Privacy | Terms of Use

Last Revised October 22nd 2022

Welcome to the Grafi service, including our web sites (collectively, the “Service”) operated by Grafi  (“Grafi” or “we,” “our,” or “us”).  Grafi values our relationship with you and respects your privacy. This Privacy Policy (“Privacy Policy”) describes the types of information, including Personal Information (defined below), that we gather from you when you use the Service, as well as your choices regarding use and disclosure of your Personal Information.

 

YOUR AGREEMENT TO THE PRIVACY POLICY

By accessing the Service, you agree to be bound by this Privacy Policy. If you do not agree to the terms of this Privacy Policy, please do not use our Service. 

We reserve the right to update or modify this Privacy Policy from time to time. We will notify you of any changes by revising the “Effective Date” at the top of this Privacy Policy. If we make any material changes to this Privacy Policy or the way we use, share or collect Personal Information, we will post an announcement of the changes on our Service, prior to the new policy taking effect. In all cases, your continued use of our Service or our products and services constitutes consideration and your binding acceptance to any such changes. We encourage you to review this Privacy Policy regularly to ensure that you are familiar with our current practices.

INFORMATION WE COLLECT

We collect information that identifies, relates to, describes, references, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer or device (“Personal Information”).  This includes Personal Information collected from the use of our Service or other means, such as documents or other materials or information that you may provide to us.  As to the Service, it collects information (i) that users knowingly and voluntarily provide (such as through forms or profile screens) including account registration information, and (ii) that we are able to collect from users’ web browsers, cookies and other similar technologies.  

We may aggregate and/or anonymize all information that we collect from you, including Personal Information, for the purpose of market research on brands and products, marketing campaigns, and advertising.

 

Information that you Knowingly and Willingly Provide

We collect information that you knowingly and voluntarily provide when you use our Service (such as through web forms or profile screens), including registration/account setup information, profile details, and payment information. We primarily use this information to fulfill your transaction requests. You can choose not to provide us with certain Personal Information, but then you may not be able to take advantage of the Service or other available features we offer. The information that we collect and use includes the following kinds of Personal Information:

  • First and Last Name.
  • Email Address.

 

Information From and/or About Others

We may also collect and store Personal Information about other people that you provide to us, as well as information about you provided by others. If you or other users use our Service to upload, share and/or distribute content (including comments, videos, images, or other submissions), and such content contains Personal Information about you or others, such information may be stored in order to allow for such uploading, sharing and/or distribution. As a requirement to use our Service, you acknowledge that you have the appropriate consent(s) from any individual (or the parent of any child under the age of 13) to share their Personal Information with us.

 

Non-Personal Information

We collect standard information about Service users such as IP addresses, browser type, operating system, what you searched for, the dates and times of visits, and other Service usage behavior (“Service Visitation Data”). Service Visitation Data is used to administer the Service and provide general statistics regarding the use of the Service. We may also use Service Visitation Data to display advertising or send targeted email marketing that you may find interesting and to suppress advertising that might not interest you.

When you visit our Service we may store information about your session and assign you one or more cookies. The Service will store these cookies on your personal device or computer in a small text file, and if you return to the Service the cookie may be read. Cookies are not linked to your Personal Information.

We may also use web beacons, clear gif technology, or other similar devices as mechanisms to collect aggregate Service Visitation Data by tracking how users navigate to and through our Service. We may also use this technology to track the delivery of HTML email.  Data collected through this mechanism is not linked to Personal Information.

Permanent cookie files remain on your device’s hard drive until you delete them manually using your browser or operating system software. You can set your browser to refuse cookies, but doing so may disable access to some services and tools that we offer.

We may work with advertising partners to place advertising on our Service. Such third party advertising partners often use a cookie or third party web beacon to track when a click becomes a sale, connection to the advertiser’s services or expression of interest. No Personal Information is ever sent to these advertising partners.

 

HOW GRAFI USES YOUR INFORMATION

We may use online Personal Information we collect about you on its own or combine it with other information we have about you to:

  • Perform internal operations, such as tracking and improving the effectiveness of our Service and marketing efforts.
  • Provide product and/or Service fulfillment, such as creating accounts, managing purchases, payments, and more.
  • Personalize user experiences, such as remembering your settings and preferences for things like language, font size, etc.
  • Provide user support.
  • Advertise and market our products and services.
  • Create user accounts and/or profiles through registration if and when we may require it.
  • Provide information to our representatives and/or advisors, such as our attorneys, accountants, and others to help us comply with legal, accounting, or security requirements.
  • Protect the rights, safety, and information of Service users and third parties, as well as our own. This includes fraud prevention, business or product recalls, prosecuting and defending a court arbitration or similar proceeding, and more.
  • Comply with legal requirements, such as in response to a subpoena or similar investigative demand.

