Terms and Conditions

1. Enrollment and Entry

To utilize the Services, individuals must be at least 13 years old. If under 18, permission from a parent or legal guardian is required. When using the Services on behalf of another individual or entity, the user must possess the authority to accept the Terms on their behalf. Accurate and comprehensive information is necessary for account registration. Access credentials or account details must not be shared with individuals outside the organization, and users are accountable for all activities conducted using their credentials.

2. Usage Guidelines

(a) Service Utilization: You are granted a non-exclusive right to access and use the Services in accordance with these Terms. Your use of the Services must comply with these Terms and all relevant laws. The ownership of all rights, title, and interest in and to the Services resides with us and our affiliates.

(b) Feedback: We welcome feedback, comments, ideas, proposals, and suggestions for improvements. If you provide any such input, we may use it without any restrictions or compensation to you.

(c) Restrictions: You may not (i) use the Services in a manner that infringes, misappropriates, or violates any person's rights; (ii) attempt to reverse assemble, reverse compile, decompile, translate, or otherwise uncover the source code or underlying components of the Services' models, algorithms, and systems (except to the extent such restrictions are contrary to applicable law); (iii) use the output from the Services to develop models that compete with EzChatAI; (iv) utilize any automated or programmatic method to extract data or output from the Services, including scraping, web harvesting, or web data extraction, except as permitted through the API; (v) misrepresent that the output from the Services was human-generated when it is not, or otherwise violate our Usage Policies; (vi) buy, sell, or transfer API keys without our prior consent; or (vii) send us any personal information of children under 13 or the applicable age of digital consent. You must adhere to any rate limits and other requirements specified in our documentation. The Services may only be used in geographies currently supported by EzChatAI.

(d) Third-Party Services: Any third-party software, services, or other products you use in connection with the Services are subject to their own terms, and we are not responsible for third-party products.

3. Content Terms

(a) Your Content: You have the right to provide input to the Services ("Input") and receive output generated by the Services based on the Input ("Output"). Collectively, Input and Output are referred to as "Content." Subject to your adherence to these Terms, you retain ownership of all Input. EzChatAI assigns to you all its rights, title, and interest in and to Output. This grants you the freedom to use Content for any purpose, including commercial endeavors like sale or publication, as long as you comply with these Terms. EzChatAI may use Content to provide and maintain the Services, comply with applicable laws, and enforce our policies. You are accountable for Content, ensuring that it does not violate any applicable laws or these Terms.

(b) Similarity of Content: Due to the nature of machine learning, Output may not be unique across users, and the Services may generate the same or similar output for EzChatAI or a third party. Responses generated for other users are not considered your Content.

(c) Use of Content to Improve Services: Content provided to or received from our API ("API Content") is not used to develop or improve our Services. However, Content from Services other than our API ("Non-API Content") may be used to enhance our Services. If you wish to opt out of having your Non-API Content used to improve Services, you can fill out this form. Note that opting out may limit the ability of our Services to better address your specific use case.

(d) Accuracy: Artificial intelligence and machine learning are rapidly advancing fields. We continuously work to enhance the accuracy, reliability, safety, and utility of our Services. Due to the probabilistic nature of machine learning, the use of our Services may, in some instances, result in incorrect Output that does not accurately reflect real people, places, or facts. It is advisable to assess the accuracy of any Output based on your use case, potentially incorporating human review for validation.

4. Fee Structure and Payment Terms

(a) Billing and Fees: All fees ("Fees") associated with your account must be paid in accordance with the prices and terms specified on the relevant pricing page or as mutually agreed upon in writing. We reserve the right to rectify pricing errors or inaccuracies, even after the issuance of an invoice or receipt of payment. To ensure smooth transactions, you are required to furnish accurate billing information, including a valid and authorized payment method. Periodic charges will be applied to your payment method on an agreed- upon schedule, with the flexibility to reasonably adjust the posting date. By using our Services, you authorize EzChatAI, its affiliates, and our third-party payment processor(s) to charge the designated payment method for the incurred Fees. In the event of payment failure, written notice will be provided, and access to the Services may be suspended until payment is received. Fees are denominated in U.S. dollars and are due upon the issuance of the invoice. Payments are generally nonrefundable, except as explicitly outlined in this Agreement.

(b) Tax Obligations: Unless explicitly stated otherwise, Fees do not cover federal, state, local, and foreign taxes, duties, and similar assessments ("Taxes"). You are accountable for all Taxes associated with your purchase, excluding Taxes based on our net income, and we reserve the right to invoice you for such Taxes. Timely payment of these Taxes is your responsibility, and you must provide us with documentation confirming the payment, along with any additional evidence we may reasonably request. For tax purposes, EzChatAI uses the name and address provided during your account registration as the place of supply, so it is imperative to maintain accurate and up-to-date information.

