Welcome to FilterLabs AIs, owned and operated by Filter Labs, Inc., a Delaware corporation (“FilterLabs,’ “we,” “us,” or “our”). These Terms of Service (these “Terms” or this “Agreement”) govern your access to and use of FilterLabs, including without limitation our online or SaaS services and software provided on or in connection with those services (collectively, the “Services”). 

When you use the Services, these Terms constitute a binding agreement between FilterLabs, you, and any company that you represent or with which you are affiliated (“you” or “your”). BY COMPLETING THE ACCOUNT REGISTRATION PROCESS OR OTHERWISE USING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OF THE TERMS THAT ARE INCORPORATED HEREIN.

FilterLabs may modify these Terms from time to time, and modified Terms will take effect immediately upon posting to the FilterLabs Platform (as defined herein). Your continued use of the Services after modified Terms have been posted will constitute your acceptance of such modified Terms. 

You and we mutually agree to all of the provisions hereof.

1. Definitions

1. 1. “FilterLabs Channels” means any channels through which FilterLabs elects in its sole discretion to communicate with you.
   2. “FilterLabs Platform” means all FilterLabs’ affiliated websites, all FilterLabs’ SaaS applications and other software products, and the FilterLabs Channels.

2. Access to Services

Provided that you are at least thirteen (13) years of age or older, FilterLabs hereby permits you to access and use the Services in accordance with these Terms. You may not access or use the Services if you are under the age of thirteen. To use the Services, you must create a user account (“Account”) and password using a valid email address. Additionally, FilterLabs grants you the non-exclusive, non-transferable, and revocable right to access and participate in communications via the FilterLabs Channels.

3. Access from Third Party Sites

FilterLabs may integrate with third-party software to provide you the Services. FilterLabs has no control over third-party software we may integrate with, or over the information you have entered into or have stored on that software. FilterLabs also does not have control over the application programming interface (“API”) for third-party software or data-sharing protocols, and you acknowledge and agree that FilterLabs is not responsible for any lost data, errors in data or in data transmission, downtime, unavailability, or any other loss or damage that might occur from using that software or the links on or connections to that software. We recommend you review the privacy policy governing any third-party software before using it.

4. Important Financial Information; Payments; Billing

You will pay FilterLabs all charges applicable for the Services at the time such Services are ordered by you via the FilterLabs Platform and on an on-going basis, as applicable. You are responsible for providing FilterLabs with up-to-date information, including without limitation valid credit card numbers and contact information, at the time you order Services and within a reasonable period of time in the event such information changes. In the event that any amounts due for Services remain unpaid, or in the event that any check, ACH payment, credit card charge or online payment service is denied, returned, or refused: (i) you will pay, in addition to the principal amount and any applicable interest thereon, all of the bank and payment provider charges assessed against you and FilterLabs in addition to FilterLabs’s costs of collecting or attempting to collect, including without limitation reasonable attorney fees and expenses; and (ii) FilterLabs may charge such remaining payment and any incidental charges against any other form of payment you have ever added to your FilterLabs account. All transactions originating from your account are your responsibility. 

FilterLabs may change billing procedures, prices, promotions, or policies at any time without advance notice. All such changes will be posted via the FilterLabs Platform. Continued use of the FilterLabs Platform or Services constitutes your affirmation that you have read and understood such notices and agree to the terms set forth therein.

5. Authority

You represent either that: (i) you are an individual entering this Agreement for your personal use; or (ii) you are the authorized representative of a company or legal entity, duly organized, validly existing, and in good standing under the laws of the jurisdiction of its organization, and that you are duly authorized to accept and execute this Agreement.

6. User Conduct; Termination

You will use the Services solely in accordance with these Terms. By accessing or using the FilterLabs Platform or the Services, you agree that you will comply with all applicable laws and regulations. FilterLabs reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request. Without limitation, you will not use the Services to:

• abuse, harass, threaten, or intimidate other users or customer support personnel; 
• submit or transmit any content whatsoever that is obscene or otherwise violates any law or right of any third party, that is hateful or discriminatory, or that incites violence or criminal conduct; 
• attempt to impersonate another user or person; 
• conduct any unlawful activity; 
• solicit or obtain password, account, or private information from any user; 
• conduct or promote unauthorized advertising, solicitations, or “spam;”
• use, reproduce, perform, display, distribute, reverse engineer, or prepare derivative works of any content, without authorization, that belongs to or is licensed to FilterLabs, or that originates from the Services, or that belongs to another FilterLabs user or to a third party, or that violates or infringes any third-party intellectual property rights; or
• upload, post, transmit, or make available any content or other material that contains software viruses, or any other malicious computer code designed to interrupt or limit the functionality of the Services.

