Terms of Use

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Sonia Terms of Service

 

Last Updated: October 8th, 2018

 

Sonia Labs, Inc. (“Sonia,” “we,” “us” or “our”) provides the Sonia.ai website (the “Site”), any affiliated software and mobile applications (the “Apps”), and the services provided by or through the Site and the Apps (collectively, the “Services”) subject to these terms and conditions of use and all policies and guidelines referenced herein (as amended from time to time, the “Terms”).

 

These Terms are a legally binding contract between us and you, the person visiting the Site or accessing and using the Services (referred to throughout these Terms as “you” “your”, “yours” or “yourself”). WHETHER YOU DO SO AS AN ACCOUNT HOLDING USER OR AS A GUEST, BY ACCESSING OR USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND AGREE TO BE BOUND BY ITS TERMS. IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A CORPORATION OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY POWER AND AUTHORITY TO ENTER INTO THESE TERMS ON BEHALF OF SUCH ENTITY AND BIND IT TO THESE TERMS. If you do not agree to be bound by these Terms, you must not access or use the Services.

 

IN ADDITION, OUR SERVICES ARE CURRENTLY NOT OFFERED TO INDIVIDUALS LOCATED IN THE EUROPEAN ECONOMIC AREA (EEA), AND INDIVIDUALS LOCATED IN THE EEA ARE NOT PERMITTED TO ACCESS OR USE THE SITE OR OUR SERVICES.

 

Services Description

 

Subject to the restrictions on use set forth in these Terms, the Services:

 

Capture audio input through Devices (as defined below) to provide real-time recording, transcription, and summarization capabilities for meetings, phone calls, conference calls, and similar interactions (a “Recording”);

Generate a written transcription of an Recording that can be searched and reviewed by any meeting participants with a Sonia account ( a “Meeting Transcript”); and

Generate and send to meeting participants with a Sonia account a follow up of the conversational points of interest and/or action items generated from the Recording and corresponding Meeting Transcript (a “Follow Up”). Sonia users must affirmatively opt-in to receive Follow Ups, and we will not generate a Follow Up unless a user has so opted-in and chooses to generate a Follow Up from an Recording and corresponding Meeting Transcription.

 

For the avoidance of doubt, except as required by applicable law, a meeting participant must have a Sonia account in order to receive Meeting Transcripts or Follow Ups.

 

A “Device” is any computer used to access the Services, including, without limitation, a desktop, laptop, mobile phone, tablet, or other consumer electronic device. Subject to the terms, conditions, and limitations set forth in the Terms, we grant you a nonexclusive, non-transferable and revocable license to use the Services on any compatible Device.

 

We currently use Google Cloud in connection with our transcription capabilities. You can read more about Google Cloud here.

 

Privacy

 

Please refer to our Privacy Policy for information on how Sonia collects, uses, and discloses your information when you use the Services. The Privacy Policy is incorporated into and subject to these Terms, and by agreeing to these Terms, you are acknowledging, accepting, and agreeing to be bound by the Privacy Policy.

 

Registration and Creation of an Account

 

You may be required to register and subscribe with us in order to access and use certain features of the Services. You may not use the Services if you are under eighteen (18) years of age. By accessing the Services, you represent and warrant that you have the right, authority and capacity to enter into the Terms and to abide by all of the terms and conditions set forth in the Terms. If you elect to use Services in connection with your employment or your work for a third party, you also represent and warrant that you have all right, authority, permission and third party approvals necessary to allow the Services to record and process your business meeting information to the extent such information is proprietary to such employer or third party.

 

You agree to provide accurate, current, and complete information about yourself, such as your name and e-mail address, as may be prompted by any registration forms (“Registration Data”) and promptly update the Registration Data, and any other information you provide to us, to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your login credentials and account, and are fully responsible for any and all activities that occur under your account. You agree to (i) immediately notify us by email at hello@sonia.ai of any unauthorized use of your login credentials or account or any other breach of security; and (ii) ensure that you exit from your account at the end of each session when accessing the Services.

