Maven AGI Terms of Service

Updated: 9/1/23

These Terms of Service (these “Terms”) constitute an agreement between you, the user, and Maven AGI, Inc (“Maven AGI”, “Maven AGI”, “we” or “us“).These Terms govern your access to and use of the analytic solutions offered to end users (the “Solutions”), the website located at www.Maven AGIai.com (the “Website”), including any functionality and services offered on or through the Website, and any of our other products or services (collectively referred to as the “Services”), whether or not you are a registered user, visitor or have otherwise chosen to access the Services. In the event of any conflict between these Terms and the End User License Agreement, the terms of the End User License Agreement shall apply. The Agreement shall be effective as of the date of final signature.

Please read these Terms carefully because they contain provisions that affect your rights and obligations, including a mandatory arbitration provision and a waiver of your right to participate in a class action. By using the Services, you accept and agree to be bound and abide by these Terms, the End User License Agreement, and the Data Processing Addendum, which is incorporated herein by reference.

If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind such organization to these Terms, in which case the terms “you” or “your” shall refer to such organization. If you do not have any such authority to bind your organization, or if you do not agree with these Terms, you must not use the Services.

Use of the Services

You may use the Services only if you agree to form a binding contract with Maven AGI and are not a person barred from receiving Services under the laws of your applicable jurisdiction.

The Services are offered and available to users who are 18 years of age or older. By using the Services, you represent and warrant that you are 18 years of age or older and are otherwise capable of forming a legally binding contract with Maven AGI. If you do not meet these requirements, you must not access or use the Services.

You agree that you will not use or access the Services if you (i) do not meet the age and eligibility requirements listed in the paragraph above or (ii) have been previously removed by Maven AGI or banned from using the Services for any reason.

You acknowledge and confirm that (i) you have read and understand all of the terms, conditions, policies, provisions, disclosures and disclaimers contained herein,(ii) these Terms have the same

force and effect as a signed agreement, and (iii) you expressly accept and agree to be bound by the terms hereof.

For those users located in the United States (“U.S.”), to be eligible to register for an account and to participate in any of the Services, you must: (a) have the power to enter into a contract with Maven AGI;(b) be physically located within the U.S. when accessing your account and participating in the Services; (c) be physically located within a U.S. state in which participation in the Services is permitted and unrestricted by that state’s laws; and (d) at all times abide by these Terms. If any one of these requirements is not met at any time, we reserve the right to suspend or terminate your use of the Services with or without notice.

For any non-U.S. located users, to be eligible to register for an account and to participate in any of the Services, you must (a) have the power to enter into a contract with Maven AGI;(b) be physically located in a jurisdiction in which participation in the Services is permitted and unrestricted by that country’s laws; and (c) at all times abide by these Terms. If any one of these requirements is not met at any time, we reserve the right to suspend or terminate your use of the Services with or without notice.

If you access the Services from a location outside the U.S., you are responsible for compliance with the laws of that jurisdiction regarding online conduct. Maven AGI makes no claim that any of the Services may be utilized, accessed or appropriate outside the U.S. You must not access or use the Services from a territory that is embargoed by the U.S. or from which it is illegal to receive products, services, or software from the U.S.

Data Privacy

By agreeing to these Terms, you also consent to the Data Processing Addendum which is incorporated into these Terms by reference. If you live outside the U.S., by agreeing to these Terms you consent to the transfer and processing of your information in the U.S. in accordance with the Data Processing Addendum and U.S. law.

Maven AGI disclaims all liability for the disclosure of information that you choose to submit voluntarily. You assume all such risks with regards to your use of the Services.

You agree that all information you provide to register with or use the Services or otherwise is correct, current and complete and is governed by the Data Processing Addendum, and you consent to all actions we take with respect to your information consistent with the Data Processing Addendum. To the extent that you provide any information, including but not limited to personal information or information related to any transaction or transaction party, through the Services, or access or seek access to any such information through the Services, you represent, warrant and covenant that (i) you are providing or accessing only your own information or the information of others that you are authorized to provide to third parties, and you have all required consents and permissions required to share such information; (ii) the use of such information by Maven AGI and its representatives and users will not infringe upon or misappropriate the intellectual property rights or otherwise violate the rights of any third parties, or violate any applicable law, rule or regulation; and (iii) you will not provide any information or otherwise use

the Services in a manner that is harmful, fraudulent, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that jeopardizes the security of your account in any way.

Third Party Links

The Services may link to independent third-party websites or services. Such links are provided for your reference and convenience only. Maven AGI is not liable for the availability or accuracy of such third-party sources, and you assume all risk in using them. When you link to them, these third-party sites or services may place cookies and other tracking technologies on your computer and may have different rules for using or sharing any personal information you submit to them. We encourage you to read their privacy policies before submitting your personal information.

When you access third party websites or interact or communicate with third parties you do so at your own risk. Maven AGI is not responsible for the actions, content, information, data, practices, or policies any third parties, including other users. You are solely responsible for your interactions with other users of the Services, and any other parties with whom you interact through the Services.

