Terms of Use

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Last Modified: January 23, 2025

These Terms of Use ("Terms of Use") are entered into by and between you (the "User")and Samplify AI Inc ("Samplify," "we," "us," or "our"). The following Terms of Use governyour access to and use of our website located at www.samplify.ai (the "Website") and anycontent, functionality, and services provided by us, including proprietary algorithms,dashboards, data models, data structures, and consulting solutions providedunder subscription agreements with commitment (collectively, the "Services").

By accessing the Services, entering into a subscription agreement (an " Agreement"), orotherwise using the Website, you accept and agree to these Terms of Use and our PrivacyPolicy. If you do not agree, you must immediately stop using the Services.The terms "Samplify," "we," "us," and "our" refer to SAMPLIFY AI INC. Theterms "you" and "your" refer to the User or, if applicable, the organization you represent.By agreeing to these Terms of Use on behalf of an organization, you confirm you have theauthority to bind that organization

1. Changes to the Terms of Use

We reserve the right to update or modify these Terms of Use at any time at our solediscretion. Changes will become effective immediately upon posting the updated Terms ofUse on the Website or by providing notice via email. It is your responsibility to review theTerms of Use periodically. Continued use of the Services after such changes constitutesyour acceptance of the revised Terms of Use.

2. Intended Use of the Services

2.1. Eligibility

You must be at least 18 years old or the age of majority in your jurisdiction to use theServices. By using the Services, you represent that you meet this requirement.

2.2. Compliance with Laws

You agree to use the Services in compliance with all applicable laws and regulations,including, but not limited to, export control laws. You may not use the Services if you arelocated in or are a national or resident of a jurisdiction subject to U.S. embargoes or othersanctions.

3.1. Access

Access to the Services may require registration or execution of an Agreement. We mayrestrict or revoke access to the Services at any time, for any reason, including if you breachthese Terms of Use.

3.2. Account Security

If provided with account credentials, you must treat them as confidential and not sharethem with others. You are responsible for all activity conducted under your account. Notifyus immediately of any unauthorized access or suspected breach of security.

4. Intellectual Property Rights

4.1. Ownership

All intellectual property rights in the Services, including proprietary algorithms,dashboards, and data models, are owned by Samplify or its licensors. You are granted alimited, non-exclusive, revocable license to use the Services as outlined in yourAgreement.

4.2. Restrictions

You may not copy, modify, distribute, or create derivative works based on the Serviceswithout prior written consent from Samplify.З
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5. Confidentiality and Data Usage

5.1. Customer Data

You represent that you have the necessary rights to provide any data shared with Samplify ("Customer Data"). You grant Samplify a limited license to use, store, and process suchdata solely to provide the Services.

5.2. Data Privacy

Our use of Customer Data is governed by our Privacy Policy. You are responsible forensuring the legality of Customer Data shared with Samplify.

6. Termination

6.1. Termination by You

You may terminate your Agreement or account with written notice as specified in yourAgreement. Fees for unused services are non-refundable unless explicitly statedotherwise.

6.2. Termination by Samplify

Samplify may terminate your access to the Services if you violate these Terms of Use orapplicable laws. Upon termination, you must cease using the Services, and Samplifyreserves the right to delete your account and associated data.

7. Disclaimer of Warranties

The Services are provided "as is" and "as available" without any warranties of any kind,whether express or implied. Samplify disclaims all warranties, including warranties ofmerchantability, fitness for a particular purpose, and non-infringement.

8. Limitation of Liability

To the fullest extent permitted by law, Samplify will not be liable for indirect, incidental, orconsequential damages, including loss of profits, even if advised of the possibility of suchdamages

To the maximum extent permitted by law, notwithstanding anything to the contrarycontained herein, our liability to you for any damages arising from or related to thisAgreement (for any cause whatsoever and regardless of the form of the action) will at alltimes be limited to a maximum of fifty U.S. dollars (U.S. $50). The existence of more thanone claim will not enlarge this limit. You agree that our providers will have no liability of anykind arising from or relating to this Agreement.

9. Dispute Resolution

Any disputes arising out of these Terms of Use or the Services will be resolved throughbinding arbitration conducted in accordance with the rules of the American ArbitrationAssociation. All disputes will be resolved individually and not as part of a class action.

10. Governing Law

These Terms of Use are governed by the laws of the State of New York, without regard to itsconflict of law principles.

11. Contact Information

If you have any questions about these Terms of Use, please contact us at:

  • Email: legal@samplify.ai
  • Mailing Address: SAMPLIFY AI Inc, 41 Madison Avenue, Suite 3300, New York, NY10010, USA
  • This version supersedes all prior Terms of Use.