Summary of terms
- To use the service you need to register an account, using accurate information. You can use the account for the benefit of your own company, but not to provide services to anyone else. Some of the functionality is available for a fee.
- Some of the services require you to install software. You have a right to use such software, in order to use our services. If the software is open source, you have the right to use it under its open source license.
- Don’t use the service if you are under 18.
- You can set up multiple users for the same account. Don’t use the same user for more than one person.
- Protect your login credentials. We cannot protect your account against unauthorized access that uses your correct login credentials.
- You can delete your account at any time by contacting [email protected]. All the data stored on that account in the service will be deleted, except if we need to keep it for legal reasons.
- We improve your models using your data (only if provided) and our technology, so you can use the improved models while you use our service under these terms, and we can use them to provide you with the service, but if you stop using the service we both must delete the improved models.
- We have a right to use material you upload to your account in order to provide you with our services. Don’t provide us with content that you do not have the right to use.
- We are not a backup service. Make sure your content is backed up elsewhere.
- Don’t use the service illegally, or to store content you don’t have the rights to. Protect your login credentials.
- Don’t use the services to compete with us or to try and build a similar service, by reverse engineering or otherwise.
- We own all the rights in the service, except for your right to use them under these terms.
- If you provide us with feedback on the service we can use that feedback freely.
- If we get sued because you provided us with content you were not legally permitted to, you will defend us in that claim.
- We do not guarantee anything with regard to the service and you use it at your own risk.
- You cannot claim any indirect damages from us.
- If you have a claim against us it is limited to $100.
- These limitations apply to the extent the law permits it.
- You can terminate this agreement by deleting your account. Any paid services will terminate when your subscription expires.
- You can stop using the services any time. We can terminate your access to the service if you do not comply with these terms. When the agreement terminates you will not have access to your account.
- Some of the terms will continue to apply after termination of your account.
- These terms are subject to the laws of Israel and claims against us under these terms should be filed in Israel.
- We can change these terms by posting the updated version on our website.
- If a portion of these terms cannot be legally enforced other portions will not be affected.
- Any waiver of a right under these terms should be in writing.
- We are two separate entities entering into a contract.
- External statements or documents are not part of this agreement and don’t bind us.
- Only your company has the right to use the account. You cannot transfer the account or any rights under these terms to anyone else.
- No one who is not a party to this agreement can enforce it.
- Contact Us. For any questions about these Terms or any other issue regarding Deci or the Services please contact us at: [email protected]
- “Account” means an online account registered by you for the purpose of using the Services.
- “Content” means any files, data, material and information submitted, uploaded and stored by You through the Service.
- “Platform” means Deci’s platform available at www.deci.ai upon setting up an Account, that may include model management, benchmarking, optimization, deployment and serving, as may be updated by Deci from time to time.
- “Services” means the services available upon registering for the Platform, and any applications, products, services, documentation, and software made available through the Platform.
- “Third Party Products” means any service, products, software or application that is provided by a third party and interoperates with a Service.
- “We”, “Us”, “Deci” or “Our” means Deci.AI Ltd. and its affiliates.
- “You” or “Customer” means the company or other legal entity and its affiliates for which you are accepting these Terms.
2. The Platform and Services
- Registration. Following the initial registration of an Account you will have the ability to access the Platform and use the Services available thereon in connection with Content solely for the purpose of your internal business needs. We may update the Platform from time to time, including adding or removing functions. Some of the Services may be made available subject to applicable fees, as determined by Deci.ai from time to time.
- Software. Some Services may require you to download and locally install software. Such software shall be considered part of the Platform for the purposes hereof, and all limitations imposed on you hereunder in connection with the Platform shall apply to such software. You are hereby granted a limited, revocable, non-sublicensable, non-transferable license during the Term to use such software solely as required in connection with the Services. If any software is offered under an open source license, we will make the license available to you and the provisions of that license shall apply notwithstanding any provisions to the contrary under these Terms.
- Children under 18. The Service is not directed at children. If you are a child, please do not use or attempt to register to use the Service.