 

HOW WE SHARE INFORMATION WE COLLECT

Grafi may disclose your Personal Information in the following instances:

Agents. We employ other companies and individuals to perform functions on our behalf. Examples of such functions include fulfilling orders, sending postal mail and e-mail, removing repetitive information from customer lists, analyzing data, providing technical support, providing marketing assistance, processing credit card payments, and providing customer service. We share our users’ Personal Information with these agents as we deem necessary for such third parties to perform their functions.

Employees. Only authorized employees have access to your Personal Information.

Advertisers and Merchants. Third-party advertisers, advertising platforms and authorized third party Merchants also may serve targeted ads as part of our Service. Please be aware that the information practices of such third-party advertisers or platforms (to the extent there are any) collecting data on our Service are not covered by this Privacy Policy.  In certain instances involving authorized third-party Merchants that are posting offers of goods or services through the Service, the Service may provide geolocation data to such Merchants when you redeem an offer provided by such Merchant through the Service, although such data by itself will not specifically identify you.

Other Users. Please remember that any information you share in public areas of our Service, such as on message boards or feedback sections (including such areas where access is restricted to registered users), is no longer private and anyone may take and use that information. Posts in these areas of our Service are not subject to this Privacy Policy. Please be careful about what you disclose in these portions of our Service and do not post any Personal Information that you expect to keep private. We strongly encourage you not to use any Personal Information in your username or password. If your Personal Information is posted on one of our community forums, you may contact us at hey@grafi.ai to request that such information be removed. In some cases, we may not be able to remove your Personal information, in which case we will let you know if we are unable to do so and why.

To Comply with Legal Process, Protect Grafi or the Service, or Enforce our Rights. We may release your Personal Information when it is necessary to (a) conform to legal requirements or comply with legal process; (b) enforce or apply our terms of use and other agreements; (c) protect the rights, safety or property of Grafi, our affiliates, service providers, our users or the public; or (d) prevent a crime or protect national security (including exchanging information with other companies and organizations for fraud protection and credit risk reduction).

As Part of a Merger or Sale of Business. We may disclose your Personal Information in connection with a substantial corporate transaction, such as the sale of our business, a divestiture, merger, consolidation, or asset sale, or in the unlikely event of bankruptcy.

Other Disclosures. We may also disclose your Personal Information as otherwise set forth in this Privacy Policy, as permitted by law, or with your consent.

 

CHILDREN AND PRIVACY

Our Service is not directed to persons under the age of 18. If you are not 18 years or older, do not use our Service. We do not knowingly collect Personal Information from persons under the age of 13. 

 

THIRD PARTY SERVICES AND SERVICES

Our Service may contain links to third party Services, applications and services not operated by us. These links are provided as a service and do not imply any endorsement by Grafi of the activities or content of these Services, applications or services nor any association with their operators. Additionally, our Service may include social media features, such as the Facebook “Like” button, and widgets, such as the “Share This” button or interactive mini-programs that run on our Service. We are not responsible for the privacy policies or practices of any third party including Services or services directly linked to our Service. We encourage you to review the privacy policies of any third party Service that you visit.  

 

SECURITY, STORAGE & RETENTION

Security

The security of your personal information is important to us. We follow generally accepted standards to protect the personal information submitted to us, both during transmission and once we receive it. However, no method of transmission over the internet, or method of electronic storage is one hundred percent secure and we cannot guarantee its absolute security. Please contact us if you have any questions about security on our Service.

 

Storage

The Personal Information that you provide to us is generally stored on servers located in the United States. If you are located in another jurisdiction, you explicitly ACKNOWLEDGE AND CONSENT that once your Personal Information is submitted through our Service, it will be transferred to our servers in the United States and that the United States currently does not have uniform data protection laws in place.

 

Retention

We will retain your information for as long as your account is active or as needed to provide you with our services. If you wish to cancel your account or request that we no longer use your information to provide you service, contact us at hey@grafi,ai. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

 

INFORMATION CORRECTION, REMOVAL, AND OPTING-OUT

Correction & Removal

If any of the information that we have about you is incorrect, or you wish to have information (including Personal Information) removed from our records, please contact us at hey@grafi,ai We will respond to such inquiries as soon as possible.

 

Opting Out

Additionally, if you prefer not to receive marketing messages from us, please let us know by clicking on the unsubscribe link within any marketing message that you receive, or by sending a message to us at hey@grafi,ai

Some communications (for example, important account notifications and billing information) are considered transactional and are necessary for all of our users. You must cancel your Grafi account to unsubscribe from these communications. To cancel your account, please email us at hey@grafi,ai.

 

PRIVACY INQUIRIES

If you have any questions or concerns about this Privacy Policy or our privacy practices please contact us by emailing us at hey@grafi.ai 

 

Terms of Use

These Terms of Use were last updated on June 15th, 2022.

