Version 1.0 — May 7, 2024
Terms of Service
1. Introduction
Welcome to https://aseed.ai (the "Site"), a copyrighted work belonging to Aseed Corp. ("Company", "us", "our", and "we"). Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
These Terms of Use ("Terms") set forth the legally binding terms and conditions that govern your use of the Site. By accessing or using the Site, you accept these Terms on behalf of yourself or the entity that you represent, and you represent and warrant that you have the right, authority, and capacity to enter into these Terms on behalf of yourself or the entity that you represent. You may not access or use the Site or accept the Terms if you are not at least 18 years old. If you do not agree with all of the provisions of these Terms, do not access or use the Site.
PLEASE BE AWARE THAT SECTION 10.2 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND THE COMPANY. This section includes an agreement to arbitrate, which requires, with limited exceptions, that all disputes between you and us be resolved by binding and final arbitration. Section 10.2 also contains a class action and jury trial waiver. Please read Section 10.2 carefully.
Unless you opt out of the agreement to arbitrate within 30 days, you will only be permitted to pursue disputes or claims and seek relief against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding, and you waive your right to participate in a class action lawsuit or class-wide arbitration. You are also waiving your right to pursue disputes or claims and seek relief in a court of law and to have a jury trial.
2. Accounts
1. Account Creation
In order to use certain features of the Site, you must register for an account ("Account") and provide certain information about yourself as prompted by the account registration form. You represent and warrant that:
(a) all required registration information you submit is truthful and accurate;
(b) you will maintain the accuracy of such information.
You may delete your Account at any time, for any reason, by following the instructions on the Site. The Company may suspend or terminate your Account in accordance with Section 8.
2. Account Responsibilities
You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify the Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. The Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
This comprehensive rewrite maintains the legal intent and clarity of the original template while incorporating all necessary updates and corrections. Further sections of the document would continue to detail other terms and conditions in a similar structured and detailed manner.
3. Access to the Site
1. License
Subject to these Terms, the Company grants you a non-transferable, non-exclusive, revocable, limited license to access and use the Site solely for your personal, noncommercial use. This license is conditional upon your compliance with all the terms and conditions set forth in these Terms, including the following limitations and restrictions.
2. Certain Restrictions
When using the Site under the license granted to you, you must not:
License, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or any content displayed on the Site.
Modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Site.
Access the Site in order to build a similar or competitive website, product, or service.
Copy, reproduce, distribute, republish, download, display, post, or transmit any part of the Site in any form or by any means, except as expressly permitted by these Terms.
3. Modification of the Site
The Company reserves the right, at its sole discretion, to modify, suspend, or discontinue, temporarily or permanently, the Site or any service to which it connects, with or without notice and without liability to you. This may include changes to access policies, security updates, or functionality enhancements.
4. No Support or Maintenance
You acknowledge that the Company may not provide support or maintenance for the Site under these Terms. Any support provided by the Company will be subject to the terms set forth in this agreement, and the absence of a specific support agreement implies no obligation on the part of the Company to assist users in using, repairing, or updating the Site.
5. Ownership
All rights, title, and interest in and to the Site, including all associated intellectual property rights, are owned by the Company or its licensors. Except for the license granted hereunder, these Terms do not grant you any rights to patents, copyrights, trademarks, trade secrets, domain names, or any other rights in respect to the services provided by the Company or the Site.
4. User Content
1. Definition and Responsibility
"User Content" refers to all information and content that a user submits to, or uses with, the Site (for example, content in the user's profile or postings). You are solely responsible for your User Content, including its legality, reliability, and appropriateness. By submitting User Content to the Site, you represent and warrant that:
You own the User Content or have the right to grant the license set forth in these Terms;
The posting of your User Content on the Site does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person or entity;
You agree to pay for all royalties, fees, and any other monies owed to any person by reason of any User Content posted by you to or through the Site.
2. License to User Content
By posting any User Content on the Site, you expressly grant, and you represent and warrant that you have a right to grant, to the Company a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Site and the Company’s (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels.
