Xebit Terms of Service

1.1. Accessing the Services These Terms of Use (hereinafter, the "Terms of Use" or "Terms") regulate the access and use of the application programming interfaces, software, tools, data, documentation, or website offered by XEBIT CORP through its AI demo platform at xebit.ai (hereinafter, the "Services"). For the avoidance of doubt, Beta Services are not considered "Services" under these Terms. Our Services are aimed solely at B2B commercial level. If you are a consumer or intend to use the platform for non-commercial purposes, please do not attempt to register for the services or events or send any personal information about yourself to us. As used in these Terms of Use: "Customer", "User", "You" and "Your" refers to you, the person using Services and accepting the Terms or, if you are accepting these terms on behalf of an entity, also to the entity. "XEBIT", "We", and "Us" means Xebit Corp, a corporation registered in the State of Delaware, United States, and its affiliates and/or subsidiaries. "Platform" refers to the XEBIT platform that uses artificial intelligence technology to conduct live, autonomous product demos inside video meetings (Google Meet, Zoom, Microsoft Teams), through which customers can deliver instant, personalized, and interactive product demonstrations, as well as any other services that may be available from time to time. "Customer Data" means, other than Aggregated Data (as defined below), all information, data, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer through the Services, including without limitation (a) all content, materials, information, text, data, designs, logos, images, screenshots, browser recordings, demo scripts, and other works of authorship that Customer uploads to the Services, (b) the voiceover content and browser actions generated by the Services for Customer based on the foregoing Customer materials, and (c) meeting transcripts and session recordings produced during demo sessions. 1.2. Acceptance of Terms of Use and of Specific Conditions Where Applicable Access to the Services requires acceptance of these Terms of Use by Users, and as a result We ask that Users read them carefully before using the Services. If You do not accept these Terms of Use, We ask that You abstain from using the Services. The access to some of the Services may be subject to specific conditions which XEBIT may establish at any given moment. These conditions may complete, amend, or substitute the Terms of Use, as the case may be. In addition, XEBIT hereby informs Users that these Terms of Use and any Specific Conditions, where applicable, may be adapted or modified at any time without prior notification. As a result, the User will have to read and accept any new versions of the Terms of Use and, where applicable, the Specific Conditions. 1.3. Capacity By accessing or using the Services, You: - Acknowledge that You have read and understand these Terms. - Declare that you are 18 years or more (or the age of legal majority in the country you reside). - Represent and warrant that You have the right, power, and authority to enter into these Terms and, if entering into these Terms for an organization, that you have the legal authority to bind that organization. - Commit to use the Services and the information contained therein properly, and to comply with any given applicable regulation. 1.4. Third Parties Third-Party Services: XEBIT services rely on, or are interoperable with, third-party products and services. These include video conferencing platforms (Google Meet, Zoom, Microsoft Teams), meeting bot services (Recall.ai), cloud infrastructure providers (AWS), voice and language model providers (OpenAI, Google), browser automation tools, authentication services (Clerk), and internet and mobile operators (hereinafter, "Third-Party Services"). While these Third-Party Services are beyond our control, their operation may still impact the use and reliability of our Services, and vice versa. "Third-Party Content": XEBIT may provide information about, or links to, third-party products, services, activities or events. Any dealings or correspondence you have with third parties, or any use or interaction you have with Third-Party Content, are solely between You and the third party. Your access to and use of such Third-Party Content or Third-Party Services may be subject to additional terms, conditions, and policies applicable to such Third-Party Content. You are responsible for obtaining and maintaining any computer hardware, equipment, network services and connectivity, telecommunications services, and other products and services necessary to access and use the Services.

If the Services offered by XEBIT are subject to the payment of a price, the User undertakes to pay XEBIT said price (hereinafter, "Price") in full compliance with any payment conditions and other requirements established to that end. XEBIT shall have no obligation to provide the Services if the User has not paid the full Price or does not comply with the Terms of Use or Particular Conditions of the Services. In the event that the User fails to comply with his obligations regarding the Price and the Terms of Use or Particular Conditions of the Services, XEBIT reserves the right to suspend the Services or terminate the contractual relationship with the User.

