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PLEASE READ THESE TERMS AND CONDITIONS ("TERMS") CAREFULLY BEFORE USING sheri.ai ("COMPANY")'S SERVICES ("SERVICES"). BY ACCEPTING THESE TERMS, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, EXECUTING A SERVICE ORDER OR OTHER DOCUMENT THAT REFERENCES THESE TERMS, BY USING (OR MAKING ANY PAYMENT FOR) THE SERVICES, OR BY OTHERWISE AFFIRMATIVELY INDICATING YOUR ACCEPTANCE OF THESE TERMS, YOU:
(1) AGREE TO THESE TERMS ON BEHALF OF THE ORGANIZATION, COMPANY, OR OTHER LEGAL ENTITY FOR WHICH YOU ACT ("CUSTOMER");
(2) YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND CUSTOMER TO THESE TERMS. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THESE TERMS AND MAY NOT USE THE SERVICES.
"Company" refers to sheri.ai Ltd. (sheri.ai), the provider of the Services.
"Services" refers to the AI-driven Q&A solution provided by the Company, as described in the "Service Description" section of these Terms.
"User", “Customer”, or "you" refers to any individual or entity using the Services, whether by accessing a free, Pro, Team, or Enterprise edition of the Services.
"Content" refers to any data, information, materials, text, graphics, images, videos, or other media that is uploaded or created by users using the Services, or that is provided by the Company in connection with the Services.
"Customer Data" refers to any data, information, or materials submitted, uploaded, or created by users using the Services, as described in the "Customer Data" section of these Terms.
These Terms and Conditions ("Terms") govern your access to and use of our website located at www.sheri.ai (the "sheri.ai Website"), any mobile device software provided by us to you (the "sheri.ai Application"), sheri.ai's proprietary application programing interface, and any related documentation (the "sheri.ai API"), any text, pictures, media, data, information and other materials or content (collectively, the "Content") contained on or provided through the sheri.ai Website, sheri.ai Application, and sheri.ai API, and all other Content, products, or services provided by us to you, as more particularly described on the sheri.ai Website and the sheri.ai Application (collectively, the "sheri.ai Solution"). These Terms form an agreement between sheri.ai Ltd ("sheri.ai", "us", "we", "our") and you. The term "you" or "User" refers to the person or entity browsing, installing, downloading, accessing, or otherwise using the sheri.ai Solution.
By using the sheri.ai Solution in any way, including purchasing any services we provide on the sheri.ai Solution (the "Services"), you represent and warrant that (i) you have reached the age of majority in your jurisdiction, (ii) you have the capacity to enter into binding obligations, and (iii) all information supplied by you to us through the sheri.ai Solution is true, accurate, current, and complete.
You must be at least 18 years old and have the legal authority to enter into these Terms and to use the Services on behalf of yourself or your company. You represent and warrant that you have the right, authority, and capacity to enter into these Terms and to use the Services in accordance with these Terms.
These Terms do not create a partnership, joint venture or agency relationship between you and sheri.ai or any of our partners and affiliates. sheri.ai and you are independent contractors and neither party will have the power to bind the other or to incur obligations on the other’s behalf without the other party’s prior written consent.
The sheri.ai Solution may be configured, whether by the user or the Company, with links to third party websites, services, or resources that are not owned or controlled by sheri.ai. You acknowledge and agree that sheri.ai is not responsible or liable for the content, products, or services available from such third parties.
These Terms will govern the placement of any order you make through the sheri.ai Solution for a subscription to the Services (each such order, a "Subscription Order"). We will confirm your request by sending an email to the email address you have provided. Your placement of a Subscription Order through the sheri.ai Solution is an offer to purchase the Services ordered, and we may accept your Subscription Order by processing your payment through the sheri.ai Solution.
To access certain features of the sheri.ai Solution, you are required to create a user account using the available interfaces of the services and select a username and password login credentials (the "User ID"). You are responsible for keeping your User ID secure and not sharing it with any other person. You must provide us with true, accurate, current, and complete information for your User ID. If we believe or suspect that your information is not true, accurate, current, or complete, we may deny or terminate your access to the sheri.ai Solution. You may not register with more than one account owned, operated, or controlled by you.