By agreeing to these Terms or accessing the FilterLabs Platform, you assume full liability for any content that is in violation of the Terms set forth herein. In addition, FilterLabs reserves the right to suspend, terminate, or cancel your Account and any access to all information on the FilterLabs Platform, or any other means of communication used by FilterLabs, including without limitation, the FilterLabs Channels, for violation of these Terms, in FilterLabs’s sole discretion.

Upon termination, you will immediately pay FilterLabs any accrued and unpaid amounts related to Services. Any accrued rights, remedies, obligations, or liabilities will not be affected including without limitation FilterLabs’s right to claim damages in respect of any breach of these Terms or FilterLabs’s right to indemnification by you under these Terms. In addition, any provisions of these Terms that expressly, or by implication, have effect after termination will continue in full force and effect.

FilterLabs retains the right to retain your information following termination of your Account as required by applicable regulations and FilterLabs’s internal policies in order to comply with our legal and reporting obligations, resolve disputes, enforce our agreements, complete any outstanding transactions, and for the detection and prevention of fraud.

7. Trademarks and Copyrights

The name “FilterLabs” and all other FilterLabs marks, logos, taglines, custom graphics, and button icons (collectively, “Marks”) appearing on the FilterLabs Platform or the Services are service marks, trademarks, or trade dress of FilterLabs. You may not use such marks without the prior written consent of FilterLabs. All third-party trademarks, product names, company names, and logos used on the FilterLabs Platform or Services, if any, are the property of their respective owners, and no license is granted to you with respect thereto. 

All software, audiovisual content, and audible-only content on the Services, the selection and arrangement thereof, and the compilation of all content on the Services are the exclusive intellectual property of FilterLabs and are protected by U.S. and international copyright laws.

8. Proprietary Rights; Limited License

As between you and FilterLabs, FilterLabs exclusively owns all right, title, and interest in and to the Services and the FilterLabs Platform, and all content therein. FilterLabs will have a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Services any suggestions, enhancement requests, recommendations, or other feedback provided by you, relating to the operation of the Services. Your use of the Platform does not grant you ownership of any content, code, data, or materials you may access on or through the FilterLabs Platform. You may access and view the content on the FilterLabs Platform, and you may use such content for your personal use only. Unless otherwise noted herein or on the FilterLabs Platform, or if you are an enterprise user, your use of the FilterLabs Platform is strictly for your personal, non-commercial use. If you are an enterprise user, Filter Labs AI grants you a non-exclusive, non-transferable, non-sublicensable, worldwide right to publish the results of your query subject to the terms of Section 14 hereof.

9. Privacy Policy; Cookies

FilterLabs cares about and respects your privacy. Take the time to read FilterLabs’s privacy policy (“Privacy Policy”) found here: https://filterlabs.ai/privacy so you can see how we use any information we receive. You acknowledge that when you use the FilterLabs Platform, FilterLabs may use automatic means (including, for example, cookies and web beacons) to collect information about your device and about your use of the FilterLabs Platform. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the FilterLabs Platform or certain of its features or functionality, and the FilterLabs Platform may provide you with opportunities to share information about yourself with others. FilterLabs will employ commercially reasonable measures to protect such personally identifiable information you enter into the Services. If you object to your information being transferred or used in this way, then you must not use the FilterLabs Platform. By downloading, installing, using, and providing information to or through the FilterLabs Platform, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.   

10. Using Your Account

Each registered user must register for their own Account and may not have more than one Account. You will provide accurate information when you sign up to use the Services and will keep your account information up to date. You will also use your real name, or the legal name of the entity you represent, use your own email address, or one that you have permission to use, and you will not let anyone else use your account. You are solely responsible for all activity on your account and you will take reasonable care to safeguard your passwords and access to your account from unauthorized users. Neither the Terms nor your use of the Services create any agency, partnership, joint venture, employment, or franchisee relationship between you and FilterLabs. FilterLabs retains the right to close or suspend your account in whole or in part, and to terminate your use of its Services at its discretion and without notice. You may terminate your account with FilterLabs at your discretion. Any outstanding amounts due to FilterLabs related to your account after termination will be due at the time of termination.

