Terms and Conditions of Use
Effective: September 25, 2024
WELCOME TO Colibrim! BEFORE YOU USE OR ACCESS OUR WEBSITES AND SERVICES, PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY.
These Terms and Conditions of use (“Terms of Use”) govern your use of websites, products, and services operated and provided by Colibrim, Inc. (“Colibrim” or “Us”), including all platforms, software, applications, APIs, tools, interfaces, features, content, documentation, and other materials or functionality that are incorporated or made available by Colibrim under these Terms of Use (individually and collectively, the “Services”).
The Services allow you to interact with Colibrim and others and provide you the opportunity to contact Us directly. Except as otherwise provided in a written agreement signed by Colibrim, these Terms of Use represent the entire understanding between you and Colibrim regarding your use of the Services and your submission of any materials to Us. Colibrim is providing you access to the Services subject to; (i) these Terms of Use (including the attached exhibits); (ii) our Responsible Use Guidelines; (iii) our Privacy Policy; (iv) our DMCA Policy; and (v) any other Colibrim terms or policies that are specifically referenced in or provided with a particular Service (collectively, the “Terms”). BY USING OR ACCESSING THE SERVICES, YOU SIGNIFY YOUR PRIOR REVIEW, UNDERSTANDING, AND ACCEPTANCE OF THE TERMS. If you have executed a separate written agreement with Colibrim regarding your use of any Services, the terms and conditions of such agreement will govern with respect to the particular Services it concerns and take precedence to the extent of any conflict or inconsistency with the Terms.
Colibrim reserves the right, at any time, to modify, alter, update, add, or remove portions of the Terms, so please check them from time to time as your continued use of the Services constitutes your acceptance of any changed terms. If you do not agree to any of the Terms, your sole and exclusive remedy is to discontinue your use of the Services.
ELIGIBILITY, ACCESS, AND REGISTRATION
Your Colibrim Account. To access our Services, we may ask you to create an account. You agree to provide correct, current, and complete account information and allow us to use it to communicate with you about our Services. Our communications to you using your account information will satisfy any requirements for legal notices.
You may not share your account login information, API key, or account credentials with anyone else. You also may not make your account available to anyone else. You are responsible for all activity occurring under your account, and you agree to notify Us immediately if you become aware of any unauthorized access to your account.
Subscriptions. If you subscribe or opt-in to receive any updates, announcements, newsletters, or other marketing materials through the Services, you agree that Colibrim may send you such information using the contact information you provide.
USE OF THE SERVICES
Use of the Services is void where prohibited. By using the Services and their features, You represent and warrant that: (i) You are 18 years or older; (ii) Your use of the Services does not violate any applicable law or regulation; and (iii) You are responsible for all User Content posted and activity that occurs under your account.
Permitted Uses. You may access and use our Services for their intended purposes and only in compliance with the Terms including specifically our Responsible Use Guidelines and any Supplemental Terms.
Restrictions. You also must not abuse, harm, interfere with, or disrupt our Services, including, for example, introducing viruses or malware, spamming or DDoSing Services, or bypassing any of our systems, security protocols, or protective measures.
USER CONTENT
The Services may allow you to post, submit, publish, display, make available for download and use or transmit to other users or other persons any content, source code, messages, text, files, images, photos, video, sounds, profiles, feedback, works of authorship, or any other materials on or through the Services (collectively “User Content”). User Content includes any information you provide via your interaction with our Services.
User Content is not confidential or proprietary if posted publicly. Unless we specify otherwise, any User Content you post to the Services will be considered non-confidential and non-proprietary.
Your promise that you have the appropriate rights to your User Content. You represent and warrant that (i) you own and control all of the rights to the User Content or you otherwise have the right to such User Content and any rights you grant therein; (ii) the User Content is accurate and not misleading; and (iii) the use and posting of the User Content as contemplated by the Terms do not violate the Terms or any applicable law, rule or regulation and will not infringe or violate any rights of, or cause injury to, any person or entity.
