TERMS OF USE
PLEASE READ THESE TERMS OF USE CAREFULLY. BY USING THIS WEBSITE OR THE INFORMATION OR SERVICES AVAILABLE THROUGH THIS WEBSITE, YOU AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE, YOU MUST EXIT THIS WEBSITE IMMEDIATELY AND DISCONTINUE ANY USE OF INFORMATION OR SERVICES AVAILABLE AT THIS WEBSITE.
1. ACCEPTANCE OF TERMS
Nomia-Tech Inc. (d.b.a. KnomAI) ("KnomAI") grants you access to this website (the “Site”), and to the information and services available at any time through the Site, only if you accept the terms and conditions in these Terms of Use, which constitute a legally binding agreement between you and KnomAI. “Terms of Use” shall be understood to include the KnomAI Privacy Policy and any other KnomAI Policies posted on this Site or provided to you. KnomAI may modify the Terms of Use at any time, and provide them to you or post the modified Terms of Use on this Site. Any modification is effective immediately upon posting. Your continued use of the Site or the information or services available at the Site, will be conclusively deemed to signify your acceptance of such modifications.
2. NOTICES AND DISCLAIMERS
a. KnomAI is not a law firm, and does not provide legal representation or advice. Rather, KnomAI is a technology company that provides businesses (in particular law firms, corporate legal, risk, and compliance departments) technology tools and services to work efficiently and cost-effectively, including providing technology-based information, consulting and intermediation services and business tools and an online platform through which professionals, including KnomAI’s clients and experts may gather information and communicate among themselves and with each other. Neither your use of this Site nor your becoming a Registered User (as described in the next paragraph) creates an attorney-client relationship between KnomAI and you, your organization or any other party. KnomAI, in the platform, Apps, articles, sample contracts, and other materials provided on this Site, is not providing legal advice.
b. Although this Site may offer opportunities for KnomAI’s clients, attorneys, experts, and service providers to identify each other and enter into relationships with each other, you acknowledge and agree that (i) except as KnomAI separately agrees in writing, it is not a party to any agreement between third parties or between you and any third party; (ii) no attorney, expert or other service provider is an employee or agent of KnomAI and KnomAI
does not supervise, direct, or control any third party or the services or products that third party promises to deliver; (iii) KnomAI shall have no liability or obligations under or related to any agreement between third parties; and (iv) KnomAI makes no representations on the reliability, capability, or qualifications of any third party, or the quality or timeliness of any services to be provided by any third party or the results of the third party’s services, and KnomAI disclaims any and all liability relating thereto.
3. REGISTRATION; FREE AND PAID SERVICES
a. Some information and services offered at this Site are available only to those who register and, in some circumstances, pay KnomAI a fee (“Registered Users”) or access KnomAI’s services through their accounts. Registered Users must be eighteen (18) years of age or older and must complete the registration. You must ensure that the registration and payment information you provide is accurate, complete and current, and you further agree to promptly update that information to keep it accurate, complete and current. You authorize KnomAI to make any inquiries, directly or through third parties, necessary to confirm your identity and your ownership of your e-mail address or financial accounts, subject to the law. If you register on behalf of a business entity, law firm or other organization, you represent and warrant you have the authority to provide the information required and to bind the organization to these Terms of Use.
b. As you register, you will select (or be asked to configure) a user ID and password. You are responsible for maintaining the confidentiality of your user ID and password and are responsible for all activities that occur using your user ID and password, whether or not expressly authorized by you. KnomAI will not be responsible for any damages resulting from the unauthorized use of your user ID or password, including any resulting waiver of attorney-client privilege. You agree to notify KnomAI immediately of any such unauthorized use or any other breach of security.
c. From time to time, KnomAI may allow you to access and use services on a free trial basis. THE SERVICES PROVIDED DURING THE FREE TRIAL PERIOD ARE PROVIDED AT YOUR SOLE RISK, “AS-IS” AND WITH ALL FAULTS AND WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND.
d. From time to time, KnomAI may also allow you to try certain products or services that are not generally available to clients (“Beta Services”). Beta Services will be clearly designated as beta, pilot, limited release, preview, non-production, for information or similar designation. Beta Services are provided for evaluation purposes and not for production use, are not supported, may contain bugs or errors, and may be subject to additional terms and discontinued at KnomAI’s sole discretion. BETA SERVICES ARE NOT CONSIDERED “SERVICES” HEREUNDER AND ARE PROVIDED AT YOUR SOLE RISK, “AS-IS” AND WITH ALL FAULTS AND WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND.