Thank you for using the Grafi service, including our web sites (collectively, the “Service”). The services, features and products found on the Service are provided by Grafi (“Grafi,” “we,” “our” or “us”).  These Terms of Use (as amended from time to time, the “Terms of Use” or “Agreement”) sets forth the legal terms that are binding on all users, including you (i.e., “you,” or “User” as set forth herein), for your use of the Service.

These Service and these Terms of Use are applicable only to Users in the United States.  If you are a resident located outside of the United States, do not use the Service.

THESE TERMS OF USE CONTAIN A BINDING ARBITRATION CLAUSE (MEANINING THAT DISPUTES WILL BE RESOLVED THROUGH BINDING ARBITRATION RATHER THAN A COURT) AND A CLASS ACTION WAIVER THAT IMPACT YOUR RIGHTS IN ANY DISPUTE WITH GRAFI.

BY INDICATING THAT YOU ACCEPT THESE TERMS OF USE OR BY USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY AND ACCEPT THESE TERMS OF USE.  THESE TERMS CONSTITUTE A BINDING AGREEMENT BETWEEN YOU AND GRAFI GOVERNING THE USE OF THIS SERVICE.  IF YOU DO NOT AGREE TO ALL OF THE TERMS OF USE HEREIN, YOU ARE NOT AUTHORIZED TO USE THE SERVICE AND MUST CEASE USING THE SERVICE AND DELETE THE SERVICE FROM YOUR MOBILE DEVICE.

IN SOME CASES, WHERE GRAFI MAY PRESENT CONTENT OR INFORMATION REGARDING A THIRD PARTY, PARTNER OR ASSOCIATED BODY, ADDITIONAL DISCLOSURES AND DISCLAIMERS MAY BE PRESENT. PLEASE READ THEM CAREFULLY AND ENSURE THAT YOU FULLY UNDERSTAND THEM BEFORE TAKING ACTION VIA THE SERVICE.   

Use of the Service: The Service is provided to users at Grafi’s discretion and may be altered, revoked, removed or cancelled at a point of Grafi’s choosing. The Service is for personal use or internal business purposes only. Your use of the Service must comply with these Terms of Use, applicable laws and must be conducted only through legal means and for legal purposes. Misconduct, misuse or any type of behavior that may compromise Grafi or violate these Terms of Use may result in Grafi taking action against you. These actions may include but are not limited to: blocking your access to the Service, removal or alteration of available Grafi services and or legal action. All users engage in use of the Service, features and products at their own risk. How users choose to use information and resources found on the Service and what decisions or actions that may come of that use of information is solely the responsibility or fault of the user, including you. Grafi is not responsible for events, consequences or actions that users encounter as a result of actions taken with the influence of the Service, including its features or products or services offered thereon.   

You may only access or use the Service (including registering for the Service) if (1) you are 18 years of age or older.  If you are under the age of 18, you are not authorized to use the Service and must cease all use of the Service.  The Service is for your personal, non-commercial use. You may not use the Service if we have terminated your account or banned you.

Agreement to Privacy Policy:  In addition to agreeing to these Terms of Use, you agree to our privacy policy (“Privacy Policy”), incorporated into these Terms by reference, as they may be modified, updated or amended from time to time, whenever you:

  • Use any portion of the Service.
  • Publish, contribute, access or view any Content (defined below) on or through the Service. 
  • Otherwise agree to the Terms of Use as provided herein.  

 

Registration Information and Passwords for the Service:  

  1. Registration Information. In order to register for the Service, you must provide your name, a valid e-mail address and other contact information as Grafi may determine, and you must set up a personal password known only to you.  You represent and warrant that all registration information provided is true, correct and complete and you undertake to keep the information updated for the duration of this Agreement. We reserves the right to request supporting evidence from you to verify your identity and information.  When you register for the Service, you may also be asked to provide other information about yourself to help us better provide services to you or enhance your use and enjoyment of the Service.  You further agree to receive any notices from Grafi to you regarding your use of the Service pursuant to these Terms of Use at the email or other addresses set forth in your contact information.  You are obliged to notify Grafi of any updates or changes to any contact or other registration information that you provide in connection with your use of the Service.
  2. Email Address. You must ensure that the email address you provide is accessible from the time that you provide the email address and that the email account is not unable to receive emails due to forwarding of emails, closure of the email account, or a full inbox.
  3. User Account. With the data provided upon registration, you will receive access to your own user account via the Service, as applicable, in which you can amend the data that you have provided.  At its own discretion, Grafi may delete any user account with incomplete or incorrect information or for other breach of these Terms of Use.  
    1. Deletion of Account.  You may erase or delete your own user account at any time for any reason.  To delete your account, you must log in to the Service and follow the appropriate directions to delete or ask Grafi to delete your account. After you have deleted your account, Grafi shall have the right to delete any and all content and other data generated by you.  By deleting your account, you also lose access to any content or features of the Service that you may have already purchased. In the event that you purchased a subscription from Grafi for use of the Service, Grafi shall not refund - even on a pro rata basis – any amounts paid for subscriptions still running at the time of deletion or for other additional services for which you may have prepaid.  Deletion of your user account constitutes termination of this Agreement, including without limitation any ongoing subscription.
    2. User Account after Termination or Expiration of Subscription.  Your user account may be terminated or remain in place after any subscription for the Service or Service has terminated or expired.  You must expressly ask Grafi to delete your user account in order to ensure that the account is deleted after termination of this Agreement. 
  1. Usernames and Passwords. You are obliged to maintain the confidentiality of any usernames or passwords that you adopt and/or are provided by Grafi in connection with your use of the Service.  If you become aware of any unauthorized use of your username and password by any third party, you agree to notify Grafi immediately at the Contact Information set forth in these Terms of Use.  For your protection, if Grafi believes that any unauthorized access may occur or has occurred, Grafi may terminate access without prior notice to you. You also agree that Grafi is permitted to act upon any instructions received using your username and password and to consider such instructions as authorized by you. Grafi will not be responsible or liable for any loss or injury incurred by you for unauthorized use of your username and password, although you may be responsible or liable for any losses or injury caused by such unauthorized use.

