Terms of Service for the Ligantic Platform

Last updated: 2024-07-02

These Terms of Service ("Terms") govern your access to and use of the Ligantic Platform ("Ligantic Platform" or "the platform"), including Ligantic Cloud ("Ligantic Cloud" or "cloud"), the Ligantic Studio web app ("Ligantic Studio" or "the app"), and any related services (collectively, "Services") provided by Ligantic Pty Ltd ("Ligantic," "we," "us," or "our"). By using our Services, you agree to be bound by these Terms.

1. Acceptance of Terms

By accessing or using our Services, you confirm that you have read, understood, and agree to be bound by these Terms andour Privacy Policy. If you do not agree with any part of these Terms, you must not use our Services.

2. Account Registration

To use the Ligantic Platform, you must create an account using a valid email address. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately if you suspect any unauthorised access to or use of your account.

3. Intellectual Property

Ligantic retains all rights, title, and interest in and to the Ligantic Cloud app, its content, and any related intellectual property. By using our Services, you acknowledge and agree that you do not acquire any ownership rights in the app or its content.

You retain ownership of your User Content. By using our Services, you grant us a worldwide, non-exclusive, royalty-free license to use, store, reproduce, display, and distribute your User Content as necessary to provide and improve our Services.

4. User Content

You are responsible for any content that you create, upload, or share within the app ("User Content"). This includes spaces, schemas and their associated entities, experiences and any associated block content, flows and any associated node configuration, and flow execution inputs and outputs. You represent and warrant that you have all necessary rights to your User Content and that your User Content does not infringe upon the rights of any third party, including intellectual property rights, privacy rights, and publicity rights.

We have the right, but not the obligation, to review and remove any User Content that we believe violates these Terms or is otherwise objectionable.

5. Privacy and Data Protection

We collect, store, and use your personal data in accordance with ourPrivacy Policy. By using our Services, you acknowledge and consent to the collection, storage, and use of your personal data as described in our Privacy Policy.

6. Service Availability and Support

Ligantic strives to provide a reliable and high-performance service.

If you experience any issues with service availability or need support, please contact our team for assistance.

If you require a higher level of service availability or support, please contact us at sales@ligantic.com to discuss our enterprise offerings.

7. Billing and Payment

the Ligantic Platform operates on a prepaid model using Ligantic Tokens. Tokens must be purchased in advance and are consumed when you use various features and capabilities within the platform. Upon signing up, you may receive a complimentary token allocation for the purpose of exploring and evaluating the service.

Paid subscriptions provide access to additional capabilities and include a monthly token allotment. The number of tokens included in your subscription will depend on your selected plan. You agree to pay the applicable subscription fees as described on our pricing page. All fees are non-refundable, except as expressly stated in these Terms or required by law.

Tokens are valid for a specified period from the date of purchase, as indicated in your account. Unused tokens will expire at the end of this validity period and will not be refunded or carried over to subsequent periods.

We reserve the right to change our pricing, token allotments, and token validity periods at any time, with prior notice to you. If you do not agree to the new pricing, token allotments, or validity periods, you may cancel your subscription before the changes take effect.

8. Prohibited Conduct

You agree not to use our Services for any illegal or unauthorised purposes. You also agree not to engage in any activities that could interfere with or disrupt our Services, including but not limited to:

9. Third-Party Services and Integrations

the Ligantic Platform may integrate with or rely on third-party services, such as payment processors or analytics providers. Your use of these third-party services is subject to their respective terms and policies. We are not responsible for any issues or damages arising from your use of third-party services.

10. Feedback and User Suggestions

We welcome and appreciate your feedback and suggestions for improving the Ligantic Platform. By submitting feedback or suggestions tosupport+feedback@ligantic.com, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate your feedback or suggestions into the app, without any obligation to compensate you.

11. Sub-processors Additional Terms

Ligantic may use third-party sub-processors to provide certain functionality within our Services. By using our Services, you acknowledge and agree to comply with any additional terms and policies set forth by these sub-processors, which will be referenced in the subsections below.

You understand and agree that Ligantic is not responsible for the actions or policies of its sub-processors, and that your use of any sub-processor services accessed through our Services is subject to the respective sub-processor's terms and policies. If you do not agree to a sub-processor's terms or policies, you must not use any features or services provided by that sub-processor through our Services.

We may update this section from time to time if we add or change sub-processors. We will provide notice of any sub-processor changes and update the "Last Updated" date at the top of these Terms.

11.1. Anthropic

Ligantic uses Anthropic as a sub-processor to provide certain functionality within our Services. By using our Services, you acknowledge and agree to comply with Anthropic's Acceptable Use Policy, which is available athttps://www.anthropic.com/legal/aup. Anthropic's Acceptable Use Policy is incorporated into these Terms by reference and governs your use of any features or services provided by Anthropic through our Services.

