Terms of Service
THESE TERMS OF SERVICE (THESE "TERMS") GOVERN TUGAN.AI'S SERVICES SUBSCRIPTION AND USE. IF YOU RECEIVE A FREE TRIAL OF TUGAN.AI'S SERVICES, THE APPLICABLE PROVISIONS OF THESE TERMS WILL ALSO APPLY. YOU ACCEPT OR AGREE TO THESE TERMS BY ACCESSING OR USING TUGAN.AI'S WEBSITES AND SERVICES. IF YOU ARE ACCEPTING OR ENTERING INTO THESE TERMS ON BEHALF OF A LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS, IN WHICH CASE THE TERM "SUBSCRIBER" SHALL REFER TO SUCH ENTITY AND ITS AFFILI DO NOT ACCESS OR USE TUGAN.AI'S SERVICES IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE PROVISIONS OF THESE TERMS.
LAST UPDATED: November 2, 2023
EFFECTIVE DATE: November 2, 2023
These Terms of Service (these "Terms") are made by and between the party accepting them ("Subscriber") and Tugan.ai and take effect on the date they are accepted by Subscriber.
Tugan.ai, Inc., a France corporation, is referred to as "Tugan.ai." The entire subscription agreement (the "Agreement"), including these Terms, is made for the purpose of granting Subscriber a limited subscription to use Tugan.ai's website, support, or other services (the "Services").
2. Free Trial.
2.1. If Subscriber receives a free trial ("Trial Account") of one or more Services from Tugan.ai, Tugan.ai will make such Services available to Subscriber on a trial basis free of charge until the earlier of (a) fourteen (14) days (the "Evaluation Period"), (b) the start of any paid subscription for such Services, or (c) termination by Tugan.ai in its sole discretion. If Subscriber does not sign up for a paid subscription to the Services by the end of the Evaluation Period, the Agreement will automatically terminate unless Tugan.ai agrees, in its sole discretion, to extend the Evaluation Period. Additional terms and conditions may appear on the Trial Account registration website, and any such additional terms and conditions are incorporated into and legally binding by reference into this Agreement.
2.2. ALL TRIAL ACCOUNTS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTY. TRIAL ACCOUNTS MAY BE SUSPENDED, TERMINATED, OR DISCONTINUED FOR ANY REASON AT ANY TIME (OR NO REASON). ALCHEMY DISCLAIMS ALL OBLIGATIONS AND LIABILITY UNDER THE AGREEMENT (INCLUDING LIABILITY OTHERWISE PROVIDED FOR IN SECTION 13 (LIMITATION OF LIABILITY)) FOR ANY HARM OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH A TRIAL ACCOUNT, INCLUDING ANY OBLIGATION OR LIABILITY FOR SUBSCRIBER DATA. ANY CONFIGURATIONS OR SUBSCRIBER DATA ENTERED INTO A TRIAL ACCOUNT, AS WELL AS ANY CUSTOMIZATIONS MADE BY OR FOR SUBSCRIBER, MAY BE PERMANENTLY LOST IF THE TRIAL ACCOUNT IS SUSPENDED, TERMINATED, OR DISCONTINUED. THE INDEMNIFICATION OBLIGATIONS OF ALCHEMY UNDER SECTION 16 (INDEMNIFICATION) DO NOT APPLY TO TRIAL ACCOUNTS.
3. Tugan.ai's Obligations.
3.1 Services. Tugan.ai will provide the Services to the Subscriber in accordance with one or more online or written ordering documents. Each Service Order that incorporates the Agreement is included in the Agreement.
3.2 Compliance with Laws. Tugan.ai will follow all applicable laws and governmental regulations regarding the Services.
3.3 Personnel and Performance. Tugan.ai will be responsible for the performance of its personnel (including employees and contractors) and their compliance with the Agreement. Tugan.ai enters into the Agreement on behalf of itself and its Affiliates. An "Affiliate" of a party is any entity (a) that the party Controls; (b) that the party is Controlled by; or (c) with which the party is under common Control, where "Control" means direct or indirect control of fifty percent (50%) or more of an entity's voting interests (including by ownership).