Subscriptions:  Subscriptions.  In order to register for the Service and purchase or otherwise obtain any subscription service options, you must confirm your agreement to these Terms of Use and the Privacy Policy.  Rights to subscriptions or other rights of access to the Service are not transferable.  Renewal of any subscription shall be specified by Grafi on the Service.  To terminate subscriptions purchased through a Grafi web site, please use the termination function on such web site or notify Grafi in writing at the address below or send an email to hey@grafi.ai

Content and Intellectual Property Ownership:  The information published on or through the Service (including without limitation Generated Content and Customer Materials (each defined below)), may include data, text, software, scripts, images, graphics, photographs, video recordings, audio recordings (including without limitation sounds or music), audiovisual combinations, and other interactive or similar materials (the “Content”), that has been provided by users such as yourself, Grafi, our third party licensors or suppliers (such third party licensors or suppliers hereinafter “Third Party Licensors”), or other private or public organizations and entities that have been granted rights to access and publish Content on the Service (“Third Party Vendors”).  The Content provided by Grafi, Third Party Licensors or Third Party Vendors contains trademarks, copyrights and other proprietary material, the ownership or licensed rights to which are held by such parties, as the case may be, and all such proprietary material is protected by law, including, without limitation, U.S. as well as foreign trademark and copyright laws and international treaty provisions.  

The “look and feel” of the Service (including color combinations, text, images, the names and logos, button shapes, layout, design compilation and presentation of information and all other graphical elements, other than those owned or licensed by the Third Party Licensors or Third Party Vendors) are also Grafi’s trademarks and/or copyrights, as the case may be.  

ALL BRANDS, TRADEMARKS, LOGOS, TRADE NAMES, TRADE DRESS, COPYRIGHTS OR COPYRIGHTABLE CONTENT OF ANY THIRD PARTY DISPLAYED, DISTRIBUTED, ACCESSED OR OTHERWISE COMMUNICATED THROUGH THE SERVICE ARE THE PROPERTY OF THEIR RESPECTIVE OWNERS.  GRAFI AND ITS AFFILIATES EXPRESSLY DISCLAIM ANY ENDORSEMENT, AFFILIATION OR SPONSORSHIP, OR OTHER ASSOCIATION BY OR WITH SUCH THIRD-PARTY BRAND OWNERS.

You agree not to copy, reproduce, distribute, transmit, broadcast, display, sell, license or otherwise use or exploit any Content, except as expressly permitted under these Terms of Use, without the prior written consent of Grafi or the legal owner of such Content.

Any unauthorized use of Content accessed through the Service may constitute trademark or copyright infringement, unfair competition, or other potential state or federal causes of action, as applicable, which could subject the user to substantial civil penalties, damages or other relief.  The deletion or alteration of any copyright, trademark or other proprietary notices used or displayed through the Service is strictly forbidden.  In cases where you feel like a copyright or other intellectual property right may have been infringed upon we ask that you contact us as instructed in this Service.

Except as otherwise permitted under these Terms of Use, Grafi grants to you the limited, non-transferable right to view, access and use the Service, subject to these Terms of Use.  All rights not expressly granted under these Terms of Use are reserved by Grafi.

