, as well as any other relevant policies or terms, including any license (“License”) applicable to any Product, or to any contests or promotions we may run. Your purchase, license or use of any Products will also be governed by any other terms made available by us to you during the sales, sign-up and/or registration process, including in an applicable order page and/or registration page.
Licenses to our Products and Services that are not covered by these Terms are located here
. Please be sure to read the License applicable to your Product before installing or using it. By installing or using any Product, you agree to abide by the terms of its License and these Terms. And, remember that certain portions of the Products and Services may allow you to access and use software that is third party open source software (“Third-Party OSS”); your use of any Third Party OSS that you find on or through our Services will be subject to separate, third-party licenses or terms applicable to such Third-Party OSS – so be sure to locate and read those third-party licenses or terms before installing or using.
You represent and warrant that you are an individual of legal age to form a binding contract. If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization’s or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
Will these Terms ever change?
We may change these Terms from time to time, but if we do, we will place a notice on our site located at (https://slim.ai
), send you an email, and/or notify you by some other means. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes. Otherwise, no amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
What about my privacy?
What are the basics of using Slim.AI?
You may be required to sign up for an account, select user credentials, and/or provide us with certain information or data, such as your contact information. You also understand that you may be able to use certain of the Services without signing up for an account or providing information to us, in which case you will be anonymous to us. When you do obtain user credentials, you promise to provide us with accurate, complete, and updated registration information about yourself. You may not use credentials or registration information that you do not have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.
Additionally, you may be able to access certain parts or features of the Services by using your account credentials from other services (each, a “Third Party Account”), such as those offered by GitHub or GitLab. By using the Services through a Third Party Account, you permit us to access certain information from such accounts for use by the Services. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third Party Account.
You will only use the Services in accordance with the Terms (including, for Products, the terms of any applicable License) and in a manner that complies with all laws that apply to you. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
You will not share your user credentials, registration information, or API keys for the Services with anyone (other than Authorized Users), and you must protect the security of your access tools or credentials for the Services (and direct your Authorized Users to do the same). You’re responsible for any activity associated with your Slim.AI account or any unauthenticated use of the Services, whether by an Authorized User or not, and you agree to indemnify and hold Slim.AI harmless from and against any and all liability arising in any way from such activity. An “Authorized User” is any individual (which may include colleagues, collaborators, consultants and third party service providers) authorized by you and permitted under these Terms (including any applicable License) to access and utilize the Services in accordance with the terms of this Agreement (including any applicable License).
What about messaging?
As part of the Services, you (and your Authorized Users) may receive communications through the Services, including messages that Slim.AI sends you (for example, via email or, solely at your option, SMS). You are not obligated to receive communications from us via SMS to use the Services; however, if you elect to do so and provide us with your wireless number, you confirm that you want Slim.AI to send you information regarding your account or transactions with us, which may include Slim.AI using automated dialing technology to send text/SMS messages to you at the wireless number you provided, and you agree to receive communications from Slim.AI, and you represent and warrant that each person you register for the Services and for whom you provide a wireless phone number has consented to receive communications from Slim.AI. You agree to indemnify and hold Slim.AI harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing.
What are my rights with respect to the Services?
Except as may otherwise be set forth in an applicable License, subject to these Terms, Slim.AI grants to you a limited, non-exclusive, non-transferable right, without right of sublicense to access and use the Products and Services made available by Slim.AI solely for the your internal business or personal use. In the event that the Products or Services allow you to download or install any Products (e.g., extensions, applications) to hardware owned or controlled by you, except as may be set forth in an applicable License, and subject to these Terms, Slim.AI grants to you a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download , install, use and display locally) such Products solely for purposes of using the Services.
You will be responsible for obtaining and maintaining at its expense all the necessary computer hardware, software, services, modems, connections to the internet and other items operated or provided by third parties ("Third Party Services") as required for your access and use of the Products and Services via the internet. Slim.AI is not responsible for the operation of any Third Party Services nor the availability or operation of the Product or Service to the extent such availability and operation is dependent upon Third Party Services. Slim.AI does not make any representations or warranties with respect to Third Party Services or any third party providers.
The materials displayed or performed or available on or through the Services, including, but not limited to, any (a) Products, or (b) any text, graphics, data, articles, photos, images, illustrations, and so forth, other than Products, as well as Third-Party OSS and User Submissions (as defined below) (collectively, “Other Content”), are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, Licenses (for products), information, and restrictions contained in any Content you access through the Services.