 

General Practices and Modifications to Services

 

You acknowledge that Sonia may establish general practices and limits concerning use of the Services, including, without limitation, the maximum period of time that data or other content will be retained by the Services and the maximum storage space that will be allotted on Sonia’s servers on your behalf. The Services may evolve over time as we refine and add more features. We reserve the right to modify, limit, suspend, or discontinue, temporarily or permanently, the Services (or any part thereof) at any time with or without notice. We may also remove any content from the Services at our discretion. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.

 

Equipment & Related Charges

 

You are solely responsible and liable for any bandwidth issues or hardware incompatibility that results from your access and use of the Services via your Device. You acknowledge that third party terms and fees may apply to the use and operation of your Device in connection with your access and use of the Services, such as your carrier’s terms of service, and fees for phone service, data access, or messaging capabilities, and that you are solely responsible for payment of any and all such fees.

 

Notice of Recordings

 

You agree to comply, and you will require your meeting participants to comply, with all applicable laws regarding the privacy of communications occurring during your meetings including, if you choose that Sonia will not announce itself at the beginning on the meeting, informing the participants in your meetings that the meeting discussion is being recorded by us.

 

Types of Users, Pricing and Billing

 

The different tiers of users, the types of Services accessible to the different tiers of users, the pricing associated to each tier of user, and the billing process are described on the Site, and may change from time to time in our discretion. We will provide notice of any such changes on the Site. Your continued use of the Services after any such changes constitutes your agreement to the changes.

 

To use the Services, you may be required to make one or more payments and provide Sonia information regarding your credit card, ACH or other payment instrument. You represent and warrant to us that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay us the amount that is specified in the Services in accordance with the terms therein and these Terms.

 

IF YOUR SUBSCRIPTION TO THE SERVICES IS SET TO AUTO RENEWAL, WE MAY AUTOMATICALLY CHARGE YOU AT THE END OF THE MONTH UNLESS YOU NOTIFY US THAT YOU WANT TO CANCEL YOUR SUBSCRIPTION TO THE SERVICES BEFORE SUCH AUTO RENEWAL OCCURS.

 

Consent to Use of Data and Communications

 

You agree that Sonia may collect and use technical data, personal information, and related information in connection with your use of the Services, including, but not limited to, contact information and technical information about your Device, system, and the Apps, and peripherals, that are gathered periodically to facilitate the features and functionality of the Services and software updates, product support, and other services. You also consent to our communicating with you about the Services or in connection with the features, functions, and activities contained in the Services. Please see our Privacy Policy for more information about how Sonia collects, uses, stores, and discloses personal information collected through our Services, and how to opt out of communications.

 

User Conduct

 

You acknowledge and agree that when you and others (including your meeting guests) interact with Sonia, Sonia may capture audio Recordings in order to prepare Meeting Transcripts and Follow Ups. You agree that Sonia and its licensees and contractors may use and store any such Recordings, Meeting Transcripts, and Follow Ups, and any speech data contained therein (the “Speech Data”), including your voice and likeness (and others’ voices and likenesses) as may be captured therein, to provide, maintain, and improve the Services, including for research and development purposes, and for other purposes as set forth in the Privacy Policy. To the extent that others’ voices and likenesses have been captured by you using the Services, you agree that you have obtained the requisite consent required in your jurisdiction from such individuals sufficient to grant a license to Sonia as required by these Terms.

 

You and your meeting guests are solely responsible for all information, data, text, audio, sound, Recordings, Meeting Transcripts, Follow Ups, Speech Data, images, graphics, messages, or other materials that are provided by or derived for you and your meeting guests when you use the Services (“Subscriber Content”). You and your meeting guests, and not Sonia, are responsible for maintaining and protecting all Subscriber Content provided by or derived for you and your meeting guests when you use the Services. Sonia will not be liable for any loss or corruption of Subscriber Content, or for any costs or expenses associated with backing up or restoring any Subscriber Content. Although we do not pre-screen Subscriber Content, Sonia and its designees will have the right (but not the obligation), in our sole discretion, to refuse, remove, screen, or edit without notice any Subscriber Content transcribed, stored, or available on the Services that we believe violates these Terms or is otherwise objectionable.

