Terms

Terms of Service

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Acceptance of These Terms of Service

Dalet AI Inc. (“Dalet,” “we,” “us,” or “our”) provides our services (described below) and related content to you through our website(s) located at https://daletlabs.com (the “Site”) and through our mobile applications and related technologies (“Mobile Apps”, and collectively, such Mobile Apps and the Site, including any updated or new features, functionality and technology, the “Service”). All access and use of the Service is subject to the terms and conditions contained in these Terms of Service (as amended from time to time, these “Terms of Service”). By accessing, browsing, or otherwise using the Site, Mobile Apps, or any other aspect of the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not accept the terms and conditions of these Terms of Service, you will not access, browse, or otherwise use the Service.

We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms of Service were last revised. You may read a current, effective copy of these Terms of Service by visiting the “Terms of Service” link on the Site and under Profile → Terms of Service in our Mobile App. We will also notify you of any material changes, either through the Service user interface, a pop-up notice, email, or through other reasonable means. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. You should periodically visit this page to review the current Terms of Service so you are aware of any revisions. If you do not agree to abide by these or any future Terms of Service, you will not access, browse, or use (or continue to access, browse, or use) the Service.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST DALET ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

Your Privacy: At Dalet, we respect the privacy of our users. For more information please see our Privacy Policy, located at https://daletlabs.com/privacy and under Profile → Privacy Policy in our Mobile App (the “Privacy Policy”). By using the Service, you consent to our collection, use and disclosure of personal data and other data as outlined therein.

Additional Terms: In addition, when using certain features through the Service, you will be subject to any additional terms applicable to such features that may be posted on or within the Service from time to time. All such terms are hereby incorporated by reference into these Terms of Service.

Access and Use of the Service

Service Description: The Service is designed to help you discover, explore and shop for products through AI-generated media. The Service uses generative artificial intelligence technology to create images, scenes and other media (collectively, “Generated Content”) that feature products offered for sale by third party brands, retailers and merchants (each, a “Merchant,” and such products, “Products”). As you browse and interact with the Service, the Service may use your interactions and other signals to inform the Generated Content that is displayed to you, allowing you to explore Products in a variety of visual contexts, settings and styles. The Service may also allow you to (a) select Products featured in Generated Content and purchase those Products through third parties (e.g., Alabaster Technologies, as defined below) and (b) search for Products and access links to third party websites where those Products may be available.

Generated Content: You acknowledge and agree that Generated Content is created using artificial intelligence and is provided for inspiration, illustration and discovery purposes only. While the Products featured in Generated Content are intended to correspond to real products offered by Merchants, the scenes, settings, environments and other contexts depicted in Generated Content are artificially generated, may not depict real people, places or events, and may feature Products from different Merchants, brands and categories together in ways that do not reflect any actual product offering, collaboration or endorsement. Generated Content may contain errors, inaccuracies or distortions, and may not accurately depict the actual appearance, color, size, scale, fit, texture or other attributes of a Product. Before purchasing any Product, you should review the Product information presented at the point of purchase (whether through Alabaster Technologies or on a Merchant or other third party website), as further described below. Generated Content is not professional advice of any kind, and Dalet does not guarantee that any Generated Content will be accurate, complete or suitable for any particular purpose.

Eligibility; No Account Required: You are not required to register for an account with Dalet in order to access and use the Service. If you are under 13 years of age, you are not authorized to use the Service. In addition, if you are under 18 years old, you may use the Service only with the express consent of your parent or guardian.

Modifications to Service: Dalet reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Dalet and its current and future affiliates (collectively, “Dalet Affiliates”) will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.

