Terms of Service (TOS)
Spellcasters, Inc.Last Updated: March 1st 2023
PLEASE REVIEW THESE TERMS OF SERVICE CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS AND CONTAIN A MANDATORY ARBITRATION PROVISION AND A WAIVER OF CLASS ACTION REMEDIES.
Welcome to Glif! These Terms of Service (these “Terms”) form a binding legal agreement between Spellcasters Inc., a Delaware corporation (“Spellcasters”, “we”, “us”, and/or “our”) and you regarding the use of Glif, this website and its underlying technology platform, any corresponding mobile apps we publish, and our related services and offerings (collectively, the “Service”).
Please review these Terms carefully. By registering an account through the Service, or otherwise accessing or using the Service, you agree to be bound by these Terms. We may update these Terms from time to time in our discretion. We will always keep the current version of these Terms posted on this website. By using the Service after a new version of these Terms have been posted, you agree to the terms and conditions of such version of these Terms. If you do not agree to these Terms, you must immediately cease your use of the Service.
ACCEPTABLE USE; RESTRICTIONS
We are not responsible for the conduct of any Service user. You will act in a professional, respectful, ethical, and lawful manner when using the Service. Without limiting the foregoing, you represent, warrant, and agree that you will not, directly or indirectly: (i) remove any trademark or copyright notices or watermarks contained in the Service or any Content (as defined below); (ii) reproduce, modify, publish, distribute, transmit, disseminate, transfer, license, sell, lease, create derivative works based upon, or in any way commercially exploit the Service, or use any Content other than for your personal, non-commercial use; (iii) use manual or automated means to trawl, mine, scrape, frame, or mirror the Service or Content; (iv) disassemble, decompile or reverse engineer the Service or Content; (v) attempt to hack, defeat, or overcome any encryption technology or security measures regarding the Service or our other systems or those of any third party, or gain any unauthorized access to any systems or accounts; (vi) interfere with or disrupt the operation of the Service or any other systems or otherwise interrupt or interfere with any other user’s use or enjoyment of the Service; (vii) promote illegal activity or violate any applicable local, state, national or international law; (viii) post or transmit any Content or otherwise behave in any manner that is discriminatory, unlawful, defamatory, abusive, harassing, threatening, indecent, pornographic, obscene, fraudulent or otherwise inappropriate or infringes any intellectual property or privacy or other rights of any person; (ix) send unsolicited advertisements through the Service; (x) impersonate any person or misrepresent your identity or affiliation; (xi) use the Service in a way that is not for its intended purposes or that will adversely affect us or reflect negatively on us, any of our goodwill, name or reputation; (xii) provide any false or misleading information or any information that you do not have the right to provide; or (xiii) otherwise violate any of our published rules, policies, or guidelines.
CONTENT; OWNERSHIP AND LICENSE
“Content” means any information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials or content that are displayed, used, or otherwise incorporated into the Service or generated by use of, or as output of, the Service. All rights in the Service and all Content (excluding Your Content, as defined below) is owned by us or our third-party licensors and vendors and is protected by applicable copyright, trademark, and/or other intellectual property laws. Nothing contained on the Service should be construed as granting any license or right to use the Service or Content without our written permission other than as set forth herein. Subject to your continued compliance with these Terms, we hereby grant you a personal, non-exclusive, revocable, non-transferable, and non-sublicensable license to access and use the Service and Content for your personal, non-commercial use. Any use of the trademarks included in the Content will inure to our (or the applicable licensor’s) benefit.
You will retain ownership of any Content you submit through the Service, whether by posting on the website, messaging other users, creating your profile, or submitting content as an input for AI-generated output (collectively, “Your Content”). We have the right, but no obligation, to monitor or screen Your Content and remove any of Your Content in our discretion, including if we deem it objectionable or inappropriate in any way. You must not submit any content that infringes any third party’s rights. By submitting any of Your Content, you: (i) represent and warrant that it is original authorship or you otherwise have acquired all right, title, and interest to do so; (ii) acknowledge that Your Content will not be treated as confidential, and may be publicly visible via the Service; (iii) grant us and our affiliates a non-exclusive, worldwide, perpetual, irrevocable, fully paid, royalty-free, and fully transferable and sublicensable license to use, reproduce, publicly display, publicly perform, modify, transmit, distribute and create derivative works of Your Content in any media and for any purpose whatsoever (including to operate, maintain, improve, and promote the Service and other commercial purposes) without attribution or compensation; and (iv) irrevocably waive any claims of moral rights, privacy, publicity, or similar rights in any of Your Content. We may, but are under no obligation to, screen Your Content, and we may delete any Content (including Your Content) at any time in our sole discretion. When you submit Your Content to the Service as an input for creation of an AI-generated output, the license granted in part (iii) above includes the right for us to allow other users to access that portion of Your Content and use it to generate their own outputs (e.g., by adding it to the Glif library), unless the Service offers (and you have enabled) privacy settings that keep Your Content private to your account.
