Before becoming a User, and before accessing or using the Platform, you are required to agree to the terms of this Agreement. This Agreement is the complete and exclusive agreement between you and DeepFiction regarding your access to and use of the Platform and supersedes any oral or written proposal, unsigned agreements, or other communication between you and DeepFiction regarding your access to and use of the Platform; provided, however, specific portions of the Platform or aspects of the Services may be governed by additional terms, which will govern in the event of a conflict between the terms of this Agreement and such additional terms to the extent of such conflict.
PLEASE CAREFULLY READ THIS AGREEMENT. BY DOWNLOADING, ACCESSING, OR USING THE PLATFORM, OR BY CLICKING A BOX THAT STATES THAT YOU ACCEPT OR AGREE TO THESE TERMS, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, ACCESS, OR USE THE PLATFORM OR CLICK THAT YOU ACCEPT OR AGREE TO THESE TERMS.
IF YOU DO NOT AGREE TO THIS AGREEMENT, OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT, DEEPFICTION IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE PLATFORM AND YOU MAY NOT ACCESS OR USE THE PLATFORM OR ASSOCIATED SERVICES.
THESE TERMS CONTAIN AN ARBITRATION PROVISION, WHICH LIMITS YOUR RIGHTS TO BRING AN ACTION IN COURT AND HAVE DISPUTES DECIDED BY A JUDGE OR JURY, AND PROVISIONS THAT LIMIT DEEPFICTION’S LIABILITY TO YOU.
This Agreement is entered into as of the earlier of the date you first download, access, or use the Platform or associated Services and will continue in effect until terminated as set forth herein.
The Platform is intended for use by individuals 18 years of age and older. Additionally, to access and use the Platform or particular Services, other eligibility requirements may apply, and you may need to fulfill certain other legal obligations specific to your jurisdiction. DeepFiction makes no representation that the Platform is appropriate or available for use in all jurisdictions. Accessing any part of the Platform is prohibited from any jurisdictions where access to or use of the Platform is prohibited.
3. Accounts and Conduct
3.1 Account Creation and Responsibility
In order to access certain Services, you may be required to establish an account on the Platform (an “Account”). Approval of your request to establish an Account is at the sole discretion of DeepFiction. Each Account and the login credentials or device authentication for each Account (the “Account ID”) is for your sole use and may only be used by you. You may not use an Account ID of another person with the intent to impersonate that person. You may not distribute or transfer your Account or Account ID or provide a third-party with the right to access your Account or Account ID. You are solely responsible for all use of the Platform through your Account. All transactions completed through your Account or under your Account ID are deemed to have been authorized and completed by you. You shall ensure the security and confidentiality of your Account ID, and must notify DeepFiction immediately by email at [email protected] if any Account or Account ID, or a device associated with same, is lost, stolen, improperly accessed, or otherwise compromised.
3.2 Third-Party Site Access
Your account information may include information about you that we obtain from third-party websites, applications, and accounts made available to us by you, such as Google for account credentials, or Stripe for payment processing (“Registration Information”). If you provide us with login or other access credentials to such third-party websites, applications, and accounts, you authorize us to use such credentials to access Registration Information as your appointed attorney-in-fact and agent for the limited purposes of obtaining and using such information as if you were accessing it personally yourself and providing it to us. By providing us with such credentials for third-party services, you represent and warrant to us that any Registration Information obtained by us through the use of such credentials is true, correct, and complete in all respects. Notwithstanding the foregoing, we are under no obligation to monitor, update, maintain, or review any aspect of your Registration Information and provide no endorsement or guarantee in relation to such information or any third-party websites, applications, or accounts by which you make it available to us, nor are we responsible for changes made in these accounts as a result of permissible actions taken under the Services.
3.3 Identity Verification
DeepFiction may require that you verify your identity before accessing or using certain Services. Promptly following DeepFiction’s request, you shall provide DeepFiction all Registration Information and other Content, including your full name and any documents or photographs, necessary for DeepFiction to verify your identity. You hereby represent, warrant and covenant that such Content is complete, accurate, and current. DeepFiction reserves the right to freeze your Account until your identity has been verified pursuant to this Section and to terminate your Account should you fail to comply with your obligations under this Section. You authorize DeepFiction and its agents to make such investigative inquiries and request such third-party reports as it deems necessary to verify your identity.