3. Acceptable Use Policy
You agree not to use the Site to collect, upload, transmit, display, or distribute any User Content that:
Is illegal, threatening, defamatory, abusive, inflammatory, harassing, degrading, intimidating, fraudulent, deceptive, invasive, racist, or contains any type of suggestive, inappropriate, or explicit language;
Infringes any trademark, patent, trade secret, copyright, or other proprietary rights of any party;
Contains any type of unauthorized or unsolicited advertising;
Imitates any person or entity, including any employee or representative of the Company.
You also agree not to:
Upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data;
Send through the Site any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages;
Use the Site to harvest, collect, gather, or assemble information or data regarding other users without their consent;
Interfere with, disrupt, or create an undue burden on servers or networks connected to the Site or violate the regulations, policies, or procedures of such networks;
Attempt to gain unauthorized access to the Site (or to other computer systems or networks connected to or used together with the Site), whether through password mining or any other means.
Violation of our Acceptable Use Policy may result in the termination of your Account and legal action, and may expose you to civil and criminal penalties.
5. Third-Party Services
1. Google API Services
The Site uses Google APIs in some of its functionality. Any use and transfer of information received from Google APIs will adhere to the Google API Services User Data Policy, which includes adherence to Limited Use requirements. By using our Site, you agree to comply with such restrictions and acknowledge that the Site's use of Google APIs is subject to these policies.
2. Third-Party Links & Ads
The Site may feature links to websites and services not operated by us, known as "Third-Party Links," as well as advertisements from third parties, collectively referred to as "Third-Party Links & Ads." These Third-Party Links & Ads are not under the control of the Company, and we are not responsible for their content, their use of information, or their practices. We provide access to these Third-Party Links & Ads solely for your convenience and do not endorse, verify, monitor, or have any control over the content or policies of these third-party resources. You engage with these Third-Party Links & Ads at your own risk and are advised to exercise caution and discretion. When you access these Third-Party Links & Ads, the privacy and data collection practices of the applicable third party will apply, which may differ significantly from our policies.
3. Interactions with Other Users
Interactions with other users of the Site, whether through content you or they provide, are solely between you and such users. We do not control the User Content posted by you or others and do not guarantee the accuracy, integrity, or quality of such content. You are solely responsible for your interactions with other users, and the Company is not liable for any loss or damage of any kind incurred as the result of such interactions.
4. Release
By using the Site, you release and forever discharge the Company and its officers, employees, agents, successors, and assigns from any and all disputes, claims, controversies, demands, rights, obligations, liabilities, actions, and causes of action of every kind and nature that have arisen or may arise, directly or indirectly, related to the Site—including any interactions with or act or omission of other Site users or any Third-Party Links & Ads. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
6. Disclaimers
1. General Disclaimers
The Site is provided on an "as-is" and "as available" basis. The Company and its suppliers expressly disclaim all warranties and conditions of any kind, whether express, implied, or statutory, including but not limited to warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. We do not guarantee that the Site will meet your requirements, be available on an uninterrupted, timely, secure, or error-free basis, or will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe. If specific legislation requires any warranties with respect to the site, all such warranties are limited in duration to ninety (90) days from the date of first use.
2. Service Availability
While we strive to keep the Site up and running at all times, we make no representations or guarantees regarding uninterrupted or error-free service. Access to the Site may occasionally be restricted for maintenance, upgrades, emergency repairs, or due to failure of telecommunications links and equipment. We disclaim any liability for these interruptions.
7. Limitations of Liability
To the maximum extent permitted by law, the Company and its suppliers shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from:
(a) your access to, use of, or inability to access or use the Site;
(b) any conduct or content of any third party on the Site, including without limitation, any defamatory, offensive, or illegal conduct of other users or third parties;
(c) any content obtained from the Site; or
(d) unauthorized access, use, or alteration of your transmissions or content.