You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline interaction with any other person.

If you have a dispute with one or more third-party websites, services or any other users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes, including damages for loss of profits, goodwill, use, privacy or data. We reserve the right, but have no obligation, to become involved in any way with these disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his settlement with the debtor.” And, if you are not a California resident, you waive any applicable state statutes of a similar effect.

Services

You understand that Maven AGI provides the Services over the Internet and/or a mobile application, that such connections can be unpredictable, insecure, and unstable, and that Maven AGI cannot guarantee uninterrupted access to the Services. Maven AGI disclaims all liability in connection with any security incidents or breaches arising from or attributable to an Internet and/or data connection. You agree to waive any and all claims against Maven AGI in connection therewith.

We are constantly changing and improving our Services. We reserve the right to add or remove functionalities or features of the Services, and we may suspend or stop a Service altogether, including, for example, if you do not comply with these Terms or if we are investigating suspected misconduct. You can stop using our Services at any time. We may also stop providing Services to you, or add or create new limits to our Services or restrict your access to all or a part of the Services at any time with reasonable notice and pursuant to any additional terms agreed upon in writing between the parties. We will not be liable if for any reason all or any part of the

Services are unavailable at any time or for any period. The right to access and use the Services is revoked in jurisdictions where it may be prohibited, if any.

Licenses Granted

Subject to the payment of any applicable fees and any associated temporal limitations, Maven AGI grants you a revocable, non-transferable, non-exclusive, limited and non-assignable license to access and use the Services in accordance with these Terms. Maven AGI reserves all other rights in the Services not expressly granted to you. Maven AGI will provide you with technical support in relation to your use of the Services.

You grant Maven AGI a worldwide, limited, nontransferable, non-transferable, non-sublicensable, royalty-free license to use, copy, transmit, index, store, aggregate and display any user information or data uploaded to the Services (“User Data”). Maven AGI agrees to use such User Data solely as required to provide or perform the requested Services and any related technical support. You acknowledge and agree that you, not Maven AGI, are fully responsible for any User Data you submit or contribute, including its legality, reliability, accuracy and appropriateness. You also grant Maven AGI a worldwide, unlimited, irrevocable, royalty-free license (with the right to sub-license) to use or incorporate into the Services any usage data, suggestions, enhancement requests, recommendations or other feedback provided by Maven AGI relating to the operation of the Services.

User Conduct and Community Guidelines

You may use the Services only for lawful purposes and in accordance with these Terms. Without limiting the generality of the foregoing, you agree to use the Services in accordance with the provisions below:

  • You will only use the Services in accordance with the laws of your jurisdiction.
  • You will be respectful and considerate of other users and do your part to make Maven AGI a safe, supportive community for all users.
  • You will register for the Services using accurate and current information, and you will not impersonate or attempt to impersonate Maven AGI, a Maven AGI employee, another user or any other person or entity (including, without limitation, by using email addresses or user names associated with any of the foregoing).
  • You may not decompile, reverse engineer, or otherwise attempt to obtain the source code of any content on the Services.
  • You will independently verify the quality, relevance or accuracy of any information provided on the Services.
  • You will not use, store, copy, upload, display, post, reproduce, modify, translate, republish, distribute, broadcast, transmit, create derivative works from, display, license, sell or otherwise exploit any part of the Services or content on the Services in any form whatsoever other than as expressly permitted under these Terms.
  • You will not rent, lease, or otherwise permit third parties to use the Services or use the Services to provide services to any third parties (e.g., as a service bureau).
  • You will not upload or provide for processing any information or materials that are illegal, defamatory, offensive, abusive, obscene, or that violate privacy or intellectual property rights.
  • You will not use contact information received through the Services for phishing, spamming and other unsolicited communications or data collection.
  • You will not use the Services in a manner intended to damage, disable, overburden or impair the Services or to disrupt or interfere with another’s use of the Services.
  • You will not attempt to circumvent, hack or disable any security or other technological features or measures of the Services or other user accounts, or attempt to probe, scan or test the vulnerability of the network to breach any security or authentication measures.
  • You will not use high volume, automated, or electronic means to access the Services(including without limitation robots, spiders or scripts).
  • You will not transmit malware, software viruses, Trojan horses, worms or any other malicious application to or through the Services.
  • You will not threaten, dox, or otherwise harass other users.
  • You will not act in a manner that violates these Terms.
  • You will comply with applicable local, state, national or international laws, statutes, ordinances, rules, regulations or ethical codes governing your jurisdiction.
  • You will notify us immediately of any content of or interaction with the Services that violates these Terms.

We have the right to: (i) take any action with respect to any user interactions with the Services that we deem necessary or appropriate in our sole discretion, including if we believe that such user interaction with the Services violates these Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public or could create liability for Maven AGI; (ii) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and (iii) terminate or suspend your access to all or part of the Services pursuant to the terms agreed upon in the End User License Agreement.