YOU ACKNOWLEDGE THAT WE ARE NOT OBLIGATED TO KEEP YOUR CONTENT CONFIDENTIAL AND YOUR CONTENT (AND THE OUTPUT GENERATED USING YOUR CONTENT) MAY BE SHARED WITH THIRD PARTIES INCLUDING OTHER USERS AND WEBSITE VISITORS, UNLESS THE SERVICE OFFERS (AND YOU HAVE ENABLED) APPLICABLE PRIVACY SETTINGS. YOUR SUBMISSION OF YOUR CONTENT IS AT YOUR OWN SOLE RISK, SO PLEASE DO NOT SUBMIT ANY CONTENT THAT YOU WOULD PREFER TO KEEP CONFIDENTIAL.
If you believe that any Content on the Service infringes your copyrights or other intellectual property rights, please notify our designated copyright agent at [email protected]. Your notice must comply with the requirements of the DMCA by including the following: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you repeatedly infringe third party copyrights (e.g., by submitting Content without permission), whether proven or alleged, it is our policy to terminate your account on the Service.
If you provide feedback, suggestions, improvements, or requests for additional functionality related to the Service (collectively, “Suggestions”), you grant us an unrestricted, perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, display, perform, modify, transmit, distribute, and create derivative works of such Suggestions in any way we deem reasonable, without any attribution or accounting to you. This paragraph will survive any termination or expiration of these Terms or of your account on the Service.
THIRD PARTY SERVICES
The Service may contain references or links to third parties and their websites or services and may use third party proprietary or open-source tools to power AI-generative processing (collectively, “Third-Party Services”). By submitting Your Content as inputs for processing by generative AI, you consent to us passing Your Content to such Third-Party Services to fulfill the request. We do not control or endorse such and Third-Party Services and we are not responsible for their content (whether included on a third-party site or the Service), nor are we responsible for any acts or omissions or the relevant third parties or the accuracy or reliability of any information, data, opinions, advice, or statements contained within such content. We have the right, but not the obligation, to review and modify or delete any content provided by third parties (including other users of the Service). Any views expressed in third-party content are the views of the applicable author and do not necessarily align with our views. We will not be liable for any causes of action (including slander, libel, or invasion of privacy) relating to such third-party content. We do not control users of the Service and are under no obligation to vet any Content provided by users. In no event will we have any liability for any such Content.
YOUR USE OF THE SERVICE AND CONTENT IS AT YOUR SOLE RISK AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE AND OUR LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND RELATED TO THE SERVICE AND CONTENT, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, OR THAT USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THE CONTENT WILL BE COMPLETE OR ACCURATE. WE ARE NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY ELECTRONIC NETWORK OR LINES, SERVERS, SOFTWARE, OR FAILURE OF TRANSMISSION AS A RESULT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR ON THE SERVICE, INCLUDING ANY INJURY OR DAMAGE TO ANY PERSON'S COMPUTER RESULTING FROM ACCESSING THE SERVICE. WE DO NOT REPRESENT AND CANNOT GUARANTEE ANY SPECIFIC RESULTS FROM USE OF THE SERVICE OR CONTENT. WE ARE NOT AN AGENT OR FIDUCIARY OF YOU OR ANY OTHER PERSON OR ENTITY LISTED ON OR USING THE SERVICE.
UNDER NO CIRCUMSTANCES SHALL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM USE OF THE SERVICE OR CONTENT, NOR SHALL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE FROM THE CONDUCT OF ANY USERS OF THE SERVICE OR OTHER THIRD PARTIES. WE DO NOT ENDORSE ANY OTHER USERS OR THIRD PARTIES LISTED, REFERENCED, OR REGISTERED USING THE SERVICE (EVEN THOSE WE MAY “FEATURE”, “RECOMMEND”, OR “SPOTLIGHT” FROM TIME TO TIME). IF YOU CHOOSE TO WORK WITH ANY THIRD PARTIES, YOU DO SO AT YOUR OWN RISK AND WE WILL NOT BE RESPONSIBLE FOR SUCH INTERACTIONS OR THE SERVICES PROVIDED BY SUCH THIRD PARTIES. ANY SEPARATE BUSINESS RELATIONSHIP YOU ENTER INTO WITH ANY THIRD PARTY IS SOLELY BETWEEN YOU AND SUCH THIRD PARTY, AND WE ARE NOT A PARTY TO SUCH RELATIONSHIP.