In no event shall the Company’s aggregate liability for all claims related to the Site exceed fifty U.S. dollars (USD $50) or the amount you paid the Company, if any, in the last six months for the services giving rise to the claim, whichever is greater. This limitation of liability is part of the basis of the bargain between you and the Company and shall apply to all claims of liability (e.g., warranty, tort, negligence, contract, law) and even if the Company or its suppliers have been told of the possibility of any such damage, and even if these remedies fail their essential purpose.
Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you.
8. Indemnification
You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms, any allegation that any information or material submitted by you to the Site violates any intellectual property, proprietary, contract, or other rights of any third party, or any other activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the Site using your account.
9. Term and Termination
1. Term
These Terms are effective unless and until terminated by either you or the Company. You may terminate these Terms at any time by notifying the Company that you no longer wish to use our Services, or when you cease using our Site.
2. Termination
The Company may terminate or suspend your access to the Site immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach the Terms. Upon termination of your access, your right to use the Site will immediately cease.
3. Effects of Termination
Upon termination, all provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. Following termination, the Company has the right to delete or retain any data, information, or content associated with your account.
10. Copyright Policy
The Company respects the intellectual property rights of others and expects users of our Site to do the same. We have implemented a copyright policy in accordance with federal law that provides for the removal of infringing materials and, in appropriate circumstances, for the termination of users of our Site who are found to be repeat infringers.
Reporting Copyright Infringement
If you believe that your copyright or the copyright of another has been infringed on our Site, please provide our Copyright Agent with the following information in a written notification:
Your physical or electronic signature;
Identification of the copyrighted work(s) you claim have been infringed;
Identification of the material on our services that you claim is infringing and you request to be removed;
Sufficient information to permit us to locate such material;
Your address, telephone number, and email address;
A statement that you have a good faith belief that the use of the objectionable material is not authorized by the copyright owner, its agent, or under the law;
A statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of that owner.
Contact Information for the Copyright Agent:
Name of the Designated Agent: ______
Address: ______
Telephone: ______
Fax: ______
Email: ______
Please note that under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability for damages, including costs and attorneys' fees. Filing a false claim of infringement may result in the Company taking compensatory legal action against you.
11. Changes to Terms
The Company reserves the right to make changes to these Terms at any time. If we propose to make any substantial changes, we will notify you by sending an email to the last email address you provided us (if any) or by prominently posting notice of the changes on our Site. It is your responsibility to provide us with your most current email address. In the event that the last email address you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the email containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Site following notice of such changes shall indicate your acknowledgment of such changes and agreement to be bound by the terms and conditions of such changes.
12. Dispute Resolution
1. Informal Dispute Resolution
Before resorting to formal dispute resolution mechanisms, we encourage you to contact us directly to seek a resolution. You can initiate this process by sending an email to hi@aseed.ai. We aim to resolve disputes informally within 45 days from notification.
2. Arbitration Agreement
If the dispute cannot be resolved informally, it shall be resolved by binding arbitration under the rules of the Federal Arbitration Act, 9 U.S.C. §1. This agreement applies to all disputes involving the Company, its affiliates, and their respective officers, directors, employees, agents, and successors.
Applicability: This agreement mandates that all disputes related to the use of the Site or Services must be arbitrated, except where specific exceptions allow for small claims court actions or seeking equitable relief in court for intellectual property disputes.
Procedure: If informal resolution fails, disputes must be submitted to arbitration under JAMS streamlined or comprehensive rules, depending on the claim amount.
Authority of Arbitrator: The arbitrator has exclusive authority to resolve disputes, including issues related to the interpretation and enforceability of the arbitration agreement itself, except for specific issues reserved for court decision as outlined below.
Exclusions from Arbitration: Certain disputes, including those related to the payment of arbitration fees and class action waiver challenges, are excluded from arbitration and may be taken to court.
Batch Arbitration: For efficiency, disputes involving similar claims from multiple parties may be consolidated by JAMS into batch arbitrations.