The subscription fee to use the Platform depends on your selected subscription tier, and can be charged to your account on a monthly or annual basis. Applicable fees are charged to your account upon activation of your subscription and on the same day of each calendar month thereafter for monthly subscriptions or the first day of the thirteenth calendar month following activation for annual plans (“Payment Due Date”) and debited from the payment source that you designate using our secure online portal (“Payment Account”). Additional Platform fees, if any, will vary by feature and Service. Except as otherwise provided by law, Platform fees are subject to change without notice at any time and you are responsible for reviewing and understanding applicable fees by reviewing the applicable terms prior to engaging in Platform activity. You are responsible for any and all use, sales, and other taxes imposed on your access to and use of the Platform.
3.4.1 Consent to Debit
You authorize us to debit your Payment Account on each Payment Due Date for the then-outstanding total of cumulative unpaid subscription fees charged to your Account. You may also authorize us to debit your Payment Account from time to time to pay for other Services on the Platform or for other amounts due, subject to any Agreements relating to each Service or obligation, but never for more than your Account’s then-outstanding balance. You agree that your use of the Platform and of particular Services or features, all requests to debit your account in relation to them, and all electronic records of such requests constitute proof of debit authorization for all legal purposes. These debit authorizations do not constitute an assignment of wages.
3.4.2 How We Handle Electronic Transfers
You can make electronic payments through Visa, Mastercard, American Express, Discover, JCB, Diners Club, and UnionPay. If we change a term or condition relating to electronic transfers that would (a) increase fees that you pay, (b) increase your potential liability, (c) reduce the eligible types of electronic transfers, or (d) tighten limits on the amount and frequency of transfers, the change only comes into effect 21 days after we notify you in writing. This does not apply if we have to impose a change for security reasons.
3.4.3 Stop Payments
You may stop payment on a preauthorized electronic debit at least three (3) days before the scheduled date of the transfer, by selecting “Payment Settings” in the menu bar of the DeepFiction app and opting out of "Auto-Pay," or by calling us at +1 708-580-6435 or emailing us at [email protected]. Stopping payment does not remove the obligation to pay amounts due.
3.5 Your Content
3.6 Your Conduct
You agree not to harass, advocate harassment, or engage in any conduct that is abusive or harmful to any other person or illegal under applicable law. We reserve the right, but are not obligated, to investigate or prohibit any conduct, or remove or refuse to post any Content (including Your Content) that we deem in our sole discretion to be unlawful; in breach of this Agreement; violative of the rights of others; otherwise offensive to you, the Platform, other Users, any other person, or our rights; or that may be harmful to others, our operations, or reputation. We assume no liability and shall not be liable directly or indirectly for any action or inaction with respect to your conduct, communication, transactions, or Content. Additionally, we may disclose any Content or electronic communication of any kind: (i) to satisfy any law or request by a governmental authority; (ii) if such disclosure is necessary or appropriate to operate the Platform; (iii) to protect our rights or property, our Users and customers, you, or any other person; or (iv) if, in our sole discretion, such Content or electronic communication should be referred to law enforcement or other government authorities. Furthermore, in addition to removing any of Your Content, DeepFiction reserves the right to suspend or remove you from the Platform as described in Section 6.
3.7 Compliance Verification
4.1 To the Platform
Subject to your compliance with this Agreement and satisfaction of associated eligibility criteria, including timely payment of the applicable monthly or annual subscription fee, DeepFiction permits you to access and use the Platform solely for lawful purposes in accordance with the terms of this Agreement and any other agreement you make with us before being given access to any specific areas of the Platform or particular Services.