3.1. Operation of the Platform XEBIT does its best to keep the Platform in good working order, avoiding errors or repairing them when necessary, and keeping Platform content up to date. Nevertheless, XEBIT does not guarantee the availability and continuity of access to the Platform, or the absence of errors in its content; neither does it guarantee that these will always be updated in a timely fashion. The User accepts this and shall undertake to exercise maximum diligence and prudence when accessing and browsing on the Platform, or when using the content, information and services available therein. In addition, XEBIT is not responsible for any damage to Users' software or hardware as a result of their use of the Platform. 3.2. Amendments to the Information on the Platform XEBIT reserves the right to amend, delete or update the information contained on the Platform, its configuration or presentation at any time and without need for prior warning. 3.3. Platform Content Users are committed and undertake not to use the information available on the Platform in any way that may constitute a violation of regulations or that may be contrary to common decency or morality or to the image and good professional name of XEBIT and its collaborators. XEBIT shall not be held responsible for the possible consequences that may result from any inappropriate use or negligence on the part of Users regarding such content. 3.4. Use of Information on the Platform Both access to the Platform and the use of any information contained therein are the sole responsibility of the User. As a result, XEBIT is not responsible for any damages, whether direct or indirect, which may arise from access to, or use of the information contained on the Platform.

"Use of the Service": the User is aware of and willingly accepts that it is exclusively responsible for the use it makes of the Services. As a result, it will be responsible for any damages of any nature that XEBIT may suffer as a result of a failure to comply with any of the obligations which the User accepts as a result of these Terms of Use, Specific Conditions, the Privacy Policy or any legislation applicable to the use of the Services. "Acceptable Use Policy": the Services may not be used for unlawful, fraudulent, offensive, or obscene activity. The User will comply with all terms and conditions of these Terms, Special Conditions, Privacy Policy, applicable laws, rules, and regulations, and all guidelines, standards, and requirements that may be applicable from time to time. "Customer Data": the User grants to Xebit a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as are necessary for Xebit to provide the Services to you. Customer is responsible for ensuring that Customer Data does not violate any policy or terms referenced in or incorporated into this Agreement or any applicable law. To ensure quality and prevent misuse, we reserve the right to review demo session recordings and transcripts produced by the platform.

In the course of the use of the Services, User may provide XEBIT with information of a personal nature (hereinafter, "Personal Information"). Our information collection and use policies with respect to the privacy of such Personal Information are set forth in the XEBIT Privacy Policy, which will have to have been accepted beforehand and will apply. You acknowledge and agree that You are solely responsible for the accuracy and content of the Personal Information, and you agree to keep it up to date.

We treat the content submitted in accordance with these Terms (hereinafter, "User Information") as confidential. We will only use User Information to provide the services, and we will not disclose it to anyone other than our personnel, service providers, or affiliates who need to access it and who are required to protect its confidentiality. Confidentiality obligations will however not apply to User Information: - That is known to us prior to receipt from You, or is obtained from a source other than one having an obligation of confidentiality to you. - That has become known (independent of disclosure by you) to Us from a source other than one having an obligation of confidentiality to you. - That has become publicly known or otherwise ceases to be secret or confidential, except through a breach of this section by us. You grant XEBIT the right to identify Yourself or Your organization as XEBIT's Customer on our site and XEBIT's marketing collateral and to include You or Your organization's use of the Services in its case studies.

All works, trademarks, software and other content and creations displayed on the Platform or otherwise provided or made available by us through the Platform or the Services, are either owned by XEBIT or have been licensed to Us by their respective owners. Unless expressly granted by their corresponding rightsholders or by law, the User does not have any use or ownership rights upon the above-mentioned contents and creations other than for the use of the Platform and/or the Services under the terms and conditions described in these Terms of Use. Therefore, except when authorized in accordance with this section or these Terms of Use, the User may not distribute, reproduce or copy, communicate to the public, transform or modify, adapt, translate, or otherwise use and exploit said works.