You agree that: (a) if subject to a License, you will use all Products in accordance with their applicable License; and (b) you will not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Other Content not owned by you (i) without the prior consent of the owner of that Other Content or (ii) in a way that violates someone else’s (including Slim.AI’s) rights or any applicable terms or licenses.
The Products are provided to you subject to these Terms and/or their applicable License.
As for Other Content, subject to these Terms, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Other Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from us.
You understand that Slim.AI owns the Services (including the Products). Except as permitted under an applicable License, you won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services. The Services may allow you to copy or download certain Other Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply.
You understand that certain of the Products may be installed locally on your devices, but may communicate and otherwise transmit information and data to the Services that mirrors the information and data stored locally on your device. If you are using an authenticated, Authorized User account, such information and data shall be stored within your Slim.AI account. If you are using the Service as an anonymous user or if you are logged out of your account, we may store such data and information in a general database that is not tied to any Authorized User. In such cases, we may allocate a unique installation identifier to the files. You understand and agree that if you are an anonymous user, we will not be able to separately identify those files or delete them at your request. However, we will periodically delete these files from our systems in accordance with our standard procedures.
Are there restrictions in how I can use the Services?
You represent, warrant, and agree that you will not provide or contribute anything, including any Other Content or User Submission (as those terms are defined below), to the Services, or otherwise use or interact with the Services, in a manner that:
a. infringes or violates the intellectual property rights or any other rights of anyone else (including Slim.AI);
b. violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Slim.AI;
c. is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
d. jeopardizes the security of your Slim.AI access tools or credentials for the Services, account or anyone else’s (such as allowing someone else to log in to the Services as you);
e. attempts, in any manner, to obtain the password, account, or other security information from any other user;
f. violates the security of any computer network, or cracks any passwords or security encryption codes;
g. runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
h. “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Other Content (through use of manual or automated means);
i. copies, distributes, manufactures, adapts, creates derivative works of, translates, localizes, ports or otherwise modifies any aspect of the Products, or that copies or stores any significant portion of the Other Content, or
j. disassembles, decompiles, reverse engineers, or otherwise attempts to discover or obtain the source code or underlying ideas, algorithms, trade secrets or information of or relating to the Services (including any Products), except solely to the extent that such activity is expressly permitted by applicable law or the applicable License;
k. uses any documentation provided or made available by Slim.AI in connection with the Products for any reason other than in connection with the Services;
l. uses any Third-Party OSS in violation of any terms or licenses applicable to such Third-Party OSS;
m. removes or alters any product identification, proprietary, copyright or other notices contained in the Products or Services;
n. allows for unauthorized access or use of the Products or Services; or
o. encumbers, sublicenses, transfers, rents, leases, time-shares or uses the Services in any service bureau arrangement or otherwise for the benefit of any third party; or
p. use or allow the transmission, transfer, export, re-export or other transfer of any product, technology or information it obtains or learns pursuant to this Agreement (or any direct product thereof) in violation of any export control or other laws and regulations of the United States or any other relevant jurisdiction.
A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
You also acknowledge and agree that the Services will replicate the information about files within your containers. We have no control over the information that you include in your containers, but we advise you not to provide us with access to any files that may contain personally identifiable information, personal data, personal health information, financial account information or any other sensitive information. You are solely responsible for the contents of your containers, and acknowledge and agree that we shall have no access to or liability or responsibility for the contents or legality of any information or data stored in any such containers.
What about anything I contribute to the Services – do I have to grant any licenses to Slim.AI or to other users?
Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission”. Some User Submissions may be viewable by other users. You are solely responsible for all User Submissions you contribute to the Services. You represent that all User Submissions submitted by you are accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations.
You agree that you will not post, upload, share, store, or otherwise provide through the Services any User Submissions that: (i) infringe any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.); (ii) contain sexually explicit content or pornography; (iii) contain hateful, defamatory, or discriminatory content or incite hatred against any individual or group; (iv) exploit minors; (v) depict unlawful acts or extreme violence; (vi) depict animal cruelty or extreme violence towards animals; (vii) promote fraudulent schemes, multi-level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, work from home businesses, or any other dubious money-making ventures; or (viii) that violate any law.
Licenses to User Submissions
to the extent they relate to User Submissions that are also your personally-identifiable information.
For all User Submissions, you hereby grant Slim.AI a license to translate, modify, display, perform, distribute, reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in User Submissions is not affected.