4.2 To Content
Unless otherwise noted on the Platform, other than Your Content and stories generated by the AI tool in response to your prompts (“Your Stories”), all Content available through the Platform is owned by DeepFiction, the Users providing that Content, or DeepFiction’s other Content providers (“Platform Content” or “Content”). Subject to your compliance with this Agreement, you may access the Platform Content solely for your own purposes in connection with your own use of the Platform. You may not, and may not permit any third-party to: (a) alter, modify, reproduce, or create derivative works of any Platform Content; (b) distribute, sell, resell, convey, lend, loan, lease, license, sublicense, gift, or transfer any Platform Content; or (c) alter, modify, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Platform Content. Except as expressly described in this Agreement or as required by applicable law, DeepFiction has not verified the accuracy of, and shall not be responsible for any errors or omissions in, any Platform Content. Without limiting the foregoing, DeepFiction shall not be held liable to you or any other third-party for any Platform Content (or any other Content, including Your Content) under any law which is now in effect or may hereafter be enacted, including the Communications Decency Act (“CDA”), 47 U.S.C. § 230. Except as set forth in this Agreement, you are granted no licenses or rights in or to any Platform Content, or any IPR (as defined below) therein or related thereto. For the avoidance of doubt, you have full ownership of and rights to Your Stories, except that DeepFiction retains a perpetual license pursuant to section 3.5, “Your Content.”
4.3 To Services
Access to certain features of the Platform or particular Services may require you to agree to meet additional eligibility criteria and to enter into additional terms with DeepFiction governing such additional features or Services. In the event of a conflict between the terms of this Agreement and such additional Platform or Service terms, such additional terms shall control to the extent of the conflict.
4.4 To Third-Party Sites
To Third-Party Services
The Platform may also provide you with the option to use certain Platform features which may require you to access services, content, functionality, software, and other things developed, provided, or maintained by third party service providers (collectively, “Third Party Services”). All Third Party Services are provided by third parties and are not under the direction or control of DeepFiction. You acknowledge and agree that DeepFiction shall not be liable or responsible, directly or indirectly, for your access to or use of any Third Party Services, including any damages, losses, liabilities, failures, or problems caused by, related to, or arising from any Third Party Services. Your use of and access to any Third Party Services is solely between you and the third party provider of the Third Party Services. Your access to and use of any Third Party Services is subject to any additional terms, conditions, agreements, or privacy policies provided or entered into in connection with the Third Party Services (each, a “Third Party Agreement”). The terms of any Third Party Agreement (which may include payment of additional fees) apply to the applicable Third Party Services provided under that Third Party Agreement but do not otherwise apply to your access to or use of the Platform. Except as set forth in this Agreement, in the event of a conflict between the terms of this Agreement and a Third Party Agreement, the terms of the Third Party Agreement shall control with respect to your access to and use of any Third Party Services provided under that Third Party Agreement to the extent of such conflict. This Agreement will continue to control in all other respects.
This Agreement may be terminated by DeepFiction at any time, with or without notice to you except as required by applicable law. You may terminate this Agreement by discontinuing use of the Platform and all associated Services (including deleting any Platform copies or other materials in your possession), provided you also have paid all fees or other amounts owed to DeepFiction under this Agreement or other agreements. If you have outstanding amounts owed, you may not terminate this Agreement until these are paid. Upon termination of this Agreement for any reason: (1) all rights granted to you under this Agreement shall terminate, except for ownership of Your Stories; (2) you will immediately cease all use of and access to the Platform and all Services, including Your Content and any Platform Content you obtained prior to termination; (3) your outstanding obligations under this Agreement and any Service terms shall survive; and (4) DeepFiction may, in its sole discretion, delete your Account or Your Content at any time. Sections 3 (Accounts and Conduct), 4 (Access), 5 (Termination), 7 (Platform Technology), 8 (Ownership), 9 (Additional Mobile Application Terms), 10 (Feedback), 12 (Additional Representations and Warranties), 13 (Disclaimers), 14 (Indemnity), 15 (Limitation on Liability), 16 (Data Privacy), 17 (Telecommunications Consent), 18 (Claims of Infringement), 19 (Force Majeure), 20 (Arbitration), 21 (Governing Law and Venue), 22 (Notices), 23 (Interpretation) and 25 (Additional Terms) will survive any expiration or termination of this Agreement, as will any other provisions that give rise to a party’s ongoing obligations. Notwithstanding anything to the contrary elsewhere in this Agreement, DeepFiction may terminate this Agreement and any of your rights hereunder immediately if it has the right to suspend activity under Section 6 hereof.
Without limiting DeepFiction’s right to terminate this Agreement, DeepFiction may also suspend your access to your Account and the Platform (including Your Content), with or without notice to you, in its sole and absolute discretion, upon any actual, threatened, or suspected breach of this Agreement or applicable law or upon any other conduct deemed by DeepFiction, in its sole discretion, to be inappropriate or detrimental to DeepFiction, the Platform, or any other DeepFiction customer or User.