 

The capture of Recordings and the real-time transcription and summarization of such Recordings are not always accurate or error-free, and may not reflect the words or intent of the speaker. You acknowledge and agree that you must evaluate, and bear all risks associated with, the use of any Subscriber Content, including any reliance on the accuracy, completeness, or usefulness of such Subscriber Content.

 

As stated in our Privacy Policy, the Personal Information (as such term is defined in the Privacy Policy) and non-personal information that you and your meeting guests submit and the Audio and Caption Information (as such term is defined in the Privacy Policy) you create will be transferred to and stored on Sonia servers in the United States. You represent and warrant that you will obtain express, written consents from all meeting guests outside the United States for their personal information may be transmitted to and stored on servers in the United States. You are fully responsible and liable for all breaches of the foregoing warranty.

 

User Restrictions

 

You and your meeting guests are solely responsible for any meeting discussion that becomes part of a Recording, Meeting Transcript, or Follow Up, including with respect to any unintelligible meeting discussion that Sonia attempts to clarify and make intelligible. You agree not to do, or authorize or permit any third party (including your meeting guests) to do, any of the following: (i) use the Services to capture or transcribe conversations that are harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; (ii) eavesdrop on conversations without disclosing that Sonia and the Services are being used and obtaining consent from such conversers; (iii) use the Services in any jurisdictions where such use would be illegal (e.g., without obtaining the requisite consent from participants, as required in such jurisdiction); (iv) use the Services for purposes other than for accessibility to or transcription of conversations; (v) create an API for the Services; (vi) use the Services to capture or transcribe conversations from the television, radio, video, or other broadcast mediums; (vii) use the Services in high-stakes situations where accurate transcription is important; (viii) copy, reproduce, or distribute the Services; (ix) sell, license, rent, assign, lease, lend, redistribute, or sublicense the Services; (x) modify, port, translate, or create derivative works of the Services; (xi) decompile, disassemble, reverse engineer, or otherwise attempt to derive, reconstruct, identify or discover any source code, underlying ideas, or algorithms of the Services by any means (except as and only to the extent any of these restrictions are prohibited by applicable law); (xii) use the Services for any commercial use; (xiii) knowingly take any action that would cause the Services to be placed in the public domain; (xiv) remove, alter, or obscure any copyright, trademark or other proprietary rights notice or labels on or in the Services; (xv) interfere with or disrupt the Services or servers or networks connected to the Services; (xvi) breach or otherwise circumvent any security or authentication measures; (xvii) violate any requirements, procedures, guidelines, policies, or regulations of networks connected to the Services; (xviii) violate any applicable local, state, national, or international law, or any regulations having the force of law; (xix) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (xx) solicit personal information from anyone under the age of majority in your jurisdiction (e.g., under 18 in the United States); (xxi) further or promote any criminal activity or enterprise or provide instructional information about illegal activities; (xxii) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Services; (xxiii) publish anything misleading that is fraudulent, misleading, or infringes another’s rights; (xxiv) promote or advertise products or services other than your own without appropriate authorization; or (xxv) in the judgment of Sonia, is objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose Sonia or its users to any harm or liability of any type.

 

If you violate any of the restrictions set forth in the Terms, you may incur additional charges, your right to use the Services may be restricted, and/or we may terminate your right to use the Services in our discretion. If you have infringed the copyright and other rights of Sonia, you may be subject to prosecution and damages. Sonia reserves all rights not expressly granted in the Terms, and no licenses are granted by Sonia to you under the Terms, whether by implication, estoppel, or otherwise, except as expressly set forth in the Terms. Sonia does not control the meeting discussion, and does not guarantee the accuracy, integrity or quality of the Recording, including with respect to unintelligible portions of a Recording that Sonia endeavors to clarify and make intelligible. Under no circumstances will Sonia be liable in any way whatsoever for the Subscriber Conduct. If there should arise a dispute between you and any other user of the Services, Sonia is under no obligation to become involved but reserves the right to monitor any such disputes at its sole discretion.