3. Registration and Account
- Establishing an Account. You must register and establish an Account in order to use our Platform. You may allow your employees to use the Account in connection with the Services (each, an “Authorized User“), provided each such Authorized User shall have separate login information.
- Account Information. You must safeguard your Account and not disclose, and procure that Authorized Users not disclose, the login information associated with the Account. You must provide us accurate and complete information in order to create an Account, including information of Authorized Users. You agree to keep your Account information up to date and accurate, including with regard to Authorized Users. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF THE ACCOUNT USERNAMES AND PASSWORDS. YOU ARE SOLELY AND FULLY RESPONSIBLE FOR ALL ACTIVITIES THAT OCCUR UNDER THE ACCOUNT. You must notify us immediately of any unauthorized use of your Account or any other breach of security.
- Deletion of Account. You may delete your Account at any time by sending an email to [email protected] requesting such deletion. Any Content and other information and data you entered into the Services may be permanently deleted if you delete the Account, provided we may retain certain information as required to comply with our legal obligations, resolve disputes and enforce our agreements (unless we are instructed otherwise).
- AI Model License. Subject to the terms herein, Deci hereby grants you a limited, personal, non-exclusive, non-transferable, non sub-licensable right to use the Platform to create optimized models generated based on Content (the “Models“) during the Term. You shall be solely responsible to ensure that the Model is properly installed and used, and is permanently deleted by you at the expiration of the Term.
- Title & Ownership. The Model is a derivative of the Content and the intellectual property of Deci and shall be jointly owned by the parties. The parties further acknowledge and agree that the use of the Model by the Customer requires a valid license to the Platform and that Deci may use of the Model only to the extent required to provide the Platform. Neither party will, and will not permit any Authorized User or any third party, to directly or indirectly copy, transmit, distribute, sell, transfer, modify, adapt, enhance, translate, reverse engineer, disassemble, decompile, attempt to derive source code, or create derivative works from the Model or any source code or components thereof except in connection with the performance of this Agreement.
4. Your Content
- License to Content. You grant us a worldwide, non-exclusive license to host, copy and use your Content as required in order to provide You with the Services. Subject to this limited license, we do not acquire any right in your Content and You or your licensors retain all rights and ownership to your Content. You warrant that You have full rights to provide to us any Content that You provide through the Services. We have policies in place to limit the access of our employees to Content. Where policies permit access to the Content, it is only for the purpose of providing the Services and supporting You in your use of the Services.
- Responsibility for Content. The Services are not intended to be used as storage, backup or archiving services. It is your responsibility to back up your Content and you are responsible for any lost or unrecoverable Content.
5. Use Obligations and Restrictions
- Obligations. You agree to do each of the following in connection with your use of the Services: (i) comply with all applicable laws, rules and regulations, including those regarding data privacy, intellectual property rights and export control; (ii) use the Services only for the purpose of using the Services for your own internal business purpose, and only during the Term; (iii) use reasonable security precautions for providing access to the Services by your Authorized Users, customers or other individuals to whom You provide access.
- Restrictions. You must not misuse the Services. For example, you may not, whether by yourself or anyone on your behalf (a) sell, resell, or lease the Platform or access or attempt to access the Services by any means other than the interface we provided or authorized; (b) circumvent any access or use restrictions put into place to prevent certain uses of the Services; (c) use the Platform to store, share or transmit content which is unlawful, infringing, harmful or which violates any person’s rights, including privacy rights and intellectual property rights; (d) attempt to disable, impair, or destroy the Services, or Platform; (e) reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so; or (f) use the Service for any benchmarking or competitive purposes.
6. Intellectual Property Rights
- Retention of Rights. All rights not expressly granted to You under these Terms are reserved by Deci and its licensors. We and our licensors reserve all rights, title and interest to the Services, the Platform and any of their related intellectual property rights. The Terms do not convey to You an interest in or to Deci’s intellectual property rights. Nothing in the Terms constitutes a waiver of Deci’s Intellectual Property Rights under any law.