Submissions to Colibrim. Other than submitting Inputs through the AI Services, the Services may contain web forms or links to online forms that we maintain for various questions and submissions to Colibrim (e.g. “Contact Us” forms). When making such submissions to Colibrim, you agree to not submit sensitive or confidential User Content unless such information is specifically requested based on the context and purpose of the form collection.
USING YOUR USER CONTENT WITH AI SERVICES
AI Services may provide the use of chatbots, AI assistants, or have interactive chat-like features that enable you to submit prompts and other User Content (“Inputs”) to generate responses and other outputs (“Outputs”).
Inputs. You are responsible for all Inputs you use and process through the AI Services and for ensuring that any User Content you submit as Inputs do not violate these Terms or any third party rights. As between you and Colibrim, and to the extent permitted by applicable laws, you own all right, title, and interest to your Inputs.
Outputs. Subject to your compliance with the Terms, and to the extent permitted by applicable law, Colibrim assigns to you all right, title, and interest (if any) to Outputs you generate using the AI Services. The Services are built for experimental and research use. They are not intended to be accurate or reliable, but rather as research tools. In addition, artificial intelligence and large language models are frontier technologies that are still improving in accuracy, reliability, and safety. Please use your judgment, fact-check important information, and consider context when interpreting or using Outputs.
AI Service Specifications. AI Services are generally designed for research and educational use and not intended to be used as a replacement for human-decision making. AI technology is continually improving in accuracy, reliability, and safety. Accordingly, if you use any AI Services, you acknowledge and agree that:
OUR USE OF YOUR USER CONTENT
"User Content" refers to any information you provide while interacting with our Services.
Your permission for Colibrim to use your User Content/License. Unless otherwise stated in the Terms, you grant Colibrim a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to use, reproduce, adapt, modify, translate, publish, publicly perform, display, sublicense, create derivative works of, and distribute User Content. This includes the right for Colibrim to share User Content with other companies, organizations, or individuals we work with (“Authorized Third Parties”) and for them to use it under their agreements with Colibrim. You understand that Colibrim and Authorized Third Parties may (i) transmit or distribute User Content over public networks and various media, and (ii) make necessary changes to User Content to meet the technical requirements of connecting networks or devices. The technical processing and transmission of the Services, including User Content, may involve transfers over various networks and may be unencrypted. You agree that this license permits Colibrim and Authorized Third Parties to take these actions.
Using User Content to train our models. Colibrim reserves the right to train models using User Content, which is an important practice for advancing scientific research, unless otherwise specified.
Deletion of your User Content at our Discretion. Colibrim may delete any User Content or data associated with you at our discretion.
CONTENT STANDARDS/RESTRICTIONS
All User Content must comply with applicable laws and regulations. Colibrim reserves the right to reject, refuse to post, or remove any User Content for any reason, including violations of these Terms. Colibrim assumes no responsibility for monitoring the Services for inappropriate User Content or behavior. If we choose to monitor, we are not obligated to modify or remove inappropriate content, nor are we responsible for the actions of the user who submitted such content.
THIRD PARTY SERVICES AND LINKS
Our Services may integrate with or use third-party content and services. We are not responsible for any loss or damage resulting from your use of third-party services or content. Your use of these third-party services and content is at your own risk and subject to the terms and conditions of those third parties.
The Services may also contain links to external websites and third-party content, which are provided for your convenience. Colibrim does not control or accept responsibility for third-party services or content, nor any loss or damage that may arise from your use of them. Your decision to access any third-party services is at your own risk.
In addition, our Services may allow you to download software, which may automatically update to ensure you are using the latest version. Some of our software may include open-source components, which are governed by their respective licenses.
INTELLECTUAL PROPERTY RIGHTS
General Proprietary IP Rights. Colibrim retains all rights, title, and interest in and to the Services, including software, source code, updates, and derivative works, excluding User Content. The Services and all content within them are protected by copyright, trademark, and other intellectual property laws. You may not modify, reproduce, republish, distribute, or use any material from the Services, including software or code, without Colibrim's written permission. All rights not expressly granted are reserved by Colibrim.