Waiver of Jury Trial: By agreeing to these Terms, you waive any rights to a jury trial for disputes subject to arbitration.
Waiver of Class Actions: You agree to bring disputes against the Company only in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.
Attorneys’ Fees and Costs: Each party will bear their own fees and costs unless the arbitrator finds that the substance of the dispute or the relief sought was frivolous or brought for an improper purpose.
3. Right to Opt Out
You have the right to opt out of the arbitration agreement within 30 days of agreeing to these Terms by providing written notice to our designated address or email.
4. Continuation
This Arbitration Agreement will continue to apply even if your agreement to the Terms is terminated, and it will apply retroactively to disputes arising before the acceptance of these Terms.
13. General Provisions
1. Governing Law
These Terms will be governed by and construed in accordance with the laws of the State of Delaware, without regard to or application of its conflict of law principles or your state or country of residence.
2. Entire Agreement
These Terms constitute the entire and exclusive understanding and agreement between you and the Company regarding your use of and access to the Site. These Terms supersede and replace any and all prior oral or written understandings or agreements between you and the Company regarding access to and use of the Site.
3. Waiver, Severability, and Assignment
Waiver: Failure by the Company to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. A waiver will only be effective if it is in writing and signed by an authorized representative of the Company.
Severability: If any provision of these Terms is held to be illegal, invalid, or unenforceable by a court, the remaining provisions of these Terms will remain in effect. Any illegal, invalid, or unenforceable provision will be amended to achieve as closely as possible the effect of the original term.
Assignment: You may not assign or transfer these Terms, or your rights or obligations herein, without the prior written consent of the Company. Any attempted assignment or transfer in violation of this provision will be null and void. The Company may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
4. Modifications
Any modifications or changes to these Terms must be made in writing and agreed upon by both parties, except as otherwise provided herein. Notwithstanding the foregoing, the Company reserves the right to make changes to the Terms from time to time, and your continued use of the Site following the posting of such changes will constitute your acceptance of the updated Terms.
5. Export Control
You agree to comply with all export and re-export restrictions and regulations of the Department of Commerce and other United States agencies and authorities that may apply to the products, services, and technology provided under these Terms. You also agree not to use or transfer these products, services, or technology for any end-use related to nuclear, chemical, or biological weapons, or missile technology, unless authorized by the U.S. government by regulation or specific written license.
6. Electronic Communications
By using the Site, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
7. Feedback
You may provide us either directly at hi@aseed.ai or via third party sites and tools with information and feedback concerning errors, suggestions for improvements, ideas, problems, complaints, and other matters related to our Site ("Feedback"). You acknowledge and agree that:
(i) you shall not retain, acquire, or assert any intellectual property right or other right, title, or interest in or to the Feedback;
(ii) Company may have development ideas similar to the Feedback;
(iii) Feedback does not contain confidential information or proprietary information from you or any third party; and
(iv) Company is not under any obligation of confidentiality with respect to the Feedback. In the event the transfer of the ownership to the Feedback is not possible due to applicable mandatory laws, you grant Company and its affiliates an exclusive, transferable, irrevocable, free-of-charge, sub-licensable, unlimited, and perpetual right to use (including copy, modify, create derivative works, publish, distribute, and commercialize) Feedback in any manner and for any purpose.
8. Copyright/Trademark Information
Copyright © 2024 Aseed Corp. All rights reserved. All trademarks, logos, and service marks displayed on the Site are the property of Aseed Corp or its licensors and may not be used without the express written permission of Aseed Corp.
14. Contact Information
If you have any questions or inquiries regarding these Terms, the Site, or if you need to notify us of any matters relating to the Site, you can reach us at:
Email: hi@aseed.ai
Phone Number: +1 (646) 830-5856
Mailing Address: 651 N Broad St. Suite 201, Middletown, 19709, New Castle, Delaware, U.S.
These detailed provisions help ensure that both users and the company have a clear understanding of their rights and obligations as they pertain to the use of the Site, thereby helping to minimize disputes and ensure a smoother operational process.