(c) Modification of Prices: We reserve the right to adjust our prices by notifying you through your account and/or on our website. Changes in pricing will take immediate effect. Any revised prices will be applicable to the Fees charged to your account immediately following the effective date of the changes.

(d) Resolution of Disputes and Late Payments: In case of any disputes regarding Fees or Taxes, kindly contact support@ezchatai.com within thirty (30) days from the date of the disputed invoice. If any portion of your Fees remains overdue, we reserve the right to suspend your access to the Services after providing written notice of the late payment.

(e) Free Tier Usage: Utilizing the free tier of the Services is subject to certain conditions. You are not allowed to create more than one account to take advantage of credits provided in the free tier. If we suspect that you are not using the free tier in good faith, we may either charge you standard fees or cease providing access to the Services.

5. Confidentiality, Security, and Data Protection

(a) Confidentiality: You may access Confidential Information belonging to EzChatAI, its affiliates, and other third parties. The use of Confidential Information is limited to what is necessary for utilizing the Services in accordance with these Terms. Confidential Information must not be disclosed to third parties, and you are obliged to safeguard it with a level of care at least equivalent to that which you apply to your own confidential information of a similar nature. Confidential Information includes nonpublic information designated as confidential by EzChatAI or its affiliates or reasonably considered confidential under the circumstances, encompassing software, specifications, and other nonpublic business details. Excluded from Confidential Information are items: (i) publicly available without your involvement; (ii) already in your possession without confidentiality obligations under these Terms; (iii) rightfully disclosed by a third party without confidentiality obligations; or (iv) independently developed by you without using Confidential Information. Disclosure of Confidential Information is permitted when mandated by law or a valid order from a court or governmental authority, provided you give reasonable prior written notice to EzChatAI atsupport@ezchatai.com and make reasonable efforts to restrict the disclosure's scope, including assistance in challenging the disclosure requirement when feasible.

(b) Security: You are required to implement reasonable and suitable measures to secure your access to and use of the Services. In the event of discovering vulnerabilities or breaches related to your use of the Services, prompt communication to EzChatAI, along with details of the vulnerability or breach, is essential.

(c) Processing of Personal Data: If the Services are used for processing personal data, you must furnish legally adequate privacy notices and secure necessary consents for processing such data. You confirm to us that you are processing such data in compliance with applicable law.

6. Term and Account Termination

(a) Termination; Suspension: These Terms become effective upon your initial use of the Services and remain in force until terminated. You have the option to terminate these Terms at any time, for any reason, by discontinuing the use of the Services and Content. We reserve the right to terminate these Terms for any reason by providing you with at least 30 days' advance notice. Immediate termination may occur upon notice to you if you substantially breach Sections 2 (Usage Requirements), 5 (Confidentiality, Security, and Data Protection), 8 (Dispute Resolution), or 9 (General Terms). Additionally, termination may occur due to changes in relationships with third-party technology providers beyond our control, or to comply with legal requirements or government requests. We retain the right to suspend your access to the Services if you fail to comply with these Terms, pose a security risk to us or any third party, or if we suspect fraudulent use that could expose us or any third party to liability.

(b) Impact of Termination: Upon termination, you must cease using the Services and promptly return or, as instructed by us, destroy any Confidential Information..

7. Indemnification; Disclaimer of Warranties; and Limitations on Liability

(a) Indemnification: You agree to defend, indemnify, and hold us, our affiliates, and our personnel harmless from any claims, losses, and expenses (including attorneys' fees) arising from or related to your use of the Services. This includes claims associated with your Content, products or services developed or offered in connection with the Services, and any breaches of these Terms or violations of applicable law.

(b) Disclaimer: THE SERVICES ARE PROVIDED "AS IS." We, along with our affiliates and licensors, make no warranties (express, implied, statutory, or otherwise) regarding the Services. We disclaim all warranties, including but not limited to those of merchantability, fitness for a particular purpose, satisfactory quality, non-infringement, and quiet enjoyment. We do not guarantee that the Services will be uninterrupted, accurate, or error- free, or that any content will be secure, or remain unaltered or undisrupted.

(c) Limitations of Liability: NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THESE LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

8. Dispute Resolution

YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:

(a) MANDATORY ARBITRATION: Both you and EzChatAI commit to resolving any past or present claims related to these Terms or our Services through final and binding arbitration. However, you retain the right to opt out of these arbitration terms and any future changes by completing this form within 30 days of accepting these terms or the relevant changes.