Use of our Trademarks. You may not use Colibrim’s trademarks, logos, or names in any manner that implies endorsement or affiliation without prior written permission. You must comply with any branding guidelines provided by Colibrim. To request permission to use our trademarks, contact us directly.
DISCLAIMERS, LIMITATION OF LIABILITY, AND INDEMNITY
YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AVAILABILITY, SECURITY, AND NON-INFRINGEMENT.
Colibrim is not responsible for any User Content posted or uploaded by you or any third party. We are not liable for any mistakes, defamation, falsehoods, or other harmful content you may encounter while using the Services. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, Colibrim AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to indemnify and hold Colibrim and its affiliates harmless from any claims, damages, or losses arising out of your breach of these Terms or your use of the Services.
GENERAL TERMS
Changes to the Services. Unless otherwise agreed in a separate written contract, we reserve the right to modify, suspend, or discontinue the Services, or your access to them, in whole or in part, at any time without prior notice. While we will aim to provide reasonable advance notice for significant changes, certain urgent circumstances—such as preventing abuse, complying with legal requirements, or addressing technical issues—may not allow for prior notification. We will not be liable for any modification, suspension, or termination of the Services or your access to them. If you continue to use the Services after changes to the Terms are posted on Colibrim's website or otherwise communicated to you, you accept the updated Terms. If you do not agree to the changes, you must discontinue using the Services.
Entire Agreement. These Terms, along with any other terms expressly incorporated by reference, constitute the entire agreement between you and Colibrim regarding the use of the Services.
Termination and Survival of Terms. You may stop using the Services at any time. Colibrim may terminate the Services or suspend your access, without prior notice, for any behavior we deem disruptive or in violation of applicable laws or these Terms. Upon termination, provisions regarding disclaimers, limitations of liability, indemnification, intellectual property rights, User Content, and applicable law will survive.
Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full effect.
No Waiver. Failure to enforce any part of these Terms does not constitute a waiver of our right to enforce them in the future.
No Assignment. You may not transfer or assign these Terms without our written consent. However, we may assign them without restriction.
Use of our Brand. You are not permitted to use our name, logos, or trademarks in any manner that implies endorsement, affiliation, or sponsorship without prior written permission.
Export Controls. By using the Services, you confirm that you are not located in, or a national of, a country subject to U.S. export restrictions. You agree to comply with all applicable U.S. and foreign export laws when using the Services. Colibrim makes no claims regarding the appropriateness of the Services for access outside the United States, and those accessing the Services from other countries do so at their own risk and are responsible for complying with local laws.
Legal Compliance. We may cooperate with law enforcement and government authorities as required by law, including providing information or responding to requests related to your use of the Services. We reserve the right to report to law enforcement any activity we believe, in our sole discretion, to be unlawful.
Applicable Law and Venue. Colibrim operates the Services from Washington State, United States. These Terms are governed by the laws of Washington, without regard to its conflict of law principles. You agree that any legal action or proceeding arising out of or related to these Terms will be brought exclusively in the state or federal courts located in King County, Washington, and you consent to the jurisdiction of these courts.
Limitation on Time to File Claims. Any claim or cause of action arising out of or related to these Terms must be filed within one year after the cause of action accrues; otherwise, such claim or action is permanently barred.
Entire Agreement. These Terms, along with any other documents incorporated by reference, represent the entire agreement between you and Colibrim regarding the subject matter of these Terms.
Questions and Contact Information. For any questions or concerns about the Services, please contact Colibrim's legal team.
EXHIBIT A
Supplemental Terms
These Supplemental Terms apply to specific Services. In the event of any conflict between the Supplemental Terms and the main Terms of Use, the Supplemental Terms will govern for the applicable Services.
AI SERVICES
Certain AI Services are subject to additional terms and conditions provided as clickwrap agreements or specified within the legal terms of the particular AI Service. For instance, some AI Services may specify that your Inputs and Outputs will not be used for training AI models, while others may permit the publication or sharing of Inputs and Outputs for research purposes.