Accuracy of Content:  The Content displayed, distributed or otherwise accessible through the Service may include information (which may include, without limitation, factual information, personal narratives, advice, opinions, prices offered for services, items, item descriptions, and certain third-party terms of use) from various third-party sources, including Third Party Licensors, Third Party Vendors, and registered users of the Service.  GRAFI HAS NOT INDEPENDENTLY VERIFIED THAT ANY CONTENT IS COMPLETE, CURRENT, ACCURATE, SAFE, INOFFENSIVE, NON-OBJECTIONABLE, OR OTHERWISE APPROPRIATE FOR ANY USER OF THE SERVICE AND EXPRESSLY DISCLAIMS ANY WARRANTY WITH RESPECT TO THE RELIABILITY OF SUCH INFORMATION.  

YOU ACKNOWLEDGE AND AGREE THAT YOUR RELIANCE ON THE CONTENT IS SOLELY AT YOUR OWN RISK.

In cases where you believe information found on the Service may be inaccurate or needs to be updated we ask that you contact us at hey@grafi.ai. If you have any questions with respect to the Content displayed, distributed or otherwise accessible through the Service, please contact Grafi hey@grafi.ai

 

Copyright Infringement: 

If you have a good faith belief that the Service contains material which infringes upon your copyrighted work, please submit the following information to our designated copyright agent:

  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; 
  • An identification of the copyrighted work and the location on the Service of the allegedly infringing work; 
  • A written statement that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; 
  • Your name and contact information, including, without limitation, telephone number and email address; and 
  • A statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.

The contact information for Grafi’s DMCA Agent for notice of claims of copyright infringement is:  Grafi, LLCAttn: Sean Sodha, 11920 River Road, Potomac, MD 20854, email: seansodha@grafi.ai. This contact information is only for reporting copyright infringement. Contact information for other matters is provided elsewhere in these Terms of Use.

Customer Materials:  You are solely responsible for any and all Content you submit, whether transmited, distributed, uploaded, posted, processed or otherwise provided or made available to or through the Service, including any documents or other written or graphic materials (including without limitation training or educational materials), email addresses provided to or through the Service, or any comments or other information communicated to the Service (collectively, “Customer Materials”).  Grafi does not endorse or accept any Customer Materials as its own or representative of its views.  By submitting any Customer Materials to the Service, you grant Grafi a perpetual, irrevocable worldwide, non-exclusive, royalty-free, sublicensable and transferable license to publish and display such Customer Materials through the Service and to reproduce, distribute, transmit, use, archive, and prepare derivative works of such Customer Materials in connection with the Service and Grafi’s business, including, without limitation, to transmit and distribute such Customer Materials to third-party web sites, and to use such Customer Materials for promotional and marketing purposes.  You further grant to each user of the Service, including any registered member or other member of the public, a nonexclusive,  royalty-free license to access and view your Customer Materials through the Service, and to use, reproduce, distribute, display, broadcast and perform the Content in such Customer Materials as permitted in connection with the Service, including as subject to these Terms of Use.

You represent and warrant that your Customer Materials contain no confidential or proprietary information of yours or of any third party and that you have all necessary permissions, licenses, rights, and consents to submit, post, upload, process, republish, display, distribute, or transmit your Customer Materials through the Service.

Submission Restrictions:  You agree not to submit any Customer Materials that violate the following restrictions. You understand that if you violate these restrictions or any other provision in these Terms of Use, Grafi may deny you access to the Service, among other remedies it may have against you for violation of these Terms of Use.

  • Do not promote any activity that is illegal under the laws of any state in the United States or under U.S. federal law.
  • Do not submit any Customer Materials to the Service that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, slanderous, libelous, vulgar, obscene, sexually explicit, pornographic, lewd, indecent, profane, racially, ethnically or otherwise objectionable, or that may invade another’s right of privacy or publicity or other personal rights.
  • Do not submit any Customer Materials to the Service that infringe or otherwise violate any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of Grafi or any third party.

Restrictions on Generated Content:  YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL CONTENT GENERATED BY THE SERVICE USING YOUR CUSTOMER MATERIALS (“GENERATED CONTENT”).  Grafi does not endorse or accept any Generated Content as its own or representative of its views.  Further, you are prohibited from using the Service, or permitting others to use the Service, to knowingly – or unknowingly -- create the following categories (in whole or in part) of Generated Content: 

  • Hate: content that expresses, incites, or promotes hate based on identity.
  • Harassment: content that intends to harass, threaten, or bully an individual.
  • Violence: content that promotes or glorifies violence or celebrates the suffering or humiliation of others.
  • Self-harm: content that promotes, encourages, or depicts acts of self-harm, such as suicide, cutting, and eating disorders.
  • Sexual: content meant to arouse sexual excitement, such as the description of sexual activity, or that promotes sexual services (excluding sex education and wellness).
  • Political: content attempting to influence the political process or to be used for campaigning purposes.
  • Spam: unsolicited bulk content.
  • Deception: content that is false or misleading, such as attempting to defraud individuals or spread disinformation.
  • Malware: content that attempts to generate ransomware, keyloggers, viruses, or other software intended to impose some level of harm.
  • Illegal Activities: Content that promotes any activity that is illegal under the laws of any state in the United States or under U.S. federal law, that may invade another’s right of privacy or publicity or other personal rights, or that infringes or otherwise violates any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of Grafi or any third party.