If you share a User Submission in a manner that only certain specified users can view (for example, a private message to one or more other users) (a “Limited Audience User Submission”), then you grant Slim.AI the licenses above, as well as a license to your Limited Audience User Submission for the sole purpose of making that Limited Audience User Submission accessible to such other specified users, and providing the Services necessary to do so. Also, you grant such other specified users a license to access that Limited Audience User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.
If you share a User Submission publicly on the Services and/or in a manner that more than just you or certain specified users can view (each of the foregoing (a “Public User Submission”), then you grant Slim.AI the licenses above or if different rights are specified in an applicable License, the rights set out in that License, as well as a license to display, perform, and distribute your Public User Submission for the purpose of making that Public User Submission accessible to all Slim.AI users and providing the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public User Submission in connection with the Services and/or otherwise in connection with Slim.AI’s business. Also, you grant all other users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.
You agree that the licenses you grant are royalty-free, perpetual, sublicensable, irrevocable, and worldwide, provided that when you delete your Slim.AI account, we will stop displaying your User Submissions (other than Public User Submissions, which may remain fully available) to other users (if applicable), but you understand and agree that it may not be possible to completely delete that content from Slim.AI’s records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other users.
Certain features of the Services allow you to share information with others, including through your social networks or other sharing services (e.g., Discord, Slack) or other Third Party Accounts. When Other Content is authorized for sharing, we will clearly identify the Other Content you are authorized to redistribute and the ways you may redistribute it, usually by providing a “share” button on or near the Other Content. If you share information from the Services with others through your Third Party Accounts, such as your social networks, you authorize Slim.AI to share that information with the applicable Third Party Account provider. Please review the policies of any Third Party Account providers you share information with or through for additional information about how they may use your information. If you redistribute Other Content, you must be able to edit or delete any Other Content you redistribute, and you must edit or delete it promptly upon our request.
Finally, you understand and agree that Slim.AI, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.
If any of your User Submissions include any suggestions for changes, modifications, enhancements, feature requests or improvements to the Services (“Feedback”), You hereby grant and agree to grant to Slim.AI an irrevocable, perpetual, worldwide, sublicenseable, transferable, full paid-up, royalty free right and license to use, distribute and otherwise exploit all Feedback for any purpose. Slim.AI retains any and all right title and ownership in and the Products and Services and to any changes, enhancements, modifications or improvements made thereto, including those described in, or otherwise based on Feedback.
What if I see something on the Services that infringes my copyright?
We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers; to review our complete Copyright Dispute Policy and learn how to report potentially infringing content, click here
Who is responsible for what I see and do on the Services?
Any information or Other Content available through the Services (including any Third-Party OSS) is the sole responsibility of the person from whom such Other Content originated, and you access all such information and Other Content at your own risk, and we aren’t liable for any errors or omissions in that information or Other Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Other Content or what actions you may take as a result of having been exposed to the Other Content, and you hereby release us from all liability for you having acquired or not acquired Other Content through the Services. We can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.
You are responsible for all Other Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.
The Services may contain links or connections to third-party websites or services that are not owned or controlled by Slim.AI, or make Third-Party OSS available to you. When you access third-party websites or use Third-Party OSS or third-party services, you accept that there are risks in doing so, and that Slim.AI is not responsible for such risks. The inclusion of any Third-Party OSS, link or connection does not imply our endorsement or any association between us and their licensors or operators.
If there is a dispute between participants on this site or Services, or between users and any third party, you agree that Slim.AI is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Slim.AI, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
Will Slim.AI ever change the Services?
We’re always trying to improve our Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We reserve the right to remove any Other Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Other Content in violation of these Terms), in our sole discretion, and without notice.
Do the Services and Products cost anything?
Certain Services are currently free, but we reserve the right to charge for some or all of them in the future. We will notify you before any Services (including any Products) you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services. (Note that if you elect to receive text messages through the Services, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your wireless carrier to determine what rates, charges, fees or costs may apply to your use of the Services.)
Slim.AI offers various plans for its Services. If there is a charge for certain Services (“Paid Services”), you’ll be able to find more information about them here
. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms.