XEBIT grants the User a right or license for use, not to sell, for the use of the Services through the Platform, to which the terms included herein shall apply (hereinafter, the "License"). XEBIT reserves any rights not expressly granted. The License for the use of the Services through the Platform is a non-transferable license for the use of this Platform on any compatible device the User possesses or controls, in accordance with what is permitted in the regulations established in these Terms of Use. The User may not rent, lease, borrow, sell, redistribute or sub-license the Services or the Platform. The User may not copy, disassemble, reverse engineer, decompile, attempt to identify the source code thereof, modify or create works derived from the Platform, any of its upgrades, or any part of it. Any attempt to do so will constitute a violation of the rights of XEBIT. The License will remain in force until it is terminated by the User or by XEBIT. The rights granted under this License will be revoked without prior warning should the User fail to comply with any of the terms of the Terms of Use, Specific Conditions or the Privacy Policy.

XEBIT may process non-identifying usage data (such as volume of usage, session duration, demo completion rates, and performance metrics) to maintain and improve the Service or ensure compliance (hereinafter, the "Aggregated Data"). Aggregated Data excludes the actual text, voice content, or browser recordings that you submit. It is data that has been de-identified or aggregated so that it no longer identifies You or any other individual.

If You or any of your employees, contractors, or agents sends or transmits any communications or materials to Us through the Platform, email, mail, telephone, or otherwise, suggesting or recommending changes to the Services, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (hereinafter, "Feedback"), we are free to use such Feedback. All Feedback is and will be treated as non-confidential. You hereby assign to us on your behalf all right, title, and interest in, and we are free to use, without any attribution or compensation to You or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever.

Limited Warranty. XEBIT warrants that it provides Services using a commercially reasonable level of care and skill, and that the Services will conform in all material respects to the Service Levels when accessed and used by Customer in accordance with the Documentation. XEBIT does not make any representations or guarantees regarding uptime or availability of the Services. EXCEPT AS SET FORTH ABOVE, THE SERVICES ARE PROVIDED "AS IS" AND XEBIT SPECIFICALLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. XEBIT SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. XEBIT MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSON'S OR ENTITY'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OF YOUR OR ANY THIRD PARTY'S SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE.

IN NO EVENT WILL XEBIT BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS OR SPECIFIC CONDITIONS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER XEBIT WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL XEBIT'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR SPECIFIC CONDITIONS EXCEED THE TOTAL AMOUNTS PAID TO XEBIT UNDER THESE TERMS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Customer shall indemnify, hold harmless, and, at XEBIT's option, defend XEBIT and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees arising from or relating to any third-party claim, suit, action, or proceeding (i) that the Customer Data, or any use of the Customer Data in accordance with these Terms, infringes or misappropriates such third party's intellectual property rights; or (ii) based on Customer's negligence or willful misconduct or use of the Services or Customer Data in violation of the applicable law or otherwise in a manner not authorized by these Terms.

You agree that no joint venture, partnership, employment or agency relationship exists between You and XEBIT solely as a result of your use of the Services.

If any Clause of the Terms of Use or Specific Conditions is deemed invalid or unenforceable, in whole or in part, such invalidity or unenforceability will only affect such provision or the part thereof that is deemed invalid or unenforceable, surviving in force the rest of the conditions.

You agree to comply with all laws with respect to the use of the Services, and agree not to export or re-export, directly or indirectly, the Services or any other information or materials provided by us to any country where such export is restricted or requires an export license or governmental approval, without first obtaining the necessary permissions.

These Terms are governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Delaware. Any legal suit, action, or proceeding arising out of or related to this agreement or the rights granted hereunder will be instituted exclusively in the State Court located in Delaware, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

For any questions or concerns regarding these Terms of Service, please contact us at: Xebit Corp Email: legal@xebit.ai Website: https://xebit.ai