- Beta AI Functionalities. These Terms govern your access and use of the AI Functionalities that Totango offers on a beta basis. The AI Functionalities are offered “AS-IS” and "AS AVAILABLE" basis for testing and evaluation purposes. Notwithstanding anything to the contrary in any agreement between the parties, Totango makes no warranties or representations and has no indemnity or support obligations with respect to the AI Functionalities. The use of the AI Functionalities is at your sole risk and decision. The AI Functionalities are an integration with Jasper, a service provider which currently hosts the data in the United States. Consequently, in relation to your use of the AI Functionalities, Totango does not provide any regional data hosting, irrespective of any prior agreement between the parties regarding regional data hosting terms.
- Use. If you Input, create and/or share the Output, you represent, warrant and covenant that you own or have acquired all the necessary permissions and rights to do so, that you have complied and will comply at all times with applicable laws, and that you have not and will not infringe, misappropriate or violate third party rights (including, without limitation, intellectual property rights, and proprietary or privacy rights). You understand that the AI Functionalities and/or JASPER may not be available at all times, may be removed or changed at any point and may be subject to third-party terms. Totango reserves the right to modify or terminate these Terms, or your use of the AI Functionalities and/or JASPER, to limit or deny access to the AI Functionalities and/or JASPER at any time, in Totango's sole discretion, for any reason, with or without notice and without liability to you. If you use the AI Functionalities and/or the JASPER to process personal data, you must provide legally adequate privacy notices and obtain necessary consents, authorizations and/or legal basis in place for the processing of such data, and you represent that you are sharing and processing such data in accordance with applicable law. Your use of the AI Functionalities is not covered by any existing business associate agreement (if any) with Jasper and/or Totango.
- Restrictions. You may not (i) use the AI Features in a way that infringes, misappropriates or violates any person’s rights; (ii) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the AI Features (except to the extent such restrictions are contrary to applicable law); (iii) use output from the AI Features to develop models that compete with Totango and/or Jasper; (iv) use any automated or programmatic method to extract data or output from the AI Features, including scraping, web harvesting, or web data extraction; (v) represent that output from the AI Features was human-generated when it is not or otherwise violate these Terms; (vii) buy, sell, or transfer API keys without our prior consent; or (viii), send any personal information of children under 13 or the applicable age of digital consent. You will comply with any rate limits and other requirements in our documentation. You may use the AI Features only in geographies currently supported by Totango and Jasper.
- Intellectual Property. Totango and its third-party technology providers and licensors (including Jasper), as applicable, own all legal right, title and interest in and to the AI Functionalities, including all intellectual property rights. Except for the rights expressly granted under these Terms, no other rights or permissions to access or use any of the AI Functionalities is granted.
- Input and Output. You hereby grant Totango a worldwide, irrevocable, non-exclusive, royalty-free, sublicensable and transferable license to use, process, reproduce, share, distribute, adapt, transform, prepare derivative works of, display, and perform the Input and the Output in connection with the Services, including, without limitation, to share it with Jasper (in accordance with their terms and policies). As between the parties and to the extent permitted by applicable law, you are responsible for the Input and your use of the Output, including, without limitation, for ensuring that it does not violate any applicable laws, policies or these Terms. You agree that Totango may use Input and Output as necessary to provide and maintain the AI Functionalities, to comply with applicable law, to enforce their respective policies, and in an anonymized manner to improve its services and products. Due to the nature of machine learning, Output may not be unique across users and the AI Functionalities may generate the same or similar output. Responses that are requested by and generated for other users are not considered your Output.
- Indemnification. You agree to defend, fully indemnify and hold harmless Totango, our affiliates, licensors and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to reasonable attorney’s fees) arising from or related to your use of the AI's Functionalities, Input and/or Output.
- Warranty Disclaimers. YOU HEREBY UNDERSTAND AND ACKNOWLEDGE THAT WHEN ACCESSING AND/OR USING THE SERVICES AND/OR USING THE AI FUNCTIONALITIES AND/OR RECEIVING THE OUTPUT: (I) YOU SHALL BE SOLELY RESPONSIBLE AND LIABLE FOR THE INPUT (AND YOUR SHARING OF THE OUTPUT) AND THE CONSEQUENCES OF CREATING, USING, OR SHARING THEM; (II) YOU MAY BE EXPOSED TO OUTPUT FROM A VARIETY OF SOURCES; (III) TOTANGO AND ITS THIRD PARTY LICENSORS (INCLUDING, JASPER) ARE NOT RESPONSIBLE AND TAKES NO LIABILITY FOR THE ACCURACY, USEFULNESS, INTEGRITY, LAWFULNESS, TITLE OR INFRINGEMENT, FUNCTIONALITY OR INTELLECTUAL PROPERTY RIGHTS OF, OR RELATING TO, SUCH OUTPUT; AND (IV) THE AI FUNCTIONALITIES AND THE OUTPUT ARE PROVIDED “AS IS” AND "AS AVAILABLE" AND USE OF THE AI FUNCTIONALITIES AND THE OUTPUT IS AT YOUR SOLE RISK AND FREE WILL. YOU HEREBY AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU MAY HAVE AGAINST TOTANGO AND ITS THIRD-PARTY LICENSORS (INCLUDING JASPER) WITH RESPECT TO THE AI FUNCTIONALITIES AND/OR OUTPUT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, TOTANGO EXPRESSLY DISCLAIMS ALL AND YOU RECEIVE NO WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Last updated: September 26, 2023