Subject to your compliance with these Terms, sheri.ai grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the sheri.ai Solution solely for your personal or internal business purposes. This license is subject to the following restrictions:
sheri.ai may, at its sole discretion, terminate your access to and use of the sheri.ai Solution if you breach any of these restrictions or any other provision of these Terms.
Payment for the Services depends on the edition of the Services you are using. You may access the Services through a free, Pro, Team, or Enterprise edition. The pricing for the Pro, Team, and Enterprise editions will be determined and communicated to you by the Company via direct communication or on the sheri.ai website. The free edition of the Services is available without charge.
For the Pro and Team editions, you may access the Services through a monthly or annual subscription plan. Payment is processed through Stripe as the payment solution provider and is subject to their terms and conditions. We reserve the right to modify the pricing and availability of the Services at any time without prior notice. The company reserves the right to change the plan’s frequency at any time without notice as well as the payment service provider.
For the Pro and Team editions, payment will be collected via the card or payment vehicle on file on the monthly anniversary date. If you fail to make any payment when due, the Company may terminate your access to the Services without prior notice or liability. If payment is made within 30 days, there will be no penalty.
For the Enterprise edition, payment will be invoiced and due within 30 days of the invoice date. Failure to pay will result in termination of the account and all data history. Any transaction fees related to payment will be borne by sheri.ai.
All content, software, and technology used by the Company in providing the Services, including any modifications or improvements thereof, are the exclusive property of the Company or its licensors and are protected by intellectual property laws and treaties. You agree not to copy, modify, reproduce, distribute, transmit, display, publish, sell, or license any content or technology used in the Services without the prior written consent of the Company.
Any data, information, or materials uploaded or created by users using the Services are the exclusive property of the user, except to the extent that such content is derived from or incorporates any content or technology used in the Services. Users grant the Company a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable license to use such content to provide and improve the Services, and to develop and improve other products and services. See below “User Data” for specific intellectual property rights of the
Users are strictly prohibited from reverse engineering or attempting to reverse engineer any content, software, or technology used in the Services, or any aspect of the AI training or machine learning algorithms employed by the Services.
In the event of any breach of the intellectual property clause, the Company shall have the right to pursue any and all remedies available under applicable law, including injunctive relief, damages, and any other legal or equitable remedies.
These Terms and Conditions and any claims arising out of or related to the Services shall be governed by and construed in accordance with the laws of England and Wales, without giving effect to any principles of conflicts of law.
You may provide input to the Sheri.ai Services ("Input"), and receive output generated and returned by the Services based on the Input ("Output"). Input and Output are collectively referred to as "Content." As between the parties and to the extent permitted by applicable law, you retain ownership of all Input. Subject to your compliance with these Terms, Sheri.ai hereby assigns to you all its right, title, and interest in and to Output. This means you can use Content for any purpose, including commercial purposes such as sale or publication, if you comply with these Terms. Sheri.ai may use Content to provide and maintain the Services, comply with applicable law, and enforce our policies. You are responsible for the Input, including ensuring that it does not violate any applicable law or these Terms.
You grant us a nonexclusive, worldwide, royalty-free, irrevocable, sublicensable, and fully paid-up right to access, collect, use, process, store, disclose, and transmit any data, information, content, records, or files ("Customer Data") that you load, submit, transmit to or enter into the sheri.ai Solution, or that you otherwise transmit to sheri.ai in connection with these Terms. We will use the Customer Data to provide the sheri.ai Solution, exercise our rights and perform our obligations under these Terms, and improve and enhance the sheri.ai Solution and our other offerings. Other than specific conditions negotiated for the Enterprise edition, you recognize that the Company cannot prevent the user from data that potentially is commercially sensitive or personal identifiable data. The Company is not responsible for any disclosure of such data by the user.
Please review our current Privacy Policy, available at https://sheri.ai/privacy-policy, which contains important information about our practices in collecting, storing, using, and disclosing information about identifiable individuals ("Personal Information") and which is hereby incorporated into and forms a part of these Terms.