(b) Informal Dispute Resolution: Before initiating formal legal action, we encourage you to address your concerns informally. You agree to attempt an informal resolution by notifying us at support@ezchatai.com, providing your name, a description of the dispute, and the relief you seek. If a resolution is not achieved within 60 days, you may proceed with a formal proceeding. The 60-day resolution process tolls any statute of limitations.

(c) Exceptions: This arbitration section does not mandate arbitration for the following claims: (i) individual claims brought in small claims court; and (ii) claims seeking injunctive or other equitable relief to halt unauthorized use or abuse of the Services or to address intellectual property infringement.

(d) NO CLASS ACTIONS: Disputes must be pursued on an individual basis and may not be initiated as a plaintiff or class member in any alleged class, consolidated, or representative proceeding. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are expressly prohibited. If, for any reason, a dispute is adjudicated in court rather than through arbitration, each party knowingly and irrevocably waives any right to a trial by jury in any action, proceeding, or counterclaim. This waiver does not preclude either party from participating in a class-wide settlement of claims.

9. General Terms

(a) Relationship of the Parties: These Terms do not establish a partnership, joint venture, or agency connection between you and EzChatAI or any of EzChatAI's affiliates. EzChatAI and you operate as independent contractors, and neither party possesses the authority to bind the other or assume obligations on the other's behalf without prior written consent.

(b) Use of Brands: Without our prior written consent, you are prohibited from utilizing EzChatAI's or any of its affiliates' names, logos, or trademarks.

(c) U.S. Federal Agency Entities: The Services were exclusively developed at private expense and constitute commercial computer software and associated documentation as defined by the applicable U.S. Federal Acquisition Regulation and relevant agency supplements.

(d) Copyright Complaints: If you believe that your intellectual property rights have been violated, please send a notice to support@ezchatai.com. We reserve the right to remove or disable content that is alleged to be infringing and may terminate the accounts of repeat infringers.

Written claims regarding copyright infringement should contain the following details:

• A physical or electronic signature of the person authorized to act on behalf of the copyright owner.
• A description of the copyrighted work that you allege has been infringed.
• Information specifying where the material you claim to be infringing is located on the site.
• Your address, telephone number, and email address.
• A statement by you asserting a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
• A statement by you, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

(e) Modifications: We reserve the right to modify these Terms periodically by posting an updated version on the website. In cases where an update significantly affects your rights or obligations under these Terms, we will provide notice by emailing the address linked to your account or presenting an in-product notification. Your continued use of the Services following any alteration indicates your agreement to the modified terms.

(f) Notices: All communications will be in written form. We may convey notifications to you using the registration details you provided, or the email address associated with your Service use. If delivered by email, the notice is deemed received on the date of receipt. (g) Waiver and Severability: EzChatAI's failure to immediately enforce these Terms in response to your non-compliance does not constitute a waiver of any rights. Unless specified, if any part of these Terms is deemed invalid or unenforceable by a court of competent jurisdiction, that specific term will be enforced to the maximum extent permitted, and it will not affect the enforceability of any other terms.

(h) Export Controls: The Services may not be utilized in, for the benefit of, exported, or re- exported (a) into any U.S. embargoed countries (collectively, the "Embargoed Countries") or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals, any other restricted party lists identified by the Office of Foreign Asset Control, or the U.S. Department of Commerce Denied Persons List or Entity List, or any other restricted party lists (collectively, "Restricted Party Lists"). You warrant that you are not located in any Embargoed Countries and not listed on any such restricted party lists. Compliance with all applicable laws related to Embargoed Countries or Restricted Party Lists, including obligations to directly know your end users, is mandatory.

(i) Equitable Remedies: You acknowledge that any violation or breach of these Terms may cause irreparable harm to EzChatAI and its affiliates. In such cases, EzChatAI reserves the right to seek injunctive relief against you, in addition to other legal remedies.

(j) Entire Agreement: These Terms, along with any policies incorporated herein, constitute the entire agreement between you and EzChatAI concerning the use of the Services. They supersede any prior or contemporaneous agreements, communications, or understandings between you and EzChatAI on the subject, excluding any Service-specific terms of use or applicable enterprise agreements.

(k) Jurisdiction, Venue, and Choice of Law: These Terms will be governed by the laws of the State of Florida, excluding Florida's conflicts of law rules or principles. Except as provided in the "Dispute Resolution" section, all claims arising from or relating to these Terms will be exclusively brought in the federal or state courts of Bradeton, Florida and legal notices can be mailed to: