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Compliance.ai Terms of Service

These terms and conditions apply to all users of Compliance.ai’s US websites and services.

Catachi, Co. dba Compliance.ai provides know-how, resources, and services through Compliance.ai and other related proprietary websites, databases, email communications and printed publications (collectively, the “Compliance.ai Services”).

All access to and use of the Compliance.ai Services is subject to the terms and conditions in this document (including any other terms, agreements and documents that are linked or referred to below) and in any separate or supplemental terms of use agreement that may be referenced or linked within the Compliance.ai Services (collectively, the “Terms of Use”). By accessing, viewing or using any page, part or component of the Compliance.ai Services, a user (“User”) agrees to be contractually bound by the Terms of Use.

Users may address items in this Terms of Use Policy by sending email to support@Compliance.ai.com

A. License Grant

Compliance.ai grants Users a nonexclusive, personal, nontransferable, revocable, limited license to access and use the Compliance.ai Services only in accordance with the Terms of Use. Users’ binding obligations under the Terms of Use are in consideration of Compliance.ai’s grant of license to use the Compliance.ai Services.

The Compliance.ai Services include all articles, notes, documents, updates, text, images, html, data, databases, email messages, advertisements, and other contents, resources, materials, know-how, and services produced, published, displayed, distributed or provided by Compliance.ai in, on, or through the Compliance.ai Services, and all software and other technology hosted or used by Compliance.ai to provide the Compliance.ai Services (collectively, the “Compliance.ai Materials”).

Most Compliance.ai Materials are made available to Users only as part of Compliance.ai Services that are offered on a paid subscription basis or through limited pre-subscription trials (“Subscription Services”), although some Compliance.ai Materials are available to all Users on a complimentary basis (“Introductory Services”), as further explained below.

Unless otherwise specified or appropriate to the context, the Terms of Use apply to both Introductory Services and Subscription Services.

B. Permitted Use of Introductory Services

All Users are permitted to use the Introductory Services, solely in connection with the User’s provision of their legal services to clients or within their own practice, business or educational activities, to:

  • search, view, reproduce, download and store, in printed or electronic form, contents and materials from the Introductory Services solely for the User’s own use; and
  • bookmark or link to any web page within the Introductory Services, provided that no Compliance.ai Materials are reproduced or displayed on the web outside of Compliance.ai’s original webframe.

Users shall not under any circumstances by any means or for any purpose whatsoever, except as otherwise expressly provided in these Terms of Use:

  • provide, transmit or distribute printed or electronic copies of any Compliance.ai Materials to any other person; or
  • modify any such Compliance.ai Materials.

C. Permitted Use of Subscription Services

Access to and use of Subscription Services is subject to terms and conditions set forth in a separate agreement (“Subscription Agreement”) between Compliance.ai and a User’s company or other entity (a “Subscriber”) in addition to the Terms of Use. A Subscriber may authorize certain of its personnel (“Authorized Users”) to use the Subscription Services covered by the Subscription Agreement (“Subscribed Services”).

Authorized Users are permitted to use the applicable Subscribed Services, solely in connection with the Subscriber’s provision of its services to clients or within its own practice, business or educational activities, and in a manner that is not commercially prejudicial to Compliance.ai, as authorized under Subscriber’s Subscription Agreement, to:

  • search, view, reproduce, download and store, in printed or electronic form, Compliance.ai Materials from the Subscribed Services;
  • quote, customize and incorporate such Compliance.ai Materials, in whole or part, in documents, memoranda, articles and other work product prepared by Authorized Users on the Subscriber’s behalf in connection with client matters, business or educational activities or for the Subscriber’s internal use (“Subscriber Materials”); and
  • provide, transmit or distribute such Compliance.ai Materials to others.

In addition to each Authorized User’s personal obligation to comply with the Terms of Use, the Subscriber is responsible under the Subscription Agreement for strict compliance by all of its Authorized Users.