SOME STATES DO NOT ALLOW CERTAIN DISCLAIMERS OR LIMITATIONS ON WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. THESE LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, NEITHER WE NOR OUR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR DATA (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PERSONAL INJURY, DEATH, OR LOSS OR DAMAGE OF PROPERTY, RESULTING FROM THE USE OF OR THE INABILITY TO USE THE SERVICE, UNDER ANY LEGAL THEORY WHATSOEVER (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE). TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, NEITHER WE NOR OUR LICENSORS WILL BE LIABLE TO YOU FOR AN AGGREGATE AMOUNT EXCEEDING THE AMOUNTS PAID BY YOU TO US IN THE THREE MONTHS PRECEDING THE EVENTS GIVING RISE TO THE CLAIM OR $25 USD, WHICHEVER IS GREATER. SOME STATES DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY FOR DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. YOUR SOLE REMEDY IF YOU ARE DISSATISFIED WITH THE SERVICE IS TO DISCONTINUE YOUR USE THEREOF.
RELEASE AND INDEMNITY
You will release, defend, indemnify, and hold us, our past, present, and future affiliates, licensors, licensees, marketing partners, and suppliers, together with their respective officers, directors, employees, and agents, harmless from and against any damages, losses, claims, actions or demands, liabilities and settlements including without limitation reasonable legal and accounting fees, resulting from your use of the Service, Your Content, your violation of these Terms, or any claims arising from any agreements, transactions, or other relationships between you and other users of the Service. We may opt to defend such claims at our sole discretion, in which case you will indemnify us for the costs of such defense.
CALIFORNIA RESIDENTS HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
These Terms take effect upon your first access to or use of the Service. We reserve the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) without notice. We may terminate or suspend your account at any time, without liability to you. Your right to use the Service will automatically terminate if you breach these Terms. You may stop using the Service at any time; to delete your account please contact us as set forth at the end of these Terms. Termination will not relieve either party from any obligations incurred or arising prior to such termination, and those sections of these Terms which are by their nature intended to survive termination (including, without limitation, the disclaimers, ownership of Content, license to Your Content, limitation of liability, indemnity, and general clauses) shall so survive.
GOVERNING LAW; MANDATORY ARBITRATION; WAIVER OF JURY TRIAL AND CLASS ACTION
These terms are governed by and will be construed in accordance with the laws of the State of New York, without regard to the conflicts of laws provisions thereof.
THE PARTIES HERETO EXPRESSLY WAIVE THE RIGHT TO TRIAL BY JURY AND ANY RIGHT TO PARTICIPATE IN CLASS-ACTION PROCEEDINGS. YOU ACKNOWLEDGE THAT BOTH PARTIES ARE GIVING UP CERTAIN LEGAL RIGHTS THEY WOULD OTHERWISE HAVE TO LITIGATE DISPUTES, ENGAGE IN THE KIND OF DISCOVERY ALLOWED IN LITIGATION, AND OTHERWISE.
You have the right to opt out of the mandatory arbitration provision by sending written notice of such decision to us at Spellcasters Inc., 228 Park Ave S, PMB 22282
New York NY 10003-1502 USA, Attn: Arbitration Opt-Out. Your notice must be received within 30 days from the date you first created an account on the Service, and must include your name and address, each email address you have used to set up an account on the Service, and an unequivocal statement that you want to opt out of the mandatory arbitration provisions. If you opt-out as described above, we will be automatically deemed to have opted out as well and will be free to pursue legal claims in court against you in the event of any disputes.
We will not be responsible or liable for any delays or failures to perform due to causes beyond our reasonable control, which may include natural disasters, terrorist attacks, criminal activity, failure of internet or communications networks, health emergencies including pandemics or similar serious outbreaks of disease, or other force majeure events.
You may not assign these Terms or these rights and obligations without our prior written consent; any purported assignment in violation of these Terms will be null and void. If any provision of these Terms is determined to be void or unenforceable in whole or in part, the remaining provisions of these Terms shall not be affected thereby and shall remain in force and effect.
These Terms and any policies referenced herein constitute the entire agreement between the parties regarding the subject matter thereof and supersede any prior or contemporaneous agreements with regards to such subject matter. A party's failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
You may provide notice to us by contacting us as set forth below. We may provide notice to you by email or regular mail at the address listed in your account profile, or through messages displayed or sent via this website or the Service.
For more information or for help in answering any questions, please contact us at [email protected]