- Feedback. To the extent You provide us any feedback, comments or suggestions (“Feedback“), you grant us a royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into the Services or any of our current or future products or services.
You will indemnify, defend, and hold harmless Deci, its affiliates, resellers, employees and agents (the “Indemnified Parties“) from and against all liabilities, damages, and costs (including reasonable attorneys’ fees) arising out of any claim, demand, suit or proceeding by a third party alleging that your Content or your use of the Services infringes or misappropriates a third party’s intellectual property rights or privacy rights, violates applicable law or that your use of the Services is in violation of these Terms.
8. Disclaimers of Warranties
THE SERVICES ARE PROVIDED ON AN “AS IS”, AND “AS AVAILABLE” BASIS, AND Deci DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO RELIABILITY OF SERVICE, WARRANTIES OF NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. WE DISCLAIM ALL LIABILITY AND ANY OBLIGATIONS FOR ANY HARM OR DAMAGE CAUSED BY ANY THIRD PARTY HOSTING PROVIDERS. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, WITHOUT ERROR, OR FREE OF DEFECTS.
9. Limitation of Liability
- IN NO EVENT WILL DECI BE LIABLE FOR (I) INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OR (II) LOSS OF PROFITS OR REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, IN EACH CASE ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF Deci HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- IN NO EVENT WILL Deci’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR TO THE SERVICES EXCEED AN AMOUNT OF US$100.00.
- THESE LIMITATIONS WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
10. Term and Termination
- Term. These Terms commence on the date you first accept them and will remain in effect until these Terms are terminated or you delete your Account, whichever occurs first. Notwithstanding, if any Services hereunder are subject to a fee, the Term shall be deemed to expire in connection with such Services upon the expiration of your subscription term.
- Termination. You may stop using the Services at any time and you may delete your Account. We may suspend or terminate your access to the Services at any time at our discretion and without notice if You do not comply with these Terms. Upon termination of the Services to You, the Account will be terminated, and from the date of termination You will no longer be able to access your Account.
- Survival. The provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the foregoing, the Intellectual Property Rights, Disclaimers of Warranties, Limitation of Liability, Governing Law and Jurisdiction and General sections, will survive the termination or expiration of the Terms.
11. Governing Law and Jurisdiction
These Terms are governed by the laws of the state of Israel excluding rules as to choice and conflicts of law and the courts in the state of Israel will have jurisdiction; however, Deci or its Affiliate may bring suit for payment in the country where Your entity is located. You and Deci agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply.
- Changes to Terms. Deci may change the Terms from time to time, and such change will become effective upon the date on which it is posted on the Platform. You are responsible for checking the website regularly for such changes. By continuing to access or use the Services you agree to be bound by the revised Terms.
- Severability. If any part of these Terms is deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the rest of these Terms and shall not affect the validity and enforceability of any of the remaining provisions of these Terms. In such cases, the part deemed invalid or unenforceable shall be construed in a manner consistent with applicable law to reflect, as closely as possible, the original intent of the parties.
- Waiver. No waiver by us of a breach of any of the provisions of terms of these Terms shall be construed as a waiver of any preceding or succeeding breach of any of the provisions of these Terms.
- Relationship. Nothing in these Terms shall be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between you and Deci.
- Entire Agreement. These Terms contain the entire agreement between Deci and You relating to your use of the Services and supersedes any and all prior agreements between Deci and You in relation to the same. You confirm that, in agreeing to accept these Terms, You have not relied on any representation except as has expressly been made by Deci in these Terms.
- Assignment. You may not assign your rights or delegate your obligations under these Terms without Deci’s prior written consent. Any purported assignment contrary to this section will be null and void. Deci may assign its obligations hereunder among the various Deci entities within the Deci Inc. group, by a change to the definition of Deci hereunder which change will become effective upon posting on the Platform.
- No Third Party Rights. There are no third-party beneficiaries to these Terms. Without limiting this section, Users are not third-party beneficiaries to your rights under these Terms.
13. Contact Us
For any questions about these Terms or any other issue regarding Deci or the Services please contact us at: [email protected]