 

Sonia Intellectual Property

 

Sonia and/or its third party licensors own all right, title, and interest in and to the Sonia software, content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, names, logos, algorithms, and all other elements of the Services (collectively, the “Sonia Materials”), including all updates, upgrades, fixes, and any other modifications made to the Sonia Materials and all derivative works thereof and intellectual property rights throughout the Universe therein. Sonia reserves all rights not expressly granted in these Terms. You shall not acquire any right, title or interest to the Sonia Materials, whether by implication, estoppel, or otherwise, except for the limited rights set forth in these Terms. Accordingly, you agree not to copy, modify, create a derivative work of, disassemble, decompile or otherwise reverse engineer any components of the Sonia Materials, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by law notwithstanding this prohibition. All goodwill generated from the use of Sonia Materials will inure to Sonia’s exclusive benefit.

 

Limited License of Subscriber Content

 

We do not claim any ownership interest in your Subscriber Content, but we do need the right to use your Subscriber Content to the extent necessary to operate the Site and the Apps and provide and improve the Services, now and in the future. Therefore, by accessing Subscriber Content when you use the Services, you (a) represent and warrant that (i) you own and control all the right, title, and interest to the Subscriber Content, or you otherwise have the lawful right to that Subscriber Content, when you use the Services and (ii) the use of such Subscriber Content does not violate these Terms and will not violate any rights of, or cause injury to, any person or entity; (b) grant Sonia and its affiliates and subsidiaries a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicenseable, perpetual, irrevocable license to use, copy, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such Subscriber Content in connection with the operation and development of the Services, in any form, medium, or technology now known or later developed, in all cases as consistent with the Privacy Policy; and (c) are able to satisfy your other obligations pursuant to these Terms.

 

You acknowledge and agree that we may preserve Subscriber Content and may also disclose Subscriber Content under certain limited circumstances as set forth in the Privacy Policy. You understand that the technical processing and transmission of the Services, including your Subscriber Content, may involve (a) transmissions over various computer networks; and (b) changes to conform and adapt to technical requirements or limitations of connecting networks or Devices.

 

Your Suggestions and Ideas

 

Sonia and its employees are in constant development of new services, technologies, service enhancements, processes, materials, and marketing and promotional plans. We welcome you to submit your ideas for us to review. However, if and when you submit any ideas or suggestions: (a) all information you submit will be treated as non-confidential and non-proprietary; (b) all information you submit will become the property of Sonia, except for any personal information you submit or we collect from you in accordance with our Privacy Policy; (c) you will be solely responsible for any submission, including the legality, reliability, appropriateness, originality and copyright of such submission; (d) you warrant that (i) either you own the information submitted or have the right to submit such information and (ii) the use of such information by Sonia or a third party will not violate any third party’s rights; (e) Sonia reserves the right, in its sole discretion, to reproduce, disclose or otherwise use, any such information for its own benefit or the benefit of others; and (f) Sonia will not pay you or others for any such information, use, reproduction, or disclosure.

 

Trademarks and Third Party Trademarks

 

Sonia’s brand, name, logos, and any other product, service name or slogan included in the Site, the Apps, and the Services are trademarks of Sonia and may not be copied, imitated, or used, in whole or in part, without the prior written permission of Sonia. In addition, the look and feel of the Services, including all custom graphics, button icons, and scripts are the service marks, trademarks, and/or trade dress of Sonia and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned in the Services (the “Third Party Trademarks”) are the property of their respective owners, and the use of such Third Party Trademarks will inure to the benefit of each trademark owner. The use of such Third Party Trademarks is intended to denote interoperability and does not constitute: (i) an affiliation by Sonia and its licensees with such company; or (ii) an endorsement or approval by such company of Sonia and its licensees and its products or services.

 

Copyright

 

We respect others’ intellectual property and we ask that you do too. We will respond to notices of alleged copyright infringement if they comply with the law and are properly provided to us. We reserve the right to delete or disable content alleged to be infringing and to terminate repeat infringers. If you are a copyright owner who believes your copyrighted material has been reproduced, posted or distributed via the Services in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by e-mail to hello@sonia.ai or by mail to Sonia Labs, Inc., Attn.: Copyright Agent, [[Company Address]]. Please include the following information in your written notice: (1) a detailed description of the copyrighted work that is allegedly infringed upon; (2) a description of the location of the allegedly infringing material in the Services, with enough detail to enable us to find it in the Services; (3) your contact information, including your name, address, telephone number, and, if available, e-mail address; (4) a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent or the law; (5) a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner’s behalf; and (6) an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement. Any notice to Sonia claiming copyright infringement that does not comply with the requirements of this provision will not receive a response.