For the free edition, your data may be used to further train models and may be generalized to create archetypes. Your chats and responses may be accessed to help train the models and remain the property of sheri.ai.
For the Pro edition, your data may be used to train the models and/or create archetypes to help train the models. Your chats and responses may be accessed to help train the models and remain the property of sheri.ai.
For the Team edition, your data may be used to train the models and/or create archetypes. All of the content uploaded by you to sheri.ai remains your intellectual property without encumbrance. Your chats and responses may be accessed to help train the models and remain your intellectual property without encumbrance except with regard to the conditions of section 3.
For the Enterprise edition, your pseudonymised data may be used to train the models. All of the content uploaded by you to sheri.ai remains your intellectual property without encumbrance. Your chats and responses may be accessed to help train the models and remain your intellectual property without encumbrance except with regard to the conditions of section 3.
All content, software, and technology used by the Company in providing the Services are the property of the Company or its licensors and are protected by intellectual property laws and treaties except for Your Content defined below. You agree not to copy, modify, reproduce, distribute, transmit, display, publish, sell, or license any content or technology used in the Services without the prior written consent of the Company.
Content Overlap. Given the inherent characteristics of machine learning, Output may not be exclusive to individual users, and the Services could produce identical or comparable output for Sheri.ai or another party. As an illustration, you may submit input to a model, such as "Name a popular fruit," and receive output like "Apple." Simultaneously, other users might pose similar queries and obtain the same answer. Outputs generated in response to other users' requests are not deemed your Content.
Precision. The fields of artificial intelligence and machine learning are continuously advancing. Our ongoing efforts aim to enhance our Services, making them more precise, dependable, secure, and valuable. However, due to the inherent uncertainty of machine learning, utilizing our Services might occasionally lead to erroneous Output that fails to accurately represent actual individuals, locations, or facts. It is essential to assess the accuracy of any Output according to your specific use case, which may include employing human review of the Output.
You agree to use the Services only for lawful purposes and in accordance with these Terms. You are responsible for ensuring that all content submitted through the Services complies with applicable laws, regulations, and industry standards. The Company reserves the right to remove any content that violates these Terms or that is otherwise objectionable, in the Company's sole discretion.
You agree not to use the Services for any illegal or unauthorized purpose, including, but not limited to, violating intellectual property rights, transmitting viruses or other harmful code, or engaging in abusive or harassing behavior. You agree not to interfere with or disrupt the Services or the servers or networks connected to the Services. You agree not to upload, share, distribute, or otherwise use any documents, data, and any other content for which you lack the necessary rights, permissions, or licenses. This includes copyrighted material, trade secrets, and confidential documents that you are not explicitly authorized to access or disseminate by the rightful owner(s).
The Company collects and processes personal data in accordance with its Privacy Policy, which is incorporated by reference into these Terms. You agree to comply with all applicable data protection laws and regulations, including GDPR, CCPA, and HIPAA, and to ensure that any personal data you provide or access through the Services is accurate, complete, and up-to-date. By using the sheri.ai Solution, you agree to the collection, processing, and use of your personal data in accordance with sheri.ai's Privacy Policy, which is incorporated into these Terms by reference. You acknowledge and agree that sheri.ai may use anonymized, aggregated data derived from your use of the sheri.ai Solution for any purpose, including but not limited to improving the sheri.ai Solution, developing new features, and conducting research.
sheri.ai reserves the right, at its sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice on the sheri.ai website and/or the sheri.ai application prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. Your continued use of the sheri.ai Solution after the effective date of such changes constitutes your acceptance of the new Terms. If you do not agree to the new Terms, in whole or in part, you must stop using the sheri.ai Solution.
You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, and partners from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or related to your use of the Services, your breach of these Terms, or your violation of any applicable law or regulation, or your release of commercially sensitive or personally identifiable information whether intentionally or unintentionally.
IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR PARTNERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM OR RELATED TO THE USE OR INABILITY TO USE THE SERVICES, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICES. THIS LIMITATION APPLIES WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE COMPANY'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE OF THE CLAIM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE TWELVE (12) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING.
THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. THE COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE SERVICES.
You agree to defend, indemnify, and hold harmless our company, including our subsidiaries, affiliates, and all of our respective officers, directors, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, arising from or related to: (1) your User Content; (2) your use of the Services; (3) your breach of these Terms and Conditions; (4) any misrepresentation or breach of warranties made by you under these Terms and Conditions; (5) your infringement or violation of any third party's rights, including but not limited to intellectual property, privacy, or publicity rights; or (6) any harmful conduct, intentional or otherwise, towards any other user of the Services with whom you connected via the Services.
In the event of any claim, action, or proceeding for which you are required to indemnify us, we reserve the right, at your expense, to assume exclusive control and defense of such matter. You agree to provide us with any necessary cooperation, information, and assistance, at your expense, to defend against such claims. We will make reasonable efforts to promptly notify you of any claim, action, or proceeding subject to this indemnification upon becoming aware of it.
YOU AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
You acknowledge and agree that the Company and its licensors own all right, title, and interest in and to the Services and any modifications or improvements thereof, including all intellectual property rights therein. You agree not to remove, obscure, or alter any copyright, trademark, or other proprietary rights notices affixed to or contained within the Services.
These Terms constitute the entire agreement between you and the Company regarding the Services and supersede all prior or contemporaneous agreements or communications, whether oral or written, between you and the Company regarding the Services.
These Terms and your use of the Services shall be governed by and construed in accordance with the laws of England and Wales, without giving effect to any principles of conflicts of law. Any dispute arising from or related to these Terms or the Services shall be resolved exclusively by the courts of England and Wales.
The failure of the Company to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid, illegal, or unenforceable provision shall be replaced by a valid, legal, and enforceable provision that most closely matches the intent of the original provision.
You are responsible for paying any applicable taxes related to your use of the Services. Except within the United Kingdom, the fees charged for the Services do not include any taxes, duties, or other governmental assessments, all of which shall be payable by you. Within the United Kingdom, VAT is included in the fees.
The Company reserves the right to modify, suspend, or terminate the Services at any time and for any reason, with or without notice. The Company shall not be liable to you or to any third party for any modification, suspension, or termination of the Services.
The free tier of the Services may be subject to outages or downtime without prior warning. For users of the Pro and Team tiers, the Company aims to maintain a 95% uptime target for the Services. However, please note that the 95% uptime target does not constitute a guarantee or warranty. Users of the Enterprise tier will be governed by a separate Service Level Agreement (SLA) that sets forth specific uptime commitments and associated terms. The Company shall not be liable for any loss or damage resulting from any downtime or unavailability of the Services, regardless of the tier in use.
The Company reserves the right to perform routine maintenance during weekends, which may cause temporary outages in the Services. The Company will make reasonable efforts to notify users of any planned outages during the working week and will strive to minimize the duration of such outages. Notwithstanding the foregoing, the Company shall not be liable for any loss or damage resulting from any downtime or unavailability of the Services due to maintenance or other causes.
These Terms will remain in effect until terminated by either you or the Company. You may terminate these Terms at any time by ceasing to use the Services and deleting any content or data associated with your account. The Company may terminate these Terms at any time and for any reason, with or without notice, and without liability to you.
You may not use sheri.ai’s or any of its affiliates’ names, logos, or trademarks, without our prior written consent.
The Company reserves the right to modify these Terms at any time and for any reason, and the modified Terms will be effective upon posting on the Company's website. Your continued use of the Services after the posting of the modified Terms constitutes your acceptance of the modified Terms. The Company's failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.
These Terms, together with the Privacy Policy and any other agreements or policies referenced herein, constitute the entire agreement between you and the Company regarding the Services and supersede all prior or contemporaneous agreements or communications, whether oral or written, between you and the Company regarding the Services.
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid, illegal, or unenforceable provision shall be replaced by a valid, legal, and enforceable provision that most closely matches the intent of the original provision.