7. Platform Technology
The Platform, and the databases, software, hardware, and other technology used by or on behalf of DeepFiction to operate the Platform, and the structure, organization, and underlying data, information, and software code thereof (collectively, the “Technology”), constitute valuable intellectual property of DeepFiction and its licensors. You may not, and may not permit any third-party to: (1) access or attempt to access the Technology except as expressly provided in this Agreement; (2) use the Technology, whether directly or indirectly, in any unlawful manner or in any other manner that could damage, disable, overburden, or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology, unless the Platform expressly makes available APIs or other data feeds and then only to interact with such as intended; (4) alter, modify, reproduce, change, or in any way create derivative works of the Technology; (5) distribute, sell, resell, gift, lend, loan, lease, license, sublicense, or transfer any of your rights to access or use the Technology or otherwise make the Technology available to any third-party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive, determine, or discover the method of operation of the Technology; (7) attempt, whether directly or indirectly, to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance, or functionality of the Technology; or (9) interfere, whether directly or indirectly, with the operation or hosting of the Technology. DeepFiction uses commercially reasonable means to protect the security of the Platform, but you acknowledge that perfect security on the internet and mobile systems is impossible and that, as a result, Your Content may be exposed in the event of a breach. DeepFiction cannot be responsible for the performance or maintenance of the computer or mobile device operating systems that you employ, or for bugs, viruses, spyware, and other malware found on your devices. Your operating system requires occasional security patches, updates, and service packs. You should ensure that whenever possible it is set to update automatically and that it is receiving and installing updates and other maintenance releases. We also recommend that you install antivirus software where possible. You are responsible for any internet, mobile, wireless, data, or similar rates and fees that may apply to the hardware, software, and other equipment you use to access the Platform.
DeepFiction retains all rights, title and interest, including, without limitation, all IPR (as defined below), in and to the Technology and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the Technology and you are not granted any right or license to use the Technology itself apart from your ability to access the Platform pursuant to this this Agreement including, as applicable, by downloading or installing associated software on a limited, revocable, nonexclusive, nontransferable basis. The DeepFiction name, logo and all product and service names associated with the Platform are trademarks of DeepFiction and its licensors and providers and you are granted no right or license to use them. For purposes of this Agreement, “IPR” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.
9. Additional Mobile Application Terms
In instances where the Platform is made available to you via mobile application on a compatible device, you acknowledge that this Agreement is concluded solely between you and DeepFiction; and DeepFiction, not Apple, Samsung, Google, or any other App store or download source, is solely responsible for the Platform and the content thereof. “Apple,” “Samsung,” and “Google” are trademarks of the respective third-party owners of such rights. In accordance with all other terms of this Agreement, your authorized use of the Platform and related materials through a mobile application includes the right to store, load, execute and maintain the programs and related materials, in object code only, on one or more partitions on devices approved to download and use the Platform. You acknowledge that Apple, Samsung, Google, or any other application store or download source has no obligation whatsoever to furnish any maintenance and support services and has no warranty obligation with respect to the Platform.
9.2 Apple Devices
For use on Apple devices, your Platform license is limited to a nontransferable license to use the Platform on Apple products that you own or control and as permitted by the Usage Rules set forth in the Apple App Store Terms of Service, except that the Platform may be accessed and used by other accounts associated with you via family sharing or volume purchasing. To the maximum extent permitted by applicable law, Apple will have no warranty obligation, consumer protection liability, or responsibility for any intellectual property infringement claim whatsoever with respect to the Platform. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of this Agreement, Apple has the right (and is deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary hereof.
You agree that any feedback or ideas you provide to DeepFiction regarding the Platform or its underlying Technology or Service or any suggested improvements thereto (collectively, the “Feedback”) are the exclusive property of DeepFiction. To the extent you own any rights in the Feedback, you hereby agree to, and hereby do, irrevocably assign all right, title, and interest in and to the Feedback to DeepFiction. You agree to perform all acts reasonably requested by DeepFiction to perfect and enforce such rights.