11.2. OpenAI

Ligantic uses OpenAI as a sub-processor to provide certain functionality within our Services. By using our Services, you acknowledge and agree to comply with OpenAI's Business Terms, which are available athttps://openai.com/policies/business-terms. OpenAI's Business Terms are incorporated into these Terms by reference and govern your use of any features or services provided by OpenAI through our Services.

11.3. Google Cloud

Ligantic uses Google Cloud as a sub-processor to provide certain functionality within our Services, including Generative AI Services. By using our Services, you acknowledge and agree to comply with Google's Service Specific Terms available athttps://cloud.google.com/terms/service-terms, and the Generative AI Additional Terms of Service available athttps://policies.google.com/terms/generative-ai. These terms are incorporated into the Ligantic Terms by reference and govern your use of any features or services provided by Google Cloud through our Services.

When using Google Cloud's Generative AI Services through Ligantic, you agree to the following additional terms:

  1. Age Restrictions: You will comply with any age restrictions presented in connection with the Generative AI Services.
  2. Prohibited Uses: You will not use the Generative AI Services to develop competing machine-learning models or related technology. You will comply with Google's Prohibited Use Policy.
  3. Safety Features: You will not attempt to bypass safety features or use content that violates Google's terms. You will comply with any Service-specific notices regarding sensitive or confidential information.
  4. Disclaimer: Generative AI Services may provide inaccurate, offensive, or inappropriate content. Use discretion before relying on or publishing any generated content. Do not use for medical, legal, financial or other professional advice.
  5. Indemnification: Google's indemnity obligations apply to certain intellectual property infringement claims related to the Generative AI Services, subject to the exceptions in the Google Cloud Platform Service Specific Terms Section 19(j).

If you do not agree with Google's Service Specific Terms or the Generative AI Additional Terms of Service, you must not use any features or services provided by Google Cloud through our Services.

12. Termination

We reserve the right to terminate or suspend your access to our Services at any time, with or without notice, if we believe that you have violated these Terms, any sub-processor's terms or policies, or for any other reason. You may also delete your account and discontinue using our Services at any time. Upon termination, your right to access and use our Services will immediately cease.

13. Changes to the Services

We reserve the right to modify, update, or discontinue our Services at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuance of our Services. You are encouraged to check our Services regularly for updates and new features.

14. Disclaimer of Warranties and Limitation of Liability

Our Services are provided "as is" and "as available" without any warranties of any kind, express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that our Services will be uninterrupted, secure, or error-free, or that any defects will be corrected.

To the fullest extent permitted by law, in no event will Ligantic, its affiliates, officers, directors, employees, or agents be liable for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to, loss of profits, data, use, or goodwill, arising out of or in connection with your access to, use of, or inability to use our Services, whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been advised of the possibility of such damages.

15. Indemnification

You agree to indemnify, defend, and hold harmless Ligantic, its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, or expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with your access to, use of, or violation of these Terms or our Services.

16. Dispute Resolution

Any dispute arising out of or relating to these Terms or our Services will be resolved through binding arbitration in accordance with the Australian Centre for International Commercial Arbitration (ACICA) Arbitration Rules. The arbitration will be conducted in the English language and will take place in Sydney, Australia, unless otherwise agreed by the parties. The arbitrator's decision will be final and binding, and judgment on the award may be entered in any court having jurisdiction.

Notwithstanding the foregoing, either party may seek interim or preliminary injunctive relief in any court of appropriate jurisdiction with respect to any alleged breach of intellectual property rights or confidentiality obligations.

If any provision of this arbitration agreement is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

17. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which Ligantic is located, without regard to its conflict of law provisions. Subject to the arbitration clause above, you agree to submit to the personal and exclusive jurisdiction of the courts located within that jurisdiction for the resolution of any disputes arising out of or relating to these Terms or our Services.

18. Accessibility

We strive to make the Ligantic Platform accessible to all users, including those with disabilities. We aim to comply with applicable accessibility guidelines and regulations, such as the Web Content Accessibility Guidelines (WCAG) 2.1. If you encounter any accessibility issues while using our Services, please contact us atsupport+accessibility@ligantic.com.

19. Changes to the Terms

We may update these Terms from time to time. We will notify you of any changes by posting the new Terms on this page and updating the "Last Updated" date. You are advised to review these Terms periodically for any changes. Your continued use of our Services following the posting of any changes constitutes your acceptance of the updated Terms.

20. Contact Us

If you have any questions about these Terms, please contact us at support@ligantic.com.