 

Other Content

 

The Services and the Subscriber Content may contain links to third-party websites or resources. Sonia does not endorse and is not responsible or liable for their availability, accuracy, content, products, or services. You are solely responsible for your use of any such websites or resources.

 

User Disputes

 

You agree that you are solely responsible for your interactions with any other user in connection with the Services and we will have no liability or responsibility with respect thereto. We reserve the right, but have no obligation, to become involved in any way with disputes between you and any other user of the Services.

 

Suspension and Termination

 

Sonia may suspend and/or terminate your rights with respect to the Services for any reason or for no reason at all and with or without notice at our sole discretion. Suspension and/or termination may include restricting access to and use of the Services. Termination may also include immediate deactivation or deletion of your account and all related information and files in your account. If your rights with respect to the Services are suspended and/or terminated, you agree to make no further use of the Services during suspension or after termination. Further, you agree that we will not be liable to you or any third party for any suspension or termination of your access to the Services. Sonia reserves the right, but does not undertake any duty, to take appropriate legal action including, but not limited to, the pursuit of civil, criminal and/or injunctive redress against you for continuing to use the Services during suspension or after termination, and you agree that Sonia may recover its reasonable attorney’s fees and court costs from you for such actions.

 

Although it is Sonia’s intention for our Services to be as available as much as possible, there may be occasions when our Services may be suspended or interrupted, including, without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment.

 

Indemnification and Release

 

To the maximum extent permitted by law, you agree to release, indemnify, defend, and hold harmless Sonia and its affiliates and their officers, employees, directors and agent from and against all liabilities, losses, damages, expenses (including, but not limited to, settlement costs, reasonable attorneys’ fees, penalties, interest and disbursements), rights, claims, suits, actions or proceedings of any kind (whether actual or threatened) and injury (including death) arising out of or relating to (i) your use of the Apps; (ii) you use of the Services; (iii) Subscriber Content; (iv) your connection to the Services; (v) your breach of these Terms; (vi) your negligent or more culpable act or omission (including any reckless or willful misconduct); (vii) your violation of any applicable federal, state or local laws, regulations or codes; or (viii) your violation of any rights of another. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

 

Disclaimer of Warranties

 

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SONIA DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE TERMS, THE APPS, THE SERVICES, ANY SONIA MATERIALS, ANY SONIA PRODUCTS AND OTHER SERVICES, THE SUBSCRIBER CONTENT, THIRD PARTY SITES AND THIRD PARTY TRADEMARKS WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE, INCLUDING ANY AND ALL: (I) WARRANTIES OF MERCHANTABILITY; (II) WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT SONIA KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE AWARE OF ANY SUCH PURPOSE); AND (III) WARRANTIES OF NON-INFRINGEMENT OR CONDITION OF TITLE. SONIA DOES NOT WARRANT THAT: (A) THE FUNCTIONS CONTAINED IN THE SERVICES WILL BE ACCURATE OR MEET YOUR REQUIREMENTS; (B) THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; OR (C) ANY DEFECTS IN THE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION, GUIDELINES OR ADVICE GIVEN BY SONIA OR ITS AUTHORIZED REPRESENTATIVE WILL CREATE A WARRANTY.

 

Limitation of Liability

 

You acknowledge and agree that Sonia is not liable to you for any of your use of the Services or for any faulty capture of audio and errors or omissions in Recordings, Meeting Transcripts, or Follow Ups. You agree that we have no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Services, and you agree not to treat the Services as providing reliable storage of data or other content. You agree that we will not be liable to you or to any third party for any modification, limitation, suspension or discontinuance of the Services. In addition, under no circumstances will Sonia be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content.

