By accessing and using the Responsiv AI, Inc. (“Responsiv”) software, technology and/or services (collectively, the “Service”), you agree to comply with these Terms of Service (these “Terms”) which constitute a binding agreement between you and Responsiv.

Responsiv may amend these Terms from time to time, each of which amendments shall be deemed to be effective two days after posting the updated Terms within the Service and/or on Responsiv’s website. If Responsiv makes changes to these Terms which Responsiv deems to be material, Responsiv will use commercially reasonable efforts to notify you by posting notice within the Service or by email prior to the effective date of the changes. Responsiv will also indicate at the top of these Terms the date that such changes were last made. You should check these Terms regularly to ensure that you remain current on the terms and agreements set forth herein.

1. Registration and Access

These Terms apply to both registered and unregistered users accessing Responsiv.

When you register for an account, you will create a username and password. You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account.

Your credentials or account are intended for your use and should not be made available to others, including without limitation within or outside your organization to the extent applicable.

You may not create more than one account to benefit from the free tier of the Services. If we believe you are not using the free tier in good faith, we may, at our discretion, charge you standard fees or stop providing access to the Service.

Responsiv may elect to charge fees for the Service in its discretion and/or to create different levels of access to the Service and/or related services for which it may charge fees. In addition, Responsiv may offer temporary free trial access to certain users from time to time. Fees, if charged, and the corresponding payment terms, will either be set forth herein, within Responsiv’s website and/or within a Separate Agreement (as defined below).

It is agreed and understood that to the extent you are accessing the Service pursuant to an enterprise, license, subscription or similar agreement (each, a “Separate Agreement”) purchased either by your employer or a different third party that has designated you as a permitted user of the Service, your use of the Service will, in addition to the terms set forth herein, be governed by the terms set forth in the Separate Agreement.

2. Usage Requirements
(a) Rights to the Service. All right, title, and interest in and to the Service are and will remain the exclusive property of Responsiv and its affiliates. You may access, and we grant you a non-exclusive right to use, the Service in accordance with these Terms. You agree to comply with these Terms and all applicable laws when using the Service. Except as may otherwise be set forth in a Separate Agreement, Responsiv is entitled to terminate your license to access the Service for any or no reason, without notice, at any time.

(b) Feedback. We welcome and encourage you to provide feedback, comments, and suggestions for improvements to the Service. If you provide any of these, we may use it at any point in time without restriction or compensation to you.

(c) Restrictions. You may not (i) directly or indirectly, decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying algorithms of any part of the Service, or modify, translate, or otherwise create derivative works of any part of the Service (and any attempt to do so is a violation of these Terms and the rights of Responsiv and its licensors), (ii) use Output (as defined below) to develop models that compete with Responsiv or for any other purpose not permitted herein, or (iii) use any automated or programmatic method to extract data or output from the Service, including scraping, web harvesting, or web data extraction.

(d) The Service is an informational system intended for use by attorneys, paralegals, legal researchers, and others engaged in the process of legal research. Responsiv is not a licensed attorney and the Output does not constitute legal advice. No attorney-client relationship is formed. The Output is for informational or educational purposes only and is not a substitute for professional legal advice or consultation. Do not disregard or delay in obtaining professional advice based on any Content (as defined below) from Responsiv or obtained via the Service. Reliance on any information appearing within the Service is solely at your own risk. Nothing in the information or Output within or generated by the Service, nor any receipt or use of such information or Output, 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 applicable jurisdiction), creating any attorney-client relationship or providing any legal representation, advice or opinion whatsoever on behalf of Responsiv, its affiliates, their editorial staff or any other third party.

(e) You represent and warrant that: (i) you have the authority to enter into this agreement and perform hereunder; (ii) you have all authority necessary to enter or import all information and data into the Service, and (iii) immediately upon receipt of any data or information you submit through the Service, Responsiv will have all rights necessary to use such data and/or information for purposes of providing and operating the Service.

3. Content
(a) Content. You may provide input to the Services by asking a question (“Input”), and receive output generated and returned by the Service based on the Input (“Output”). Input and Output are collectively “Content.” Except as may otherwise be set forth in a Separate Agreement, Responsiv shall be entitled to continue to use Output and/or portions thereof within the Service and/or in connection with its business generally, and nothing herein or in any other agreement shall be deemed to prevent, limit or restrict such usage in any way.

(b) Accuracy. Artificial intelligence and machine learning are rapidly evolving fields of study. Responsiv is constantly working to improve the Service to make it more accurate, reliable, safe and beneficial. Given the probabilistic nature of machine learning, use of the Service may in some situations result in incorrect Output that does not accurately reflect real cases or facts or that may otherwise be inaccurate. You should evaluate the accuracy of any Output as appropriate for your project, including by using human review of the Output by a knowledgeable attorney and/or expert. In addition, you agree and acknowledge that Responsiv is not responsible for any other aspect of the Output, including Output which you may find offensive, false, misleading or otherwise objectionable.

4. Performance Data
To improve Responsiv’s performance and reliability, and to help with troubleshooting in case of issues while you use the Service, we collect performance data which may include, but is not limited to Content, usage data, technical data, error reports, performance logs, and service performance metrics (collectively, “Performance Data”).