DeepFiction will use reasonable efforts to ensure that the Platform can be accessed by you in accordance with this Agreement; however, DeepFiction does not guarantee that the Platform will be available at all times. DeepFiction will make reasonable efforts to give you notice of planned maintenance. You accept the risks associated with the fact that you may not always be able to use the Platform or engage in activity using your Account.
12. Additional Representations and Warranties
You hereby represent and warrant to DeepFiction that: (a) you have the legal right and authority to enter into this Agreement; (b) this Agreement forms a binding legal obligation on your behalf; and (c) you have the legal right and authority to perform your obligations under this Agreement and to grant the rights and licenses described in this Agreement.
12.2 Compliance with Laws
You acknowledge that the Platform is a general-purpose online service and is not specifically designed to achieve any specific objective you may have or facilitate your compliance with any specific law. Your use of the Platform in compliance with any specific law, rule, or regulation applicable to you, or other data or information you may provide or generate through the Platform is your sole responsibility. DeepFiction is not responsible for your compliance with any such law or for your failure to comply. Regardless of the jurisdiction in which you use or access the Platform, you represent and warrant to DeepFiction that your use of and access to the Platform, including, without limitation, Your Content and any other data or information you may provide or generate through your use of or access to the Platform, complies with all applicable laws, rules, and regulations and does not cause DeepFiction itself to violate any applicable law. The foregoing includes compliance with all laws that are applicable to the transmission of data on the internet, including, but not limited to, laws governing the transmission of data or funds across international boundaries, into prohibited countries, and containing financial, technical, or personally identifiable information. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You represent, warrant and covenant that you shall not make, provide, receive or attempt to use the Platform to make, provide, or receive anything of value from or to any person or Entity that is subject to any U.S. sanctions administered by the Office of Foreign Assets Control of the U.S. Treasury Department. You acknowledge that the Platform may be subject to restrictions and controls imposed by the United States Export Administration Act (the “Act”) and the regulations thereunder. You agree and certify that neither the Platform nor any direct product thereof is being or will be acquired, shipped, transferred, or re-exported, directly or indirectly, into any country prohibited by the Act and the regulations thereunder, or is used will be used for any purposes prohibited by the same.
13.1 No Tax, Legal, Financial, or Investment Advice
You should not interpret any Content provided on the Platform as tax, legal, financial, or investment advice. We have no special relationship with or fiduciary duty to you and your use of the Platform does not create such a relationship. DeepFiction expressly disclaims responsibility for the output of AI chatbots; as is widely known, such chatbots assemble their output by probabilistic analysis of word strings, and not by validating their output against any criterion of truth. The AI chatbot tool is present for entertainment purposes only.
THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” DEEPFICTION AND ITS PROVIDERS DO NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, AVAILABILITY, ADEQUACY, OR CURRENCY OF ANY SERVICES OR CONTENT AND DO NOT ENDORSE THE VIEWS OR OPINIONS THAT MAY BE EXPRESSED OR PROVIDED THROUGH THE PLATFORM. DEEPFICTION AND ITS PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE PLATFORM AND THIS AGREEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, OR NON-INFRINGEMENT. DEEPFICTION AND ITS PROVIDERS DO NOT WARRANT THE RELIABILITY, ACCURACY, INTEGRITY, SECURITY, COMPLETENESS, ADEQUACY OR CURRENCY OF THE PLATFORM, AND DO NOT ENDORSE THE VIEWS OR OPINIONS THAT MAY BE EXPRESSED OR PROVIDED BY USERS OF THE PLATFORM. NO ORAL OR WRITTEN INFORMATION GIVEN BY THE PLATFORM, DEEPFICTION OR ITS EMPLOYEES, PROVIDERS OR AGENTS SHALL CREATE A WARRANTY OF ANY KIND. DEEPFICTION AND ITS PROVIDERS SPECIFICALLY DISCLAIM ANY REPRESENTATION OR WARRANTY THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS, BE SUITABLE FOR THE INTENDED PURPOSE, OR OPERATE UNINTERRUPTED OR ERROR FREE.
You hereby agree to indemnify, defend, and hold harmless DeepFiction and its officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, Users, customers, providers, licensees, and successors in interest (“Indemnified Parties”) from any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys' fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation against any Indemnified Party arising in any manner from: (1) your access to or use of the Platform, whether through an Account or otherwise; (2) Your Content, Registration Information, Account information, or other Content you provide through the Platform; or (3) your breach of any representation, warranty, or other provision of this Agreement. DeepFiction shall provide you with notice of any such claim or allegation, and DeepFiction has the right to participate in the defense of any such claim at its expense.