Grafi cannot review all Generated Content made on, or Customer Materials submitted to, the Service and Grafi is not responsible for screening or otherwise monitoring Generated Content or Customer Materials, whether in advance of, or after, submission to the Service.  If a user notifies Grafi that any Generated Content or Customer Materials do not conform to these Terms of Use, Grafi may, but is not obligated to, investigate the allegation and determine in its sole discretion whether to prohibit your Generated Content, or remove or request the removal of the Customer Materials.  Grafi reserves the right, but has no obligation, liability or responsibility, to monitor the Service and edit, modify or delete any materials which Grafi in its sole discretion determines to violate these Terms of Use or to be in any other way offensive, inappropriate or contrary to any Grafi policy, applicable law or other regulation.  You acknowledge that you have no expectation of privacy in any Generated Content or Customer Materials, and no confidential, fiduciary, contractually implied or other relationship is created between you and Grafi by reason of your creation of Generated Content or submission of any Customer Materials to the Service.

Lawful Use:  The Service may be used only for lawful purposes.  As one of the conditions of your use of the Service, you represent, warrant and agree that you will not use (or plan, encourage or help others to use) the Service for any purpose or in any manner that is prohibited by these Terms of Use or by applicable law.  It is your responsibility to ensure that your use of the Service complies with these Terms of Use and to seek prior written permission for any uses not expressly permitted herein.  In connection with your use of the Service, you agree that you will not, nor will you assist or allow others to, directly or indirectly:

  • Delete any attributions, legal notices or proprietary designations or labels on Content that you upload to the Service.
  • Provide any false or intentionally inaccurate or misleading information when registering for or using the Service, including impersonation of any person or entity and misrepresenting your affiliation with a person or entity.
  • Submit any unsolicited advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes” or any other form of solicitation, such as opinions or notices, commercial or otherwise, unless you are a Third Party Vendor and such materials are submitted in compliance with the other provisions of these Terms of Use.
  • Modify, delete, copy, distribute, transmit, display, perform, reproduce, use, publish, license, create derivative works from, transfer or sell any Content that is accessible or available through use of the Service, except as expressly permitted under these Terms of Use.
  • Violate any applicable local, state, provincial, national or international law or regulation, or use the information provided through this Service for any unlawful purpose.
  • Access data not intended for your use or viewing, or log into an account or server which you are not authorized to access.
  • Take any action which imposes an unreasonable or disproportionately large load or burden on the Service or use the Service in a manner that attempts to, or actually does, disrupt, impair, interfere with or wrongfully alter or modify the Service, or in a manner that adversely affects the Service and/or the availability of its resources to other users including without limitation submitting Customer Materials that contain a virus, Trojan horse, or corrupted data, excessive shouting, use of all caps, overloading, mail bombing, crashing or flooding or continuous posting of repetitive text.
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software provided on, comprising or in any way making up a part of the Service, or otherwise used in connection with the operation of the Service (including, without limitation, the Service).
  • Attempt to probe, scan or test the vulnerability of a system or network related to the Service, or to circumvent, disable or otherwise breach any security-related features or authentication measures of the Service (including features designed to prevent or restrict use or copying of any Content) without proper authorization.
  • Collect or attempt to collect any information of other users of the Service, registered members or other members of the public without the subject’s consent, including without limitation usernames and passwords for the Service, Service account information, and personally identifiable information.

Violations of Service or network security may result in civil or criminal liability.  Grafi reserves the right to investigate all occurrences which may involve such violations and may contact, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.  

Feedback Regarding the Service:  You may provide suggestions, comments or other feedback on the operation of the Service, which may include, without limitation, ideas for new products, services, features, technologies, processes, materials, marketing plans or new product or service names (“Service Feedback”).  Such Service Feedback is voluntary and Grafi has the perpetual right to use any or all of such Service Feedback for any purpose without any obligation to you of any kind, although Grafi will not publicly disclose the source of such feedback.

Disclaimer of Warranty:  YOU AGREE THAT YOUR ACCESS TO AND USE OF THE SERVICE ARE AT YOUR SOLE RISK.

EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN THESE TERMS OF USE, GRAFI PROVIDES THE SERVICE, AND ANY CONTENT (INCLUDING WITHOUT LIMITATION, GENERATED CONTENT) PUBLISHED THEREIN, ON AN “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS WITHOUT WARRANTY OF ANY KIND AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GRAFI, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, SUPPLIERS, AGENTS, CO-BRANDERS AND OTHER PARTNERS DISCLAIM ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, QUALITY, TITLE, NONINFRINGEMENT, ACCURACY OF DATA OR CONTENT, DATA OR CONTENT SECURITY, AND ADEQUACY FOR ANY PARTICULAR USE, FUNCTIONALITY OR PRODUCTIVENESS, REGARDING THE SERVICE, ITS CONTENT, OR ANY OTHER THIRD PARTY CONTENT LINKED TO OR PROVIDED BY THE SERVICE.  NOTHING IN THESE TERMS OF USE WILL IMPLY THAT ANY CUSTOMER MATERIALS, GENERATED CONTENT OR OTHER CONTENT PROVIDED TO OR THROUGH THE SERVICE OR THIRD PARTY WEB SITES (THROUGH LINKS PROVIDED THROUGH THE SERVICE) WILL BE ACCURATE OR SECURE, THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ERRORS WILL BE CORRECTED AT A CERTAIN TIME.  

GRAFI DISCLAIMS ANY WARRANTY OR OBLIGATION THAT IT WILL MONITOR, VERIFY, EDIT, REMOVE OR CONTINUE TO DISPLAY ANY CONTENT, GENERATED CONTENT AND/OR CUSTOMER MATERIALS AND ALL LIABILITY FOR MONITORING, VERIFYING, EDITING, REMOVING OR CONTINUING TO DISPLAY ANY CONTENT.

YOU HEREBY ASSUME THE ENTIRE RISK ASSOCIATED WITH USE OF THE SERVICE, RESULTS OBTAINED, AND PERFORMANCE.  SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU, TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO THESE TERMS OF USE.

Third Party Sites.  Grafi may provide through the Service links or references to Internet sites maintained by third parties, or such third-party sites may have links to the Grafi Service.  These links and references are offered as a convenience and for informational purposes only, not as referrals or endorsements by Grafi. Grafi does not operate or control, and has no right or ability to modify or edit, in any respect any information, products or services provided on these third-party sites.  Grafi assumes no responsibility for, and provides no warranty whatsoever with respect to, the content, intellectual property compliance, privacy policies or practices of such third-party sites.

Limitation on Liability:  IN NO EVENT SHALL GRAFI, ITS SUBSIDIARIES AND AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, SUPPLIERS, AGENTS, CO-BRANDERS OR OTHER PARTNERS (THE “GRAFI PARTIES”) HAVE ANY LIABILITY TO YOU UNDER THESE TERMS OF USE FROM THE USE (OR ATTEMPTED USE) OF THE SERVICE.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NONE OF THE GRAFI PARTIES SHALL BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING BUT NOT LIMITED TO DAMAGES RESULTING FROM LOSS OR INTERRUPTION OF BUSINESS, LOSS OF PROFITS OR REVENUES, LOSS OF USE, LOSS OF ANTICIPATED BENEFITS, LOSS OF BUSINESS INFORMATION OR DATA, CORRUPTION AND THE LIKE), ERRORS, MISTAKES OR INACCURACIES IN ANY CONTENT, PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, UNAUTHORIZED ACCESS TO THE SERVICE OR TO PERSONALLY IDENTIFIABLE INFORMATION OR FINANCIAL INFORMATION STORED ON OUR SERVERS, ANY INTERRUPTION OR TERMINATION OF THE SERVICE OR YOUR ACCESS TO THE SERVICE, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT ARE TRANSMITTED BY OR THROUGH THE SERVICE OR ANY THIRD PARTY WEB SITE, MOBILE SERVICE OR OTHER SERVICE LINKED THROUGH THE SERVICE, ARISING OUT OF ANY LEGAL OR EQUITABLE THEORY, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF THE RELEVANT GRAFI PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.  

YOU ARE ENTIRELY LIABLE FOR ACTIVITIES CONDUCTED BY YOU OR ANYONE ELSE IN CONNECTION WITH YOUR VISITING AND USE OF THIS SERVICE AND YOU ACKNOWLEDGE THAT GRAFI SHALL NOT BE LIABLE FOR ANY CONTENT ACCESSED OR AVAILABLE THROUGH THE SERVICE, GENERATED CONTENT OR CUSTOMER MATERIALS SUBMITTED TO THE SERVICE, FOR ANY REASON WHATSOEVER.

IF YOU ARE DISSATISFIED WITH THE SERVICE AND/OR ANY CONTENT PROVIDED THROUGH THE SERVICE, OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE SERVICE AND CONTENT.

Grafi makes no representation that the Service is available in locations other than within the U.S.  Any access to the Service by you from jurisdictions other than the United States may be subject to compliance with local law or other terms of use, for which you are solely responsible.   

Modifications and Changes of the Service: Grafi reserves the right to modify, expand, remove, discontinue or change in any way the features, services, Content or other functionality of the Service in its sole discretion and without prior notice to you or other users.  However, Grafi may, in its sole discretion, notify you of such changes, although it is not required to do so.  If any change is not acceptable to you, you must discontinue your use of the Service immediately.  These Terms of Use and the Privacy Policy shall apply to any such changes, modifications or updates of the Service.