11. Posting to the Filterlabs AI Channels

When you post communications to the FilterLabs Channels, you represent and warrant that you are in accordance with the terms of service of each third-party provider, and well as the terms listed herein. FilterLabs reserves the right to terminate your access to the Services and the FilterLabs Platform, in its sole discretion, if you are found to be in violation of the terms set forth herein.

12. Indemnification; Class Action Waiver

To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless FilterLabs, its employees, officers, directors, contractors, consultants, agents, representatives, affiliates, successors, and assigns from and against all actual or alleged third-party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, costs, and expenses including without limitation reasonable attorney’s fees, accruing to FilterLabs as a result of your misuse of the FilterLabs Platform, including without limitation the Services provided under these Terms . You will further indemnify, defend, and hold harmless FilterLabs from and against all actual and alleged damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Services, (b) your violation of these Terms, and (c) your violation of the rights of a third party, including without limitation another user. You will promptly notify FilterLabs of any third-party claims and cooperate with FilterLabs and its employees, officers, directors, contractors, consultants, agents, representatives, affiliates, successors, and assigns in defending such claims. FilterLabs will have control of the defense or settlement of any third-party claims, in its sole discretion. 

In exchange for FilterLabs’s provision of the Services and your payment for those Services, you hereby waive the right to bring or participate in any class action lawsuit against FilterLabs and its affiliates (which will include any party controlling, controlled by or in common control with FilterLabs, or any of FilterLabs’s employees, directors or officers).

13. Disclaimer of Warranty

You will have sole responsibility for conducting your use of the Services responsibly and legally. Your use of the Services and any information obtained through or from FilterLabs will be at your own risk. The Services, and the content contained therein, are provided on an “AS IS” and “AS AVAILABLE” basis without warranties or conditions of any kind, either express or implied. You acknowledge and agree that FilterLabs exercises no control over, and accepts no responsibility for content other than such content as described herein and owned wholly by FilterLabs. FilterLabs MAKES NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ANY WARRANTIES IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. FilterLabs may exercise no editorial control over content posted to the Services. Additionally, FilterLabs will not monitor any content that is uploaded to the FilterLabs Channels, but reserves the right to employ automated processes that will screen for and remove such content uploaded to the FilterLabs Channels that is in direct violation of these Terms set forth herein. FilterLabs will not be liable for any loss of any kind from any action taken or taken in reliance on material or information, contained on the Services. FilterLabs cannot and does not represent or warrant that the Services, content, or our servers are free of viruses or other harmful components. We cannot guarantee the security of any data that you disclose online. You accept the inherent security risks of providing information and dealing online over the internet and will not hold FilterLabs responsible for any breach of security unless it is due to our gross negligence. FilterLabs makes no warranties that the Services will be uninterrupted or error-free or that any results obtained from the use of Services will be accurate or reliable. FilterLabs expressly disclaims any liability arising in connection with any content posted to the Services. No oral or written information given by FilterLabs will create any warranty, nor may you rely on such information or advice.

14. Limitation of Liability

To the fullest extent permitted by law, neither FilterLabs, nor its officers, directors, employees, shareholders, or agents will be liable for any consequential, indirect, incidental, special, or punitive damages, or loss of profits, revenue, data, or use by you or any third party, whether in an action in contract, tort, strict liability, or other legal theory. FilterLabs will not be liable to you or any third party for any loss or damages that result or are alleged to have resulted from: (i) your  use of or inability to use the Services; (ii) your publication of any raw data or results of any query; (iii) mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, defects, delays in operations or transmission, or any failure of performance, whether or not limited to acts of nature, communications failure, theft, destruction, or unauthorized access to FilterLabs’s records, programs, equipment, or services, or any other condition whatsoever.

Notwithstanding anything to the contrary in these Terms, FilterLabs’s maximum liability under these Terms for all damages, losses, costs, and causes of actions from any and all claims will not exceed the actual dollar amount paid by you for the portion of Services that gave rise to such claims during the three (3) month period prior to the date the damage or loss occurred or the cause of action arose.