 

WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SONIA OR ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSEES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, PROFITS OR OTHER INTANGIBLE LOSSES) DAMAGES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE, MISUSE, OR THE INABILITY TO USE THE SERVICES; (II) INACCURATE SUMMARIES OR TRANSCRIPTIONS PROVIDED BY THE SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; (V) ANY BREACH OF THESE TERMS BY YOU; OR (VI) ANY OTHER MATTER RELATING TO THE SERVICES. IN NO EVENT WILL SONIA’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO YOUR USE OF THE SERVICES, WHETHER IN CONTRACT OR TORT, EXCEED THE FEES YOU HAVE PAID TO SONIA IN THE LAST THREE (3) MONTHS, OR, IF GREATER ONE HUNDRED DOLLARS ($100.00).

 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES.

 

Legal Compliance

 

You represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

 

Jurisdiction

 

With respect to any disputes or claims not subject to arbitration, as set forth below, you and Sonia agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within [[San Francisco County]], California.

 

Dispute Resolution and Arbitration

 

You and Sonia agree to arbitrate any dispute arising from the Terms or relating to the Services, except that you and Sonia are not required to arbitrate any dispute in which either party seeks equitable or other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL.

 

You and Sonia agree that you will notify each other of any dispute within 30 days of when it arises, that you will attempt informal resolution prior to any demand for arbitration, that any arbitration will occur in [[San Francisco County]], California and that arbitration will be conducted confidentially by a single arbitrator appointed by JAMS, and will be conducted in accordance with the rules and regulations promulgated by JAMS unless specifically modified in the Terms. The arbitration must commence within 45 days of the date on which a written demand for arbitration is filed by either party. The arbitrator’s decision and award will be made and delivered within 60 days of the conclusion of the arbitration and within 6 months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction. You and Sonia also agree that the state or federal courts in [[San Francisco County]], California have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU AND SONIA WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE ACTION OR PROCEEDING.

 

Time Limitation on Claims

 

You must bring any claim related to these Terms or our Services within one year of the date you could first bring the claim, unless your local law requires a longer time to file claims. If it is not filed in time, the claim is permanently barred.

 

Links to Third Party Web Sites

 

Throughout the Site, we sometimes provide links to web sites maintained by third parties. Our linking to such third-party web sites does not imply an endorsement, guarantee, approval or sponsorship of such web sites, or the information, products or services offered on or through such web sites. Nor do we warrant that these web sites will not contain viruses or otherwise impact your Device. In addition, we do not operate or control in any respect any information, products or services that third parties may provide on or through the web sites linked to by us on the Site. You should direct any concerns regarding any externally linked web site to its site administrator or webmaster.

 

Entire Agreement

 

These Terms constitute the entire and exclusive agreement between you and Sonia with respect to the Services, and supersede and replace any other agreements, terms, and conditions applicable to the Services. These Terms create no third party beneficiary rights. These Terms will also govern any upgrades or supplements to the original Services, unless such upgrade or supplement is accompanied by separate terms, in which case those terms will govern.

 

Modifications to Terms

 

We may revise these Terms from time to time and the most current version will always be posted on our Site. If a revision, in our sole discretion, is material, we will notify you. Other changes may be posted to our terms page, so please check that page regularly. By continuing to use the Services after changes to the Terms have been posted, you are agreeing to be bound by the new Terms. If you do not agree to the new Terms, you must stop using the Services.

 

Assignment

 

You may not assign any of your rights in these Terms, and any such attempt is void. We may assign its rights, with or without notice to you, to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

 

Force Majeure

 

WE WILL NOT BE LIABLE FOR FAILURE OR DELAY IN PERFORMANCE TO THE EXTENT CAUSED BY CIRCUMSTANCES BEYOND OUR REASONABLE CONTROL, INCLUDING, BUT NOT LIMITED TO, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF OUR SERVICES.

 

Severability

 

These Terms apply to the maximum extent permitted by relevant law. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible.

 

Waiver

 

Sonia’s failure to enforce a provision is not a waiver of our right to do so later.

 

Notice for California Users

 

Under California Civil Code Section 1789.3, users of the Services from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at Sonia Labs, Inc. at hello@sonia.ai.

 

Questions? Concerns? Suggestions?

 

Please contact us at hello@sonia.ai to report any violations of these Terms or to pose any questions regarding these Terms, the Site, the Apps, or the Services.