4. PROPRIETARY RIGHTS
a. This Site contains copyrighted material, trademarks and other proprietary material belonging to KnomAI, its licensors, Registered Users and others, including but not limited to text, data, photos, graphics and other images, software, specifications, audio and video files, and the services (“Proprietary Material”) that are protected by patent, copyright and other intellectual property laws. You should assume that everything you see or read and everything available on this Site is protected by these laws. Registered Users are granted a non-exclusive license to access, download and/or make copies of the Proprietary Material, but only for informational purposes, and provided that if you download or print a copy of any Proprietary Material, you retain all copyright and other proprietary notices thereon. All other rights are reserved to KnomAI and its affiliates if any. Except as provided above, you may not reproduce, distribute, modify, adapt, create derivative works of, publicly display, transmit, broadcast, sell, license or in any way exploit the Proprietary Material, in whole or in part, without KnomAI’s advance written consent. You agree to use Proprietary Material provided by another Registered User only for the purpose for which it was provided to you and respect the copyright and other rights protecting such Proprietary Material.
b. All trademarks, service marks, trade names and trade dress, whether registered or unregistered (collectively the "Marks") that appear on the Site are proprietary to KnomAI or their respective owners. You may not display or reproduce the Marks without the prior written consent of KnomAI, and you may not remove or otherwise modify any trademark notices from any Proprietary Material received through the Site.
5. USER CONTENT – OWNERSHIP AND USE
By submitting, uploading or transmitting any messages, information, questions, submissions, profiles or other materials (“User Content”) to the Site, you represent and warrant you own or have all rights necessary to submit, upload or transmit such User Content and otherwise use it for your intended purpose. User Content uploaded to the Site’s collaboration platform or other password-restricted areas of the Site remain, as between the parties and KnomAI, confidential or proprietary to its owner, and KnomAI gains no license or other rights in those materials except as the parties agree in a separate writing or as you otherwise instruct online or in writing. To the extent you upload User Content to areas of the Site that are not password-protected, you grant KnomAI an irrevocable, perpetual, non-exclusive, royalty-free, unrestricted license to reproduce, distribute, sub-license, modify, edit, adapt, translate, create derivative works of, publicly display, transmit, broadcast or otherwise exploit all or any portion of your User Content, for any purpose, in all media now known or later developed. You waive all rights to any claim against KnomAI for any actual or alleged infringement of any proprietary rights, rights of privacy or publicity, moral rights and rights of attribution for the User Content, and you acknowledge and agree that you are not entitled to receive any compensation for any User Content you submit, upload or transmit in connection with this Site.