3.5 Security Measures. Tugan.ai will maintain administrative, physical, and technical safeguards for the Services' security and integrity (the "Security Measures") in accordance with industry best practices. Tugan.ai will only store, process, transmit, and disclose electronic data and configurations submitted to the Services by or on behalf of Subscriber ("Subscriber Data") in accordance with the terms of the Agreement and the Documentation. Independent of Subscriber Data, the Services will not transmit code, files, scripts, agents, or programs designed to cause harm, such as viruses, worms, time bombs, and Trojan horses ("Malicious Code").
4. Subscriber's Obligations.
4.1 Subscriber Data. Subscriber is responsible for Subscriber Data and the provision of Subscriber Data to the Services in accordance with the Agreement.
4.2 Personnel and Performance.Subscriber will be held accountable for the compliance of its personnel (including employees and contractors) with the terms of the Agreement. Subscriber agrees to the terms of the Agreement on behalf of its Affiliates who use the Services.
4.3 Non-Tugan.ai Services. Subscriber may use services not provided by Tugan.ai ("Non-Tugan.ai Services") in conjunction with the Services, granting Tugan.ai permission to interoperate with the Non-Tugan.ai Services as directed by Subscriber or the Non-Tugan.ai Services. Unless otherwise specified in a Service Order: (a) Tugan.ai does not warrant or support Non-Tugan.ai Services, (b) as between Tugan.ai and Subscriber, Subscriber assumes full responsibility for the Non-Tugan.ai Services, including any disclosure, modification, or deletion of Subscriber Data by the Non-Tugan.ai Services, and (c) Tugan.ai shall have no liability for, and Subscriber shall not be relieved of any obligations under the Agreement or entitled to any refund, credit, or other compensation due to any unavail
4.4 Third Party Reports. Tugan.ai may receive notices from third parties ("Reporters") regarding Subscriber Data or Subscriber's use of the Services as an intermediary ("Reports"). Tugan.ai will send all Reports to the email address provided by the Subscriber who has been designated to receive Reports (the "Abuse Contact"). Upon receipt of a Report, Subscriber will I acknowledge receipt to Tugan.ai within two (2) business days of receipt, and (ii) promptly address the Report with the Reporter, including informing the Reporter that Subscriber (rather than Tugan.ai) is the appropriate party to address the matter. If a Reporter inquires about Subscriber Data or the Subscriber's use of the Services, Tugan.ai may provide the Abuse Contact.
4.5 Responsibilities. Subscriber (a) shall use the Services in accordance with the applicable Documentation; (b) shall be responsible for using commercially reasonable efforts to prevent unauthorized access to or use of the Services; (c) shall promptly notify Tugan.ai of any unauthorized access or use of the Services; (d) shall respond to Reports in accordance with Section 4.4 (Third Party Reports) and take reasonably appropriate action to resolve the reported matter; (e) shall not use the Services to store, transmit or display Subscriber Data for fraudulent purposes or in violation of applicable laws and governmental regulations; (f) shall not make the Services available to, or use the Services for the benefit of, anyone other than Subscriber's own personnel or end users; (g) shall not use the Services to store, transmit or display Malicious Code; (h) shall not interfere with or disrupt the integrity or performance of the Services or any third-party technology contained therein; (i) shall not attempt to gain unauthorized access to any of Tugan.ai's datacenters, systems or networks; (j) shall not permit direct or indirect access to or use the Services in a way that circumvents a usage or capacity limit of the Services or use the Services to access or use any of Tugan.ai's intellectual property except as permitted under the Agreement; (k) shall not sell, resell, license, sublicense, distribute, redistribute, rent, or lease the Services except as integrated with its own offerings that provide additional functionality to its end users; (l) subject to Section 9.2 (Tugan.ai Software), shall not copy, modify or create a derivative work of the Services or any part, feature, function, or user interface thereof; (m) shall not access the Services or use the Documentation to develop a competitive product or service; (n) subject to Section 9.2 (Tugan.ai Software), except as permitted by applicable laws or governmental regulations, shall not reverse engineer, decompile, translate, disassemble or otherwise attempt to extract any or all of the source code of the Services; (o) shall not alter, remove or obscure any copyright, trademark or other proprietary notices or confidentiality legend on the Services; (p) shall obtain and maintain appropriate equipment and ancillary services needed to connect to, access or otherwise use the Services, including modems, hardware, servers, software, operating systems and internet access; (q) obtain and maintain any required consents necessary to permit the processing of Subscriber Data by Tugan.ai under the Agreement; and (r) obtain and maintain any consents necessary to permit the processing by Tugan.ai of the personal information of Subscriber's personnel that serve as Subscriber's designated contact for purposes of the Services and the Agreement. (s) shall not multiplex usage across different accounts on the services.