D. Permitted Use of Pre-Subscription Trial Services

Compliance.ai may offer limited pre-subscription trials (“Trial Offers”) for Compliance.ai to potential Subscribers and individual Users. Users who receive a Trial Offer (“Trial Users”) are authorized to use one or more of the Compliance.ai Subscription Services (“Trial Services”) for a limited period of time (“Trial Period”), all as determined by Compliance.ai in its sole discretion.

Trial Users are permitted to search and view the applicable Trial Services during the Trial Period solely for the purpose of evaluating whether to subscribe to the Subscription Services. In consideration of a Trial Offer, Trial Users shall provide feedback to Compliance.ai concerning the Trial Services, upon Compliance.ai’s reasonable request during or after the Trial Period.

Without limitation to any other restriction, obligation or condition in these Terms of Use, a Trial User shall not under any circumstances by any means or for any purpose whatsoever, at any time during the Trial Period, reproduce, download, store, transmit or modify any Compliance.ai Materials from the Trial Services in any printed or electronic form.

E. License Restrictions

Users (including Authorized Users and Trial Users) shall not access or use the Compliance.ai Services or Compliance.ai Materials except to the extent expressly permitted by Sections B, C or D of these Terms of Use, or as otherwise expressly permitted in writing by Compliance.ai.

F. Access Restrictions

Users (including Trial Users and Authorized Users) shall not access or attempt to access any Compliance.ai Materials other than through Introductory Services, or Trial Services or Subscribed Services for which they are authorized, or otherwise circumvent or attempt to circumvent any access restrictions or controls through hacking or other means. Trial Users and Authorized Users shall not disclose their assigned user name or password to anyone.

Without limitation to any other available contractual, legal or equitable remedies, Compliance.ai reserves the right to revoke, suspend, or terminate, without notice, any User’s access to one or more (or all) of the Compliance.ai Services upon any violation or suspected violation of the Terms of Use.

G. Proprietary Rights

Compliance.ai and its affiliates own and use certain registered and unregistered service marks, trademarks, slogans, logos, symbols, graphics, and distinctive trade dress in connection with the Compliance.ai Services (the “Compliance.ai Marks”).

Except for the limited rights granted to Users in the Terms of Use, all rights, title, and interest in the Compliance.ai Materials and Compliance.ai Marks, in all languages, formats and media throughout the world, including all copyrights, are and will continue to be the exclusive property of Compliance.ai, its affiliates, and their licensors. The Terms of Use do not grant Users any right or license with respect to the Compliance.ai Materials or Compliance.ai Marks except to the minimum extent necessary to exercise the limited license provided in Section A, and to use, reproduce and distribute Compliance.ai Materials that are quoted or incorporated in Subscriber Materials as permitted by the Terms of Use or any applicable Subscription Agreement.

H. Prohibited Activities

Without limitation to any other restriction, obligation or condition in the Terms of Use, Users (including Authorized Users and Trial Users) shall not, under any circumstances by any means or for any purpose whatsoever, intentionally or unintentionally do or attempt to do any of the following:

  • search, view, print, reproduce, download, store, modify, disclose, distribute, transmit or publish any Compliance.ai Materials Materials, in whole or part, except as expressly permitted by the Terms of Use or otherwise authorized by Compliance.ai in writing;
  • remove, alter or obscure any citation or attribution of the author or source, or any notice of copyright, trademark or other proprietary rights on any Compliance.ai Materials (except when quoted or incorporated in Subscriber Materials in the manner expressly permitted by these Terms of Use), or make any use of the Compliance.ai Mark without Compliance.ai’s prior written consent;
  • interfere with any other User’s access, use or enjoyment of the Compliance.ai Services;
  • use the Compliance.ai Services or Compliance.ai Materials in a manner contrary to or in violation of any applicable law, regulation or rule of any jurisdiction, governmental agency or securities exchange;
  • use any Compliance.ai Services to store, distribute or transmit any material without authority or right to do so or violation of any contractual or fiduciary duty, or that is otherwise unlawful, harmful, threatening, defamatory, obscene, harassing, disparaging of any person or group on the basis of race, ethnicity, religion, age, gender or sexual orientation;
  • access or use any content, materials or services not intentionally published or otherwise made available by Compliance.ai;
  • reverse compile, disassemble, reverse engineer or otherwise seek to discover the source code form of any Compliance.ai software or other technology, except as may be allowed by applicable law which is incapable of exclusion by agreement between the parties;
  • introduce any virus or other potentially harmful or malicious software code or device into, or initiate any denial service attack against, the Compliance.ai Services or Compliance.ai Materials, or use the Compliance.ai Services any manner that might destroy, damage or degrade performance of any data communications facility, network, server, system, component, software or data used to deliver the Compliance.ai Services;
  • use, reproduce, download or transmit any Compliance.ai Services or Compliance.ai Materials for the purpose of providing any publishing or hosting services to third parties (whether or not for a fee), or otherwise exploit any
  • Compliance.ai Services or Compliance.ai Materials to Compliance.ai’s commercial disadvantage, other than with Compliance.ai’s prior written consent;
  • use Compliance.ai’s websites or the Compliance.ai Services, or email addresses or other contact information, including, but not limited to, those of Compliance.ai’s employees, contributors, or subscribers, gathered through the Compliance.ai websites or the Compliance.ai Services, in any way to distribute any advertising, solicitations other commercial messages;
  • use any network software, device or manual process to monitor, download or copy Compliance.ai’s websites, the Compliance.ai Services or Compliance.ai Materials, to extract information concerning usage or individual Users to collect email addresses for any purpose; or
  • transfer, either permanently or temporarily, any rights or obligations under these Terms of Use or any Subscript or Trial Offer.

I. User Information and Privacy Policy

In providing the Compliance.ai Services, Compliance.ai shall conform to its Privacy Policy posted on the Compliance.ai websites, as such Privacy Policy may be amended by Compliance.ai from time to time, with respect to data and information of User and its employer, and clients that a User transmits or submits to Compliance.ai (“User Information”).

Subject to the Privacy Policy and the Subscription Terms, if applicable, User hereby expressly consents to collection, use, reproduction, hosting, transmission and disclosure of any User Information by Compliance.ai and its affiliates, and their employees and contractors, as Compliance.ai deems reasonably necessary or expedient for the purpose of providing the Compliance.ai Services.

By submitting a question to Compliance.ai’s “What Are You Working On” feature, you agree that your question (together with any follow up correspondence on the question) may be published on the Compliance.ai website. Your question will be published anonymously. Your question may be edited before publication.

Subject to the Privacy Policy, Users hereby consent to receive email from Compliance.ai. Users acknowledge that notices posted on the Compliance.ai websites or sent to Users by email satisfy any legal requirement that notices be in writing.

J. No Legal Services

The Compliance.ai Services are general and educational in nature, may not reflect all recent legal developments, and may not apply to the specific facts and circumstances of individual transactions and cases. Users should consult with qualified legal counsel before acting on any information in the Compliance.ai Services. Compliance.ai, its affiliates, and their editorial staff are not a law firm, do not represent or advise clients in any matter, and are not bound by the professional responsibilities and duties of a legal practitioner. Nothing in the Compliance.ai Services or in these Terms of Use or the Subscription Terms, if applicable, nor any receipt or use of such Compliance.ai Services, shall be construed or relied on as advertising or soliciting to provide any legal services (except to the extent otherwise provided by applicable laws or ethical rules in each User’s jurisdiction), creating any attorney-client relationship or providing any legal representation, advice or opinion whatsoever on behalf of Compliance.ai, its affiliates, their editorial staff, or any law firm, lawyer or other independent contributor of articles or other materials to the Compliance.ai Services.