6. RESTRICTIONS ON USE
The Site is provided solely as a convenience to you. You must not:
a. access or attempt to access portions of the Site for which you are not authorized, including fee-bearing services for which you have not paid, and portions of the Site dedicated to other Registered Users;
b. access or attempt to access any systems or servers on which the Site is hosted, or modify or alter the Site in any way;
c. submit, display or transmit any images, photographs, graphics, links, audio files, video files or similar User Content that exceeds this Site’s capacity limits;
d. submit, display or transmit any spam, duplicative messages, unauthorized promotions or advertisements, surveys, contests, chain letters or pyramid schemes;
e. forge headers, misrepresent your identity or otherwise manipulate identifiers to deceive others or disguise the origin of any User Content transmitted to or via the Site;
f. use any automated means to access or collect any information from the Site (including, without limitation, robots, spiders, scripts or other automatic devices or programs); frame the Site, utilize framing techniques to enclose any Proprietary Material, place pop-up windows over this Site's pages, or otherwise affect the display of this Site's pages; engage in the practices of "screen scraping," "database scraping" or any other activity with the purpose of obtaining content or other information;
g. use the Site or the services to threaten, defame, abuse, assault, stalk, harass or otherwise violate the rights of any other person or entity, including, without limitation, rights of privacy or publicity;
h. post, upload, publish, display, transmit, share, store or otherwise make or attempt to make publicly available on the Site or on any other website, or in any email, blog, forum, medium or other communication of any kind, any private or personally identifiable information of any Registered User or other third party, whether such private or personally identifiable information is displayed on or ascertainable from the Site, or obtained or obtainable from sources unrelated to the Site;
i. publish, post, display or disseminate any User Content that is, or offer, sell, broker, purchase or seek any products or services that are, profane, obscene, pornographic, indecent, unlawful, threatening, or that promote racism, bigotry, hatred or physical harm of any kind against any group or individual, or are otherwise offensive or objectionable;
j. upload or otherwise transmit files that contain viruses, worms, trojan horses, spyware, adware, sniffers, corrupted files or other computer code designed to interrupt, destroy or limit the functionality of any computer hardware, software or telecommunications equipment;
k. “mirror” any material or User Content on this Site;
l. restrict or prevent any other visitor or Registered User of the Site from using the Site
and/or the services; or
m. use this Site to violate any local, state, national or international ordinance, law, rule or regulation or use this Site to give rise to any civil or criminal liability.
7. MATERIAL POSTED BY THIRD PARTIES
KnomAI does not endorse or guarantee the accuracy, reliability or appropriateness of any statement, information or material displayed or distributed through this Site by parties other than KnomAI. You acknowledge that by using this Site you may be exposed to information that is inaccurate or unreliable, and in this respect, your use of the Site and your reliance upon any such third party material is at your own risk. KnomAI will have no responsibility for the conduct, online or off-line, of any user of this Site and no obligation to monitor the use of the Site. However, KnomAI reserves the right to review any User Content posted in the non-password protected areas of the Site, and remove, delete, redact or otherwise modify such User Content in its sole discretion, without notice or other obligation to you. KnomAI reserves the right to disclose, any User Content that KnomAI deems necessary or appropriate to satisfy any law, regulation, contract obligation, legal or dispute resolution process or government request, in each case subject to the requirements established by your separate written agreement (if any) with KnomAI.
8. COPYRIGHT INFRINGEMENT
KnomAI expects users of this Site to respect the intellectual property rights of others. KnomAI may remove material it determines in its sole discretion to infringe the intellectual property rights of others and will terminate the access rights of any repeat infringer. If you believe a work protected by a U.S. copyright you own has been posted on this Site without authorization, you may notify KnomAI’s copyright agent, and provide the following information:
a. a physical or electronic signature of the person authorized to act on behalf of the copyright owner;
b. identification of the copyrighted work or works claimed to have been infringed;
c. a detailed description of the material you claim is infringing, together with information sufficient to enable KnomAI to locate it, including the URL where the infringing material appears;
d. your name, mailing address, telephone number, and e-mail address;
e. a statement you believe in good faith belief that the copyrighted material identified is being
used in a manner not authorized by the copyright owner, its agent or the law; and
f. a statement by you that the above information is accurate and, under penalty of perjury, that you may act on behalf of the owner of the copyright allegedly infringed.
To notify KnomAI of claimed copyright infringement, please contact:
Nomia-Tech Inc. (dba KnomAI)
1375 Broadway, Suite 504, New York – NY 10018
9. LINKS TO THIRD PARTY WEBSITES
This Site may contain links to web sites controlled, owned, and operated by third parties (the "third-party sites"). KnomAI cannot control and has no responsibility for the accuracy or availability of information provided on the third-party sites. You acknowledge that use of any third-party sites is governed by the terms of use for those websites, and not by these Terms of Use. Links to third-party sites constitute no endorsement or recommendation by KnomAI of such sites or the content, products, advertising or other materials on such sites, but are only for your convenience and you access them at your own risk. Such third-party sites may have a privacy policy different from that of KnomAI and may provide less security than this Site. KnomAI is not responsible for the content of any third-party web sites, nor does KnomAI make any warranties or representations, express or implied, regarding the content (or the accuracy of such content) on any third-party web sites, and KnomAI shall have no liability of any nature whatsoever for any failure of products or services offered or advertised at such sites or otherwise.