Conditions of Access and Use

User Conduct: To the extent the Service permits you to submit, post or otherwise transmit any information, data, text, search queries, inputs, materials or other content (collectively, “User Content”), you are solely responsible for such User Content. The following are examples of the kinds of information, data, text, search queries, inputs, materials or other content (collectively, “content”) and/or uses that are illegal or prohibited by Dalet. Dalet reserves the right to investigate and take appropriate legal action against anyone who, in Dalet’s sole discretion, violates this provision, including removing the offending content from the Service, suspending or terminating the Service access of such violators, and reporting the violator to law enforcement authorities. You agree to not use the Service to:

  1. a) upload or otherwise make available any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable; or (vii) in the sole judgment of Dalet, is objectionable or which restricts or inhibits any other person from using or enjoying the Service or which may expose Dalet or its users to any harm or liability of any type;
  2. b) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service;
  3. c) violate any applicable local, state, national, or international law, or any rule, guidance, or regulations having the force of law (“Laws”);
  4. d) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  5. e) solicit personal information from anyone under the age of 18;
  6. f) harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
  7. g) advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
  8. h) further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
  9. i) obtain or attempt to access or otherwise obtain any content or information through any means not intentionally made available or provided for through the Service;
  10. j) circumvent, remove, alter, deactivate, degrade, or thwart any of the content protections in or geographic restrictions on any content (including Service Content (as defined below)) available on or through the Service, including through the use of virtual private networks; or
  11. k) engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods.

If you are blocked by Dalet from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address or virtual private network).

Competitors: No employee, independent contractor, agent, or affiliate of any competing company is permitted to view, access, or use any portion of the Service without express written permission from Dalet. By viewing, using, or accessing the Service, you represent and warrant that you are not a competitor of Dalet or any Dalet Affiliate, or acting on behalf of a competitor of Dalet or any Dalet Affiliate in using or accessing the Service.

Purchases Through Alabaster Technologies or Other Third Parties: Dalet does not currently charge you any fees to access or use the Service. The Service allows you to discover Products and to initiate purchases of certain Products through Alabaster Technologies (together with its affiliates, “Alabaster Technologies”), or other third party commerce platforms that facilitate transactions between consumers and Merchants (collectively, “Third Party Commerce Platforms”). DALET IS NOT A PARTY TO ANY TRANSACTION BETWEEN YOU AND ANY THIRD PARTY COMMERCE PLATFORM OR ANY MERCHANT. DALET DOES NOT SELL OR OFFER TO SELL ANY PRODUCTS, DOES NOT PROCESS ANY PAYMENTS, IS NOT THE MERCHANT OF RECORD FOR ANY TRANSACTION AND DOES NOT TAKE TITLE TO OR POSSESSION OF ANY PRODUCTS. When you elect to purchase a Product through the Service, your purchase, including checkout, payment processing, order confirmation, pricing, taxes, shipping, fulfillment, cancellations, returns, refunds, exchanges, product warranties and related customer service, is handled by the applicable Third Party Commerce Platform and/or Merchant, and not by Dalet, and is subject to the applicable Third Party Commerce Platform’s terms of service and privacy policy and any applicable Merchant terms and policies. Any questions, disputes or claims regarding any purchase or Product, including regarding payment, shipping, delivery, returns, refunds or product quality or safety, should be directed to the applicable Third Party Commerce Platform or Merchant.

Product Information: Product names, descriptions, images, specifications, pricing and availability, and other Product information displayed through the Service are based on information made available by Merchants, Third Party Commerce Platforms and other third party sources. Such information may change at any time without notice, may be incomplete or out of date and may contain errors, and the price or availability of a Product displayed through the Service may differ from the price or availability presented at the point of purchase. In the event of any conflict between Product information displayed through the Service (including in any Generated Content) and the Product information presented at the point of purchase, the information presented at the point of purchase will govern. The display of any Product through the Service does not constitute an offer to sell by Dalet, and does not constitute an endorsement, sponsorship or recommendation by Dalet of any Product or Merchant, nor any endorsement or sponsorship of Dalet or the Service by any Merchant or brand.

Compensation Disclosure: Dalet may receive a commission, revenue share, or other compensation from the applicable Third Party Commerce Platform or its partners in connection with Products that are displayed, clicked on or purchased through the Service. The Service may also display Products or provide links to third party websites for which Dalet receives no compensation.

Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, grant access to, transfer, or otherwise use or exploit any portion of the Service for any commercial purposes. The Service is for your personal use.

Mