or per the content of this Agreement. This Agreement and all warranties, covenants, representations, conditions, and provisions are for the exlusive and sole benefit of you and Samwell and SemihumanInc. Samwell and SemihumanInc operates Samwell and SemihumanInc, its applications, APIs, and general cloud infrastructure, and professional services from its offices. If you have any question with respect to these terms contact us at Samwell and SemihumanInc legal.
Please note that we offer two subscription plans: Premium and Unlimited+. Both of these plans are advertised as providing ‘unlimited’ essays, but to ensure optimal service quality and fairness for all subscribers, we implement certain limits.
Under our Premium subscription plan, users are able to submit a maximum of 20 essays per month. Any essays submitted beyond this limit will not be processed until the following month. This means that even with the Premium plan, users are subject to a monthly cap.
On the other hand, our Unlimited+ subscription plan provides a generous allowance of 100 essays per user per month. This means that subscribers to our Unlimited+ plan are able to submit a maximum of 100 essays per month. Any essays submitted beyond this monthly allowance will not be processed until the following month.
We believe that these approaches align with the spirit of ‘unlimited’ while also managing the practical aspects of our service delivery. We appreciate your understanding and cooperation in adhering to these terms.
As part of our ongoing efforts to enhance your experience, our app integrates with the YouTube API. By using our app and accessing its features that utilize the YouTube API, you acknowledge and agree that your use is subject to the YouTube Terms of Service (“YouTube Terms”). The YouTube Terms of Service are available at https://www.youtube.com/t/terms. Your acceptance of these Terms of Use includes your agreement to comply with the YouTube Terms. We encourage you to review the YouTube Terms carefully, as they outline the terms and conditions governing your use of the YouTube platform. Your continued use of our app constitutes your acceptance of both our Terms of Use and the YouTube Terms.