15. Limitation of Liability
DEEPFICTION SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF THE PLATFORM, EVEN IF DEEPFICTION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF YOUR CONTENT, DATA, OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. DEEPFICTION’S TOTAL CUMULATIVE LIABILITY TO YOU IN CONNECTION WITH THIS AGREEMENT AND ITS PROVISION OF THE PLATFORM UNDER THIS AGREEMENT, WHETHER IN CONTRACT OR TORT OR OTHERWISE, SHALL NOT EXCEED THE FEES DEEPFICTION ACTUALLY RECEIVED IN CONNECTION WITH YOUR USE OF THE PLATFORM IN THE TWELVE MONTHS PRECEDING THE EVENTS ON WHICH ANY BASIS FOR LIABILITY IS ALLEGED. YOU AGREE THAT DEEPFICTION WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, DEEPFICTION’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
16. Data Privacy
17. CONSENT TO ELECTRONIC COMMUNICATIONS
You expressly consent to receiving your documents in an electronic form that complies with the E-SIGN Act instead of on paper, and warrant that your device meets the technical requirements to receive our documents. You may request paper documents by contacting us.
18. Telecommunications Consent
You agree to be contacted by DeepFiction electronically, on the phone, or otherwise, for purposes related to this Agreement.
19. Claims of Infringement
DeepFiction respects your copyrights and other intellectual property rights and those of other third parties. If you believe in good faith that your copyrighted work has been reproduced on Platform without your authorization in a way that constitutes copyright infringement, you may notify us by mail at the address specified in Section 23 (Notices). Please include the following information in your correspondence: (1) the identity of the infringed work, and of the allegedly infringing work; (2) your name, address, daytime phone number, and email address, if available; (3) a statement that you have a good-faith belief that the use of the copyrighted work is not authorized by the owner, his or her agent, or the law; (4) a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner; and (5) your electronic or physical signature.
20. Force Majeure
DeepFiction is not responsible for performance of its obligations hereunder where delayed or hindered by events beyond its reasonable control, including, without limitation, acts of God or any governmental authority (including regulation, enforcement, controls or restrictions on any Service), war or national emergency, riots or insurrection, sabotage, embargo, fire, flood, accident, strike or other labor disturbance, or interruption of or delay in systems, power or telecommunications under third-party control.
You understand that this Section (“Arbitration Section”) is a part of the Agreement and it affects your rights. It contains A JURY TRIAL WAIVER and procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
21.1 Arbitration Section
Before asserting a claim in any proceeding, you agree that you shall engage in a good faith attempt to resolve the claim. All claims and disputes arising out of or relating to this Agreement that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Section. The Arbitration Section applies to both you and us, including your and our respective assigns, representatives and/or agents, as to all matters which arise out of or relate to this Agreement or any resulting transaction or relationship.
21.2 Waiver of Jury Trial
YOU HEREBY WAIVE YOUR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Section. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court.
21.3 Arbitration Rules
The Federal Arbitration Act governs the interpretation and enforcement of this dispute resolution provision. Arbitration shall be initiated through JAMS, Inc., an established alternative dispute resolution provider (“ADR Provider”). If the selected ADR Provider is not available to arbitrate, we shall select an alternative ADR Provider. The rules of the ADR Provider govern all aspects of this arbitration, except to the extent such rules are in conflict with the Agreement or to the extent that application of the Agreement provisions would result in the unenforceability of this Arbitration Section. The JAMS rules governing the arbitration are available online at www.jamsadr.com or by calling JAMS at 1-800-352-5267. Any arbitration hearing will be held in our federal judicial district. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
21.4 Decision of Arbitrator
The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
21.5 Waiver of Class or Consolidated Actions
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION SECTION MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND ARBITRATION CLAIMS OF MORE THAN ONE BORROWER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER BORROWER.
If any part or parts of this Arbitration Section other than the Waiver of Class or Consolidated Actions are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Section shall continue in full force and effect. If the Waiver of Class or Consolidated Actions is found to be unenforceable, then as to the specific dispute in which that ruling of unenforceability was made, this entire Arbitration Section shall be unenforceable.