The Services may contain links to third-party websites not under FilterLabs’s control or ownership, or you may elect to use a third party’s services or product in order to use the Services. Your access to all third-party services will be at your own risk.

15. Copyright, Content, and DMCA Takedown Policy

You may not submit any content that infringes or violates the personal, copyright, or intellectual property rights (including without limitation privacy and publicity) of any person or entity. Pursuant to Title 17, United States Code, Section 512(c)(2) or for any other claim of copyright infringement, you hereby agree that notifications of claimed copyright infringement be sent by email to [email protected].  

For copyright infringement notices, your notice must meet all requirements of the Digital Millennium Copyright Act (“DMCA”) (described below). We will only remove content in response to DMCA notices that contain all of the following:

1. a statement that you have identified content on the Services that infringes your copyright or the copyright of a third party on whose behalf you are entitled to act; 
2. a description of the copyright work(s) that you claim have been infringed; 
3. a description of the content that you claim is infringing and the service URL(s) where such content can be located; 
4. your full name, address, telephone number, and a valid email address through which you can be contacted, and your username if you have one; 
5. a statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent, or the law; and 
6. a statement by you that the information in your notice is accurate and that you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed. 

In addition, if you wish for your notice to be a notice of alleged copyright infringement pursuant to the United States Digital Millennium Copyright Act 17 U.S.C. s. 512(c), please also include the following information:

1. with respect to the statement that you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed, confirmation that such statement is made under penalty of perjury; and 
2. your electronic or physical signature (which may be a scanned copy). 

FilterLabs will process any notice of alleged infringement that it receives and will take appropriate action as required by the Digital Millennium Copyright Act, 17 U.S.C. 512(c)(3) or other applicable copyright law. U.S. law provides significant penalties for submitting such a statement falsely. 

In FilterLabs’s sole discretion, persons who repeatedly submit infringing or unlawful material will be prohibited from accessing the Services. If you discover any content that you believe to be in violation of your trademark or other intellectual property rights, please report this to FilterLabs at [email protected]. In all other cases, if you discover content that infringes any or violates any of your other rights, which you believe is defamatory, pornographic, obscene, racist, or otherwise liable to cause widespread offense, or which constitutes impersonation, harassment, spam, or otherwise violates these Terms or applicable law, please report this to FilterLabs at [email protected].

16. Governing Law; Arbitration. 

This Agreement will be governed by the laws of the State of Massachusetts, without regard to choice of laws provisions, no matter where in the world you live. In the event of a dispute arising out of this Agreement, the Parties will attempt to resolve any dispute by negotiation between the parties, in FilterLabs’s sole discretion. If they are unable to resolve the dispute, FilterLabs may commence mediation or binding arbitration through the American Arbitration Association, or other forum mutually agreed to by the Parties. Judgment on the award rendered by the arbitrator may be entered into in any court having jurisdiction thereof. Any other disputes hereunder will be resolved before the courts of competent jurisdiction seated in or proximal to Middlesex County, Massachusetts. All remedies available hereunder will be cumulative and not in lieu of any others.

17. Assignment 

You do not have the right to assign this Agreement without the prior written consent of FilterLabs. FilterLabs may assign this Agreement without notice to you. This Agreement will be binding on the parties and their successors and permitted assigns.

18. Entire Agreement; Severability; Survival 

This Agreement represents the entire agreement between the parties, and supersedes all previous and contemporaneous representations, understandings, and agreements, if any, express or implied, whether written or oral. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement will remain in full force and effect. Sections hereof that by their nature should survive termination hereof will so survive.  

By accepting these Terms, you are also accepting the FilterLabs Privacy Policy and Data Processing Addendum, which is included by reference in these Terms of Service. The Data Processing Addendum defines FilterLabs’s specific legal obligations under the data protection laws of the European Union and your agreement with respect to the terms governing the processing of your personal data.

For customers located in the European Union, your acceptance of the Terms of Service, Privacy Policy, and Data Processing Addendum will be by separate acknowledgement. You may also request an acknowledgement or separate PDF copy of the Terms of Use, Privacy Policy, and Data Processing Agreement by contacting our customer support via chat, email, or phone, as available.