Except as may otherwise be set forth in a Separate Agreement, Responsiv may collect and use Performance Data to monitor, maintain, and improve the Service, identify and fix issues, and to make decisions about future features and offerings. In addition, Responsiv shall be entitled to use Input to train and improve its algorithms and models.

5. Indemnification
You will indemnify and hold Responsiv, its directors, officers, employees, agents, consultants, contractors, partners, vendors, licensors and service providers harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of your access to or use of the Service, your violation of these Terms, your violation of any law or your infringement or any third party patent, copyright or other intellectual property right, which includes, without limitation, all such claims arising out of any use of your account.

6. Disclaimer; Limitation of Liability
Except as explicitly set forth herein, neither Responsiv nor any of Responsiv’s employees, affiliates, agents, suppliers, licensors and the like, makes any warranties of any kind, either expressed or implied, including, without limitation, (a) warranties of merchantability or fitness for a particular purpose, (b) that the Service will be uninterrupted or error-free, (c) as to a minimum level of operability or uptime for the Service, (d) as to any level of security, (e) as to the actions of any third party, or (f) as to the business results that may be obtained by agreeing to these Terms or otherwise accessing or using the Service. You are responsible, at your sole cost and expense, for providing all equipment, systems and connectivity necessary to load and/or use the Service. While it is Responsiv’s objective to make the Service accessible at all times, the Service may be unavailable from time to time for any reason including, without limitation, routine maintenance and/or bugs within the Service.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, RESPONSIV AND ITS AFFILIATES SHALL NOT BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, OR (II) FOR ANY DIRECT DAMAGES IN EXCESS OF ONE HUNDRED DOLLARS ($100) IN THE AGGREGATE (INCLUSIVE OF ALL CLAIMS YOU, YOUR EMPLOYER AND/OR YOUR AFFILIATES MAY HAVE), EVEN IF RESPONSIV OR ITS AFFILIATES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE. NOTHING IN THIS LIMITATION OF LIABILITY SHALL LIMIT RESPONSIV’S RIGHT TO SEEK AND OBTAIN EQUITABLE RELIEF. NOTWITHSTANDING SUCH RIGHT OF EQUITABLE RELIEF, TO THE EXTENT THAT APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATION OF LIABILITY OR EXCLUSION OF LIABILITY, SUCH LIMITATION WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

7. Copyright Infringement. Responsiv respects the intellectual property of others and asks you and all users of the Service to do the same. Material available on or through other websites may be protected by copyright and the intellectual property laws of the United States and/or other countries, and the terms of use of those websites, and not these terms, govern your use of that material.

If you believe that your intellectual property or work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Responsiv’s Agent for Notice with the following information in English (your “Notice”):

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
3. a description of where the material that you claim is infringing is located within the Service;
4. your address, telephone number, and email address;
5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
6. a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

In some circumstances, in order to notify the individual or entity who or which provided the allegedly infringing content to which Responsiv has disabled access, Responsiv may forward a copy of a valid Notice including name and email address to such individual or entity. Responsiv’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:

By email
legal@responsiv.ai

Designated Agent

CEO
Responsiv AI, Inc.
2048 W CARROLL AVE
Attn: Responsiv
CHICAGO, IL 60612

Email: legal@responsiv.ai

8. Miscellaneous
Responsiv is not liable or responsible for any failure or delay in performing any obligations if such failure or delay is due to circumstances beyond its reasonable control including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, pandemic, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies or power. The rights and obligations of the parties under these Terms shall be governed by the laws of the State of Illinois, without reference to conflict of law principles. Any dispute or claim arising out of or in connection with these Terms or the performance, breach or termination thereof, shall be finally settled by the appropriate court located solely and exclusively in Cook County, Illinois. You agree to such exclusive jurisdiction in Cook County, Illinois, and waive any jurisdictional claims in respect thereto (including, without limitation, forum non conveniens). The Service, including technical data, is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries, and as such you agree to comply strictly with all such regulations. Each party shall pay its own costs and expenses in connection with these Terms and its activities hereunder. Responsiv shall be entitled to subcontract various portions of the Service to third parties. These Terms, together with the Separate Agreement (if applicable), supersede all prior written or oral agreements between the parties regarding the subject matter hereof (including any contradictory or additional language in any purchase order). The relationship between the parties is that of independent contractors. These Terms shall inure to the benefit of and be binding upon the parties and their respective successors and assigns, but shall not be assignable by you without Responsiv’s prior, written consent. Any notice pursuant these Terms shall be deemed effective when delivered by e-mail or within the Service (i) in the case of notice from you by email, to jordan@responsiv.ai, and (ii) in the case of notice from Responsiv, to the email address you provided in signing up to access the Service. If any provision of these Terms is held to be unenforceable or invalid for any reason, or if any governmental agency rules that any portion of these Terms is illegal or contrary to public policy, the remaining provisions, to the extent feasible, will continue in full force and effect with such unenforceable or invalid provision to be changed and interpreted to best accomplish its original intent and objectives.