21.7 Survival of Agreement
This Arbitration Section shall survive the termination of this Agreement.
21.8 Small Claims Court
Notwithstanding the foregoing, you or we may bring an individual action in small claims court.
21.9 Your Right to Opt Out of Arbitration
You may opt out of this Arbitration Section by sending a signed written notice of your election to do so, within thirty (30) days of the date of your entering into this Agreement. Such notice shall be sent to DeepFiction at DeepFiction’s address listed below.
Governing Law and Venue
The interpretation of the rights and obligations of the parties under this Agreement, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed in all respects exclusively by the laws of the State of Illinois, U.S.A. as such laws apply to contracts between Illinois residents performed entirely within Illinois without regard to the choice or conflict of law principles of any jurisdiction. Subject to Section 20 (Arbitration), each party hereto: (a) consents to and waives any objections to personal jurisdiction, service of process, and venue in the federal and state courts located in the State of Illinois, U.S.A. and (b) agrees that any action arising out of or relating to this Agreement shall be filed and prosecuted only in such courts.
Unless otherwise specified in this Agreement, any notices required or allowed under this Agreement and any complaints will be provided to DeepFiction by postal mail to the following address: DeepFiction AI, 2045 W Grand Ave Ste B, PMB 105512, Chicago, Illinois 60612-1577 US , or via email at [email protected]. DeepFiction may provide you with any notices required or allowed under this Agreement by contacting you at any email or postal mailing address you provide to DeepFiction, at any telephone number you provide to DeepFiction (including by SMS text), or by posting such notice to the Platform. Notices provided to DeepFiction are deemed given when actually received by DeepFiction. Notice provided to you is deemed given upon transmission to your email or telephone, upon posting to the Platform, or, in the case of postal mail, upon two (2) business days of transmission. You agree to notify us immediately if there is any change to your email or postal mailing address or telephone number. Such notice will take effect after we have had a reasonable opportunity to process it.
Terms used in this Agreement have the definitions given in this Agreement or, if not defined in this Agreement, have their plain English meaning as commonly interpreted in the United States. To the extent any translated version of this Agreement conflicts with the English language version, the English language version will control. When interpreting this Agreement: (1) any headings are for reference purposes only and shall not be used in the construction and interpretation of this Agreement; (2) the singular includes the plural, and vice versa; (2) “includes”, “including”, “for example”, “such as” and similar terms are not words of limitation; (3) no rule of construction applies to the disadvantage of a party because that party was responsible for the preparation of this Agreement; (4) “law” means any foreign, federal, state or local law (including common law), statute, standard, code, ordinance, rule, regulation, promulgation or any order by any governmental authority; and (5) “governmental authority” means any government or governmental or regulatory body thereof, or political subdivision thereof, whether federal, state, local or foreign, or any agency, instrumentality or authority thereof, or any court or arbitrator (public or private).
DeepFiction reserves the right, at any time, to modify the Platform, as well as the terms of this Agreement, whether by making those modifications available on the Platform or by providing notice to you as specified in this Agreement. Any modifications will be effective upon posting to the Platform or delivery of such other notice, unless otherwise required by law. You are deemed to have agreed to any and all modifications through your continued use of the Platform following such notice.
25. Additional Terms
All waivers by DeepFiction under this Agreement must be in writing or later acknowledged by DeepFiction in writing. Any waiver or failure by DeepFiction to enforce any provision of this Agreement on one occasion shall not be deemed a waiver by DeepFiction of any other provision or of such provision on any other occasion. If any provision of this Agreement is held to be unenforceable, that provision shall be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions shall remain in full force. The prevailing party in any lawsuit or proceeding arising from or related to this Agreement shall be entitled to receive its costs, expert witness fees, and reasonable attorneys’ fees, including costs and fees on appeal. You may not assign or transfer either this Agreement or any of your rights or obligations hereunder (in whole or in part and including by sale, merger, consolidation, gift, or other operation of law) without the prior written approval of DeepFiction. Any assignment in violation of the foregoing is null and void. DeepFiction may assign this Agreement to any party that assumes DeepFiction’s obligations hereunder. The parties hereto are independent contractors, not agents, employees or employers of the other or joint venturers, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other.