K. Third-Party Materials

Compliance.ai’s websites may contain sponsored services and advertising, as well as links to third-party websites and services, including government information services and other publicly available websites (collectively, “Third-Party Materials”). Users acknowledge that the Third-Party Materials are not part of the Compliance.ai Services for purposes of this Agreement, and that Compliance.ai shall have no responsibility or liability for the content or legality of any Third-Party Materials or for the practices of the respective third-party sponsors, advertisers and publishers.

L. Warranty Disclaimers and Exclusion of Liability

COMPLIANCE.AI PROVIDES THE COMPLIANCE.AI SERVICES SOLELY ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. COMPLIANCE.AI MAKES NO EXPRESS WARRANTIES OR REPRESENTATIONS OF ANY KIND UNDER THESE TERMS OF USE TO ANY USER, AND COMPLIANCE.AI HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF QUALITY, ACCURACY, COMPLETENESS, TIMELINESS, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT WITH RESPECT TO THE COMPLIANCE.AI SERVICES AND COMPLIANCE.AI MATERIALS.

USERS ASSUME THE ENTIRE RISK AS TO THE USE, RESULTS AND PERFORMANCE OF COMPLIANCE.AI’S WEBSITES, PUBLICATIONS, SERVICES AND SYSTEMS. IN NO EVENT WILL COMPLIANCE.AI, ITS AFFILIATES, OR THEIR SUPPLIERS OR LICENSORS HAVE ANY LIABILITY TO USERS OR THEIR CLIENTS UNDER THESE TERMS OF USE OR ON THE BASIS OF TORT OR ANY OTHER LEGAL THEORY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN ANY AMOUNT RESULTING FROM (I) THE PROVISION, USE OR RESULTS OF COMPLIANCE.AI’S WEBSITES, PUBLICATIONS, SERVICES OR SYSTEMS, ANY DELAYS, ERRORS OR OMISSIONS THEREIN OR ANY DEFECT OR LACK THEREIN OF QUALITY, ACCURACY, COMPLETENESS, TIMELINESS, AVAILABILITY OR PERFORMANCE; (II) ANY LOSS OR DESTRUCTION OF USERS’ OR THEIR CLIENTS’ DATA OR INFORMATION, OR THE COST OF RECOVERING SUCH DATA OR INFORMATION; (III) THE COST OF SUBSTITUTE OR REPLACEMENT SERVICES; (IV) LOST BUSINESS OPPORTUNITY, REVENUE OR PROFITS; (V) LIABILITY TO USERS’ CLIENTS OR OTHER THIRD PARTIES; OR (VI) ANY OTHER CAUSE WHATSOEVER, EVEN IF COMPLIANCE.AI OR ITS AFFILIATES, SUPPLIERS OR LICENSORS WERE ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

IF A USER OBJECTS TO THESE TERMS OF USE, AS AMENDED BY COMPLIANCE.AI FROM TIME TO TIME, THE USER’S ONLY RECOURSE IS TO IMMEDIATELY DISCONTINUE USE OF THE COMPLIANCE.AI SERVICES AND WEBSITES.

M. Governing Law; Jurisdiction and Venue

Any claim, action, suit, proceeding or dispute arising out of these Terms of Use shall in all respects be governed by, and interpreted in accordance with, the substantive laws of the State of California, without regard to the conflicts of laws

provisions thereof. The parties hereby consent, acknowledge and agree that venue and jurisdiction for any action, suit or proceeding arising out of these Terms of Use shall vest exclusively in the federal or state courts of general jurisdiction located in San Francisco County, California.

N. Amendment and Waiver; Severability

Compliance.ai may update or otherwise amend these Terms of Use at any time without notice. Users are bound by the Terms of Use then in effect each time they access, use or view the Compliance.ai Services. The provisions of the Subscription Terms, if in effect between Compliance.ai and an Authorized User’s employer, shall take precedence over any conflicting or inconsistent provision in the Terms of Use. No waiver of any right or remedy on one occasion by Compliance.ai shall be deemed a waiver of such right or remedy on any other occasion. In the event that any provision of the Terms of Use is held by a court of competent jurisdiction to be invalid or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

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