10. TERMINATION OF ACCESS AND USE
KnomAI, in its sole discretion and without notice or other obligation to you, may suspend or terminate your access to and use of this Site if it believes the information you provide is inaccurate, incomplete or not current, or if you violate any of these Terms of Use.
11. ACCESS OUTSIDE OF THE UNITED STATES
Your personal information may be hosted and processed by KnomAI (or service providers acting on behalf of KnomAI) in the United States or other countries, where data protection and privacy regulations may not afford the same level of protection as the laws of certain other countries, such as the member nations of the European Union. KnomAI makes no claims that its Site or any of its contents are appropriate or may be downloaded or accessed outside of the United States. If you access the Site from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your country. You consent to the transfer of your personal information to the United States and to its collection, storage, use, and sharing, as described in KnomAI’s Privacy Policy. You agree that all transactions relating to this Site and KnomAI’s services will be deemed to have occurred in the United States.
12. INTERACTIONS WITH OTHERS
You are solely responsible for your interactions, both on-line and off-line, with other visitors to or Registered Users of this Site, and with persons, you meet through such visitors or Registered Users. You understand and acknowledge that KnomAI does not screen Registered Users or other Site visitors, inquire into their backgrounds or attempt to verify the information they provide. In all interactions, whether on-line or off-line, with other visitors to or Registered Users of this Site and with persons you meet through such visitors or Registered Users, you agree to take all precautions necessary to protect yourself, your property and your personal and financial information. IN NO EVENT SHALL KNOMAI BE LIABLE FOR AND YOU AGREE TO RELEASE KNOMAI FROM LIABILITY FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE ARISING OUT OF OR RELATING TO YOUR USE OF THIS SITE, INCLUDING WITHOUT LIMITATION, DAMAGE TO OR LOSS OF PROPERTY, EMOTIONAL DISTRESS, BODILY INJURY OR DEATH RESULTING FROM YOUR COMMUNICATIONS OR OTHER CONTACT, WHETHER ON-LINE OR OFF-LINE, WITH VISITORS OR REGISTERED USERS OF THIS SITE, OR PERSONS YOU MEET THROUGH SUCH VISITORS OR REGISTERED USERS.
13. PRIVACY POLICY
For information on KnomAI’s data collection practices, please read its Privacy Policy where it is provided or posted on the Site. Please review our Privacy Policy to understand our data protection practices.
14. MODIFICATIONS TO SITE
KnomAI may, directly or indirectly, make improvements or changes in the Site or any portion thereof without notice or obligation to you. KnomAI may modify or discontinue any products or services offered on the Site, without notice or obligation to you.
15. DISCLAIMER OF WARRANTIES
THE SITE AND ALL INFORMATION AND SERVICES AVAILABLE AT THE SITE ARE PROVIDED ON AN "AS IS" BASIS WITH NO WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, KNOMAI DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THIS SITE AND THE INFORMATION AND SERVICES AVAILABLE AT THIS SITE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM ERRORS OR OMISSIONS, COMPUTER VIRUSES OR OTHER MALICIOUS OR UNAUTHORIZED CODE, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE. IN ADDITION, KNOMAI DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE VIA THE SITE IS ACCURATE, COMPLETE OR CURRENT.