4.6 Service Notices. If Tugan.ai suspects that Subscriber is violating his or her obligations under this Section 4 (Subscriber's Obligations), Tugan.ai will send an email to the Abuse Contact (the "Service Notice") and request that Subscriber take reasonably appropriate action, such as ceasing problematic usage, changing a configuration, updating account credentials, or removing applicable Subscriber Data. If a Subscriber fails to comply with a Service Notice within the time period specified in the Service Notice, Tugan.ai reserves the right to suspend Subscriber's access to the Services until the requested action is taken. If Subscriber fails to take the required action within ten (10) days or fails to comply with Subscriber's obligations under this Section 4 (Subscriber's Obligations) twice in any rolling twelve (12) month period, Tugan.ai may terminate the Agreement immediately for cause. In addition, Tugan.ai responds to notices of alleged copyright infringement and may block access to the applicable Service or terminate accounts of repeat infringers in accordance with the process outlined in the United States Digital Millennium Copyright Act of 1998. All access restrictions, suspensions, and terminations for cause shall be made at Tugan.ai's sole discretion, and Tugan.ai shall be under no liability to Subscriber or any third party for any termination of Subscriber's account or access to the Services.
5. Term and Termination.
5.1 Term. These Terms apply for the duration of any Service Order that incorporates the Agreement. A Service Order's term must be specified in the Service Order. Service Orders will be renewed for successive terms unless either party provides at least ninety (90) days' notice of a change in pricing terms or nonrenewal at the end of the applicable term.5.2 Termination for Cause.In addition to Tugan.ai's right to terminate the entire Agreement under Section 4.6 (Service Notices), Subscriber or Tugan.ai may terminate the entire Agreement for cause (a) upon 30 days' written notice to the other of a material breach if the breach remains uncured at the expiration of the notice period or (b) if the other party I becomes the subject of a proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors to the extent that the proceeding5.3 Termination for Convenience.Tugan.ai may terminate this Agreement without cause by providing Subscriber with at least two (2) weeks' prior written notice.5.4 Survival.Any term or condition that by its nature is clearly intended to survive the expiration or termination of the Agreement, including Sections 4.5(j), (k), (n), (o), and (p) (Subscriber's Obligations), Section 7.1 (Fees), Section 7.5 (Refund or Payment upon Termination), Section 8 (Confidentiality), Section 9 (Licenses and Proprietary Rights), Section 13 (Limitation of Liability), Section 14 (Exclusion of (Indemnification).
8. Fees and paymentYou may be required to purchase or pay a fee to access some of our services. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Site. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. We bill you through an online billing account for purchases made via the Site. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in You agree to pay all charges or fees at the prices then in effect for your purchases, and you authorize us to charge your chosen payment provider for any such amounts upon making your purchase. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment. We also reserve the right to refuse any order placed through the Site.
9. Cancellation and Refunds
9.1. User-initiated cancellations:Users reserve the right to cancel their subscription at any given time. To process a cancellation, users must navigate to the account settings and select the cancellation option. Please note that cancellation will take effect from the end of the current billing period. Refunds will not be provided for cancellations made midway through a billing period.