Indemnification:  You agree to defend, indemnify and hold harmless Grafi, its subsidiaries, affiliates, officers, directors, owners, employees, licensors, agents, co-branders and other partners from and against any and all liabilities, claims, demands, losses or expenses, including reasonable legal and accounting fees and costs, resulting or arising from: (a) your breach of these Terms of Use, including, without limitation, any representations or warranties made by you herein; (b) any action taken or permitted by you which disrupts, degrades or damages the Service, Content or related data thereon; (c) your infringement or other violation of any intellectual property right of Grafi or any other person or entity; (d) any negligent, wrongful conduct, or intentional torts, by you; (e) any materials (including all Generated Content, Customer Materials and other Content) provided by you that is published on or through the Service or any third party web site pursuant to the rights granted to Grafi hereunder; (f) your use of the Service; (g) your violation of the rights of any third party; or (h) your actual or alleged violation of any federal, state, local or foreign law, or regulations.

You agree that you will cooperate as fully and reasonably as required by Grafi in the defense of any claim arising out of your use of the Service.  Notwithstanding the foregoing, Grafi reserves the exclusive right to settle, compromise and pay and all claims, demands, proceedings, suits, actions or causes of action, which are brought against Grafi arising out of or related to your use of the Service, and in no event shall you settle any such claim without Grafi’s prior written approval.

Termination:  These Terms of Use are effective until terminated by Grafi, which Grafi may do at any time without notice for any reason.  In the event of termination, you are no longer authorized to access the Service or use the Service. The applicable restrictions imposed on you with respect to material downloaded from the Service, indemnification obligations, and the disclaimers and limitations of liabilities set forth in these Terms of Use, shall survive such termination. 

Governing Law; Arbitration and Venue:  

  1. Governing Law. This Agreement (including the arbitration agreement in this section where applicable) and all matters relating to this Agreement shall be governed by and construed in accordance with the laws in the Commonwealth of Virginia without reference to conflict of laws principles;
  1. Arbitration. Any dispute, controversy or claim arising under, out of or relating to this Agreement shall be finally determined by arbitration conducted by the Judicial Arbitration and Mediation Service (“JAMS”) (or, if unavailable, then such other similar group that can provide former judges as arbiters) in accordance with JAMS’ rules of arbitration, by a single arbiter who is skilled and experienced with mobile application, cloud or internet services.  The place of such arbitration shall be in Richmond, Virginia. The judgment of the arbitrator shall be final, non-appealable (to the extent not inconsistent with applicable law) and binding upon the parties, and may be entered in any court of competent jurisdiction. 
  1. Exception for Provisional Equitable Relief. Notwithstanding any provision in this Agreement, either party may request any judicial, administrative, or other authority in any other jurisdiction to order any provisional or conservatory measure, including injunctive relief, specific performance, or other equitable relief, prior to the institute of legal or arbitration proceedings, or during the proceedings, for the preservation of its rights and interests or to enforce specific terms that are suitable for provisional remedies.
  1. Waiver of Class Action Claims. By agree to arbitrate your claims against Grafi, (a) YOU GIVE UP YOUR RIGHT TO GO TO COURT AND HAVE YOUR CLAIMS TRIED BY A JUDGE OR JURY; AND (B) YOU GIVE YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING.
  1. Conflicts of Laws. This Agreement shall not be governed by the conflict of laws rules of any jurisdiction, UCITA, or the United Nations Convention on Contracts for the International Sale of Goods, the application of which are expressly excluded.  

 

Waiver of Jury Trial:  You waive all rights to trial by jury in any action or proceeding instituted in connection with these Terms of Use, the Privacy Policy or the Service.

Contact Information:  Should you have any questions concerning these Terms of Use, or the Privacy Policy, you may contact Grafi at the following address:  Grafi, LLC, ATTN: Sean Sodha, 11920 River Road, Potomac, MD 20854, email: seansodha@grafi.ai.

 

Miscellaneous:  These Terms of Use control the relationship between the user and Grafi and do not create any third-party beneficiary rights. 

Except as otherwise expressly provided herein, these Terms of Use, together with the Privacy Policy and any updates, modifications or amendments to same, as well as any other legal notices provided or displayed through the Service, shall constitute the entire agreement between Grafi and you regarding your use of the Service.  

If any provision of these Terms of Use shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

Any failure by Grafi to exercise or enforce any legal right or remedy set forth in these Terms of Use, or otherwise under applicable law, shall not be deemed a waiver of Grafi’ rights or remedies, which shall remain available to Grafi.

The rights granted to you under these Terms of Use may not be assigned to any third-party without the prior written consent of Grafi, in its sole discretion.  These Terms of Use shall be binding upon you, your successors and approved assignees.