16. LIMITATION OF LIABILITY
NEITHER KNOMAI, ITS AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, LICENSORS OR THIRD PARTY WILL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (EVEN IF KNOMAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER IN AN ACTION UNDER CONTRACT, TORT, OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH ANY ERRORS OR OMISSIONS, VIRUSES OR OTHER MALICIOUS OR UNAUTHORIZED CODE, THE USE, INABILITY TO USE OR PERFORMANCE OF THE SITE, THE INFORMATION OR SERVICES AVAILABLE THROUGH THE SITE, OR ANY LOSS, BUSINESS INTERRUPTION OR OTHER DAMAGE SUSTAINED IN CONNECTION WITH YOUR USE OF THE SITE OR THE INFORMATION OR SERVICES AVAILABLE AT THE SITE. WITHOUT LIMITING THE FOREGOING, THE LIABILITY OF KNOMAI AND ITS AFFILIATES IN CONNECTION WITH YOUR USE OF THE SITE OR THE INFORMATION OR SERVICES AVAILABLE AT THE SITE SHALL BE LIMITED TO THE AMOUNT PAID IN CONNECTION WITH SUCH USE OR SUCH INFORMATION OR SERVICES DURING THE THREE (3) MONTHS PRIOR TO THE FIRST EVENT GIVING RISE TO THE CLAIM. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
17. INDEMNIFICATION
You agree, at your expense, to indemnify, defend and hold harmless KnomAI and its officers, directors, employees, agents, representatives, suppliers, licensors and third-party partners from and against all claims, losses, expenses, damages and costs (collectively, “Damages”), including reasonable attorneys' fees, arising out of your use of this Site or the information or services available at the Site, including but not limited to the unauthorized use of your ID or password, material you access, download, submit, post, transmit or make available through this Site, your violation of these Terms of Use, any business or other transaction between you and another Registered User of this Site, and your violation of any rights of a third party.
18. MISCELLANEOUS
a. Governing Law and Jurisdiction. Except regarding that body of law relating to choice of law, these Terms of Use will be governed by and construed under the laws of the State of New York. The parties agree to submit to jurisdiction and venue in the state and federal courts sitting in the Southern District of New York.
b. Dispute Resolution. Where a claim, controversy or dispute arises out of or for these Terms of Use or the breach, termination, enforcement, interpretation or validity thereof (a "Dispute"), the parties will seek an amicable settlement of that Dispute through discussions and negotiations between representatives and appropriate management personnel of the parties, acting reasonably. If and only if such parties cannot resolve the matter within thirty (30) days after it first arose, each party may pursue legal action to enforce its rights.
c. Complete Agreement. These Terms of Use, together with any agreement you or your organization executes with KnomAI, constitutes the complete agreement between the parties and supersedes all previous communications and representations or agreements, either oral or written, with respect to the subject matter hereof. These Terms of Use cannot be modified or changed in whole or in part in any manner other than by an agreement in writing duly signed by both parties hereto.
d. Severability. If any provision of these Terms of Use or the application thereof to any person or circumstances will to any extent be invalid or unenforceable, the remainder of these Terms of Use, or the application thereof to any person or circumstances other than those as to which it is invalid or unenforceable, will not be affected, and each provision of these Terms of Use will be valid and enforced to the fullest extent of the law.
e. Waiver and Amendment. These Terms of Use may be amended, modified, superseded, canceled, renewed or extended, and the terms and conditions of these Terms of Use may be waived, only by a written instrument signed by the parties or, in the case of a waiver, by the party waiving compliance. The waiver by any party hereto of a breach of any provision of these Terms of Use will not operate or be construed as a waiver of any subsequent breach.
f. Interpretation. In these Terms of Use, (i) section headings are for convenience only and will not affect the construction or interpretation of these Terms of Use, (ii) the use of plural will include the singular and the use of the singular will include the plural, in each case where the context requires, and (iii) references to masculine, feminine or neuter genders will include each and every gender as the context requires.
19. CONTACTING KNOMAI
If you have questions regarding these Terms of Use, please contact KnomAI by email at support@KnomAI.com or by writing to Nomia-Tech Inc. (dba KnomAI) 1375 Broadway, Suite 504, New York – NY 10018
Effective Date: September 1, 2018
THIS document is Confidential