If you are unsatisfied with our services, please email us at [email protected]
9.2 Late or missed payment cancellations:In the event of a missed or late payment, we reserve the right to suspend or terminate your account without prior notice. Reactivation of the services will only occur after receipt and clearance of due payments.
9.3. Misuse and Abuse of Services:Any violation of our terms of service, including but not limited to unauthorized sharing of accounts, illegal or unethical use of our services, attempts to circumvent our systems, misuse of customer support, or any form of fraudulent activity, will be grounds for immediate termination of the account. Refunds will be forfeited under such circumstances.
9.4. Refunds:Unless otherwise stated in these terms, all payments for our services are non-refundable and consequently, all charges from those payments are non-refundable. No refunds shall be provided for partial usage or dissatisfaction with our services. In exceptional circumstances, we may offer refunds solely at our discretion.
9.5. Changes:We reserve the right to revise the terms of service including cancellation and refund policy at any time. All changes will take effect immediately upon posting on the website, and you waive any right you may have to receive specific notice of such changes.
9.6. Involuntary Cancellations:We reserve the right to suspend or terminate user accounts that we believe, in our sole discretion, are abusive, threatening, or in violation of our terms and conditions, without prior notice or liability. In such case, no refunds will be issued.
9.7. Responsibility After Cancellation:After the cancellation of your account, we will not be responsible for the deletion, modification, or direct forwarding of any information related to your account. It is advised to ensure you have a backup of data if needed.
Please make sure you read and understand these conditions before you use our services. By using our services, you agree to respect these terms. If you have any query about these terms or need assistance with your account, please don't hesitate to contact us.
10. Free Trial and Automatic Renewals
10.2 Automatic Renewals:Upon the expiration of your free trial, your subscription will automatically renew and convert into a paid subscription unless you cancel your subscription before your free trial period ends. You will be billed for the billing period on the payment method you provided when signing up for the free trial.
10.3 Renewal Notifications:We will send an email to remind you that your free trial is about to expire and your subscription will start.
10.4 Cancellation:You may cancel your free trial at any time during the free trial period and avoid being charged. Please note that if you cancel before the end of the free trial period, you will lose access to our service as soon as you cancel.
10.4 No Refunds:Once you have been billed for a billing period, no refunds will be granted for that period, regardless of usage or satisfaction of the service.
By using our free trial, you agree to these terms. If you have questions about the free trial or automatic renewals, please feel free to reach us.
11. Prohibited activitiesYou may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
As a user of the Site, you agree not to:
- Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- Engage in unauthorized framing of or linking to the Site.
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
- Attempt to impersonate another user or person or use the username of another user.
- Use any information obtained from the Site in order to harass, abuse, or harm another person.
- Use the Site as part of any effort to compete with us or otherwise use the Site and/or the content for any revenue-generating endeavor or commercial enterprise.
- Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
14. SubmissionsYou acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site ("Submissions") provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
19. Governing lawThese Terms shall be governed by and defined following the laws of France, without regard to its conflict of law provisions. Shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these terms.
20. Dispute resolution
RestrictionsThe Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and ArbitrationThe Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
21. CorrectionsThere may be information on the Site that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time, without prior notice.
22. DisclaimerTHE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
23. Limitations of liabilityNO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 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 BY THE CUSTOMER ON OUR WEBSITE, IF ANY, BY YOU TO US. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
25. User dataWe will maintain certain data that you transmit to the Site for the purpose of managing the performance of the Site, as well as data relating to your use of the Site. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Site. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
26. Electronic communications, transactions, and signaturesVisiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
27. California users and residents.If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
29. Contact us
Tugan.ai is in charge of controlling the personal data we handle in accordance with this Privacy Notice. Contact us at [email protected] if you have any inquiries about our privacy practices, this privacy notice, or to make use of the rights described in this privacy notice.