YOU WAIVE AND HOLD HARMLESS Maven AGI AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RELATED TO YOUR VIOLATION OF THE USER CONDUCT AND COMMUNITY GUIDELINES RESULTING FROM ANY ACTION TAKEN BY SUCH PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Proprietary Rights

The Services and all past, present and future content of the Services, including all software, hardware and technology used to provide the Services (including our proprietary code and third-party software), user interfaces, materials displayed or performed on the Services, such as text, graphics, articles, photographs, images, illustrations and the design, structure, sequence and

“look and feel” of the Services, and all other intellectual property, including all trademarks, service marks, logos, or any other trade name, trademarks, service marks and other distinctive or proprietary brand features of Maven AGI, are (i) owned by Maven AGI, its licensors or other providers of such material, (ii) protected by U.S. and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws, (iii) are intended solely for the personal, non-commercial use of our users, and (iv) may only be used in accordance with these Terms.

Using our Services does not give you ownership of any intellectual property rights in our Services or any content on the Services. These Terms do not grant you the right to use any of our technology or intellectual property. You may not remove, obscure, or alter any copyright or other legal notices displayed in or along with our Services.

No right, title or interest in or to the Services or any content on the Services is transferred to you, and all rights not expressly granted are reserved by Maven AGI. Any use of the Services not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws.

Claims of Copyright Infringement

If you believe that your copyrighted work has been unlawfully copied and is accessible on the Services in a way that constitutes copyright infringement, please send a notice of copyright infringement to:

Maven AGI Inc.
Attn: Copyright Agent
67 South Bedford St 400W
Burlington, MA 01803
Phone: 1 (888)747-8471
Email: info@MavenAGI.com


The notice should include:

  • Your full name and electronic or physical signature.
  • Your mailing address, phone number and email address (at which you can be contacted by us or the alleged infringer).
  • A statement that you are the owner, or are authorized to act on behalf of the owner, of the copyright that is allegedly infringed, and that the information in your notice is accurate.
  • A statement that you have a good faith belief that the disputed use of the copyrighted materials is not authorized by the copyright owner, its agent or bylaw, such as fair use.
  • A description of the copyrighted work(s) that you claim has been infringed.
  • A description of the location of the copyrighted materials on the Services.

Electronic Delivery Statement and Your Consent

You agree to receive legal notices and other information concerning Maven AGI or the Services electronically, including notice to any email address that you may provide.

Term and Termination

These Terms will remain in effect until terminated by you or Maven AGI. We reserve the right to terminate or change the Services or your access to the Services, without notice, at any time and for any reason, including your violation of these Terms or for business reasons. The disclaimer of warranties, limitation of liability, jurisdictional, limitation of time to file claims, and indemnification provisions survive any termination.

You agree that Maven AGI may, for any reason and without notice to you, immediately terminate or otherwise restrict your access to the Services. Maven AGI has no obligation to maintain, store, or transfer your information or data that you have posted on or uploaded to the Services.

Disclaimer of Representations and Warranties

THE SERVICES AND ANY ASSOCIATED FEATURES ARE PROVIDED ON AN “ASIS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANYKIND, EITHER EXPRESS OR IMPLIED. NEITHER Maven AGI NOR ANY PERSON ASSOCIATED WITH Maven AGI MAKES ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SERVICES OR ANY ASSOCIATED FEATURES. WITHOUT LIMITING THE FOREGOING, NEITHER Maven AGI NOR ANYONE ASSOCIATED WITH Maven AGI REPRESENTS OR WARRANTS THAT THE SERVICES OR ANY ASSOCIATED FEATURES WILL BE ACCURATE, RELIABLE, ERROR-FREE, UPDATED OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

Maven AGI HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation of Liability

The terms agreed upon in the End User License Agreement shall apply.

Indemnification

The terms agreed upon in the End User License Agreement shall apply.

Limitation on Time to File Claims

Any cause of action or claim you may have arising out of or relating to these Terms or the Services must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action is permanently barred.

Choice of Law and Jurisdiction

You agree that the laws of the Commonwealth of Massachusetts and U.S. federal law govern these Terms, your use of the Services, and any claim or dispute that you may have against Maven AGI, without regard to the conflict of laws rules of Massachusetts. You consent to the personal and exclusive jurisdiction of the federal and state courts of the Commonwealth of Massachusetts. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

Binding Arbitration

Severability and Integration

These Terms and any supplemental terms, policies, and rules agreed upon between the parties, including the End User License Agreement, shall constitute the entire agreement between you and Maven AGI. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. In the event of any conflict between these Terms and the End User License Agreement, the terms of the End User License Agreement shall apply.

General Provisions

You may not assign these Terms without Maven AGI’s prior written approval. Maven AGI may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of Maven AGI’s business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you and Maven AGI as a result of these Terms or your use of the Services. Our failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Maven AGI in writing.

Contact

The Services are operated by Maven AGI. All feedback, comments, requests for technical support and other communications relating to the Services should be directed to us at contact@MavenAGI.com.