Products are offered at the prices set forth on our Paid Services page
, and you may choose to purchase Products through the (https://slim.ai
) website. Slim.AI may limit, cancel or refuse any Order. Prices are subject to change at any time. Sales tax will be determined by the shipping address of the Order and will automatically be added to the Order. Slim.AI is required by law to apply sales tax to orders to certain states. Any payment terms presented to you in an Order or otherwise in the process of purchasing Products are deemed part of these Terms.
a. Payment Method. If you choose to use Paid Services, you agree to pay us, through our third-party payment processor (“Payment Processor”), all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”).
b. Recurring Billing
. Some of the Paid Services may consist of recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO ACCOUNT SETTINGS.
c. Auto-Renewal for Paid Services
. Unless you opt out of auto-renewal, which can be done through your account settings
, any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Services at any time, go to account settings
. If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SERVICE THROUGH YOUR ACCOUNT SETTINGS
OR TERMINATE YOUR SLIM.AI ACCOUNT BEFORE THE END OF THE RECURRING TERM. PAID SERVICES CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, SLIM.AI WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID. | d. Reaffirmation of Authorization
. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.
e. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at email@example.com.
What if I want to stop using the Services or Products?
You’re free to do that at any time by contacting us at firstname.lastname@example.org
, as well as the applicable Licenses above, to understand how we treat information you provide to us after you have stopped using our Services.
Slim.AI is also free to terminate (or suspend access to) your use of the Services or your account for any reason at our discretion, including your breach of these Terms. Slim.AI has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in destruction of any Other Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of Slim.AI.
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.
From time to time, we may make beta or other pre-general release versions of the Services (“Pre-Release Technology”) available to you at no additional charge. You may use the Pre-Release Technology only for internal testing and evaluation and you may not provide access to or disclose the existence of Pre-Release Technology to any third party. Benchling provides the Pre-Release Technology: (a) free of charge; (b) without support; (c) “AS IS”; and (d) without warranty, or obligation to you of any kind, including to continue to provide access to the Pre-Release Technology. The aggregate liability (excluding indirect, special, and consequential damages, for which Benchling disclaims all liability), for any claim arising from use of the Pre-Release Technology will not exceed one hundred U.S. dollars ($100 USD).
What else do I need to know?
Except as may be otherwise expressly set forth in an Order or an applicable License, Slim.AI and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (Slim.AI and all such parties together, the “Slim.AI Parties”) make no representations or warranties concerning the Services, including without limitation regarding any Products or Other Content contained in or accessed through the Services, and the Slim.AI Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Services. The Slim.AI Parties make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through or in connection with the Services. EXCEPT AS MAY BE OTHERWISE EXPRESSLY SET FORTH IN AN ORDER OR AN APPLICABLE LICENSE, THE SERVICES, INCLUDING THE PRODUCTS AND OTHER CONTENT, ARE PROVIDED BY SLIM.AI (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE SLIM.AI PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) DOLLARS OR (II) THE AMOUNTS PAID AND/OR PAYABLE BY YOU TO SLIM.AI IN CONNECTION WITH THE SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify and hold the Slim.AI Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by Authorized Users or any third party using your account), and (b) your violation of these Terms.
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Slim.AI’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Choice of Law
These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the Commonwealth of Massachusetts, without regard to the conflict of laws provisions thereof.
Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Slim.AI and limits the manner in which you can seek relief from Slim.AI. Both you and Slim.AI acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Slim.AI’s officers, directors, employees and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
(a) Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in Suffolk County, Massachusetts. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
(b) Costs of Arbitration. The Rules will govern payment of all arbitration fees. Slim.AI will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. Slim.AI will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
(c) Small Claims Court; Infringement. Either you or Slim.AI may assert claims, if they qualify, in small claims court in Suffolk County, Massachusetts or any United States county where you live or work. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.
(d) Waiver of Jury Trial. YOU AND SLIM.AI WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Slim.AI are instead choosing to have claims and disputes resolved by arbitration. 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. In any litigation between you and Slim.AI over whether to vacate or enforce an arbitration award, YOU AND SLIM.AI WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
(e) Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Slim.AI is entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in (g) below.
. You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following address: Slim.AI (opens new window)
, Attention Legal, 145 Great Rd (Route 2A), Farm Hill Plaza #1008, Acton, MA 01720, postmarked within thirty (30) days of first accepting these Terms. You must include (i) your name and residence address, (ii) the email address and/or telephone number associated with your account, and (iii) a clear statement that you want to opt out of these Terms’ arbitration agreement.
(g) Exclusive Venue. If you send the opt-out notice in (f), and/or in any circumstances where the foregoing arbitration agreement permits either you or Slim.AI to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Slim.AI agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, Suffolk County, Massachusetts, or the federal district in which that county falls.
(h) Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with Slim.AI.
You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Slim.AI may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Slim.AI agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Slim.AI, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Slim.AI, and you do not have any authority of any kind to bind Slim.AI in any respect whatsoever. You and Slim.AI agree there are no third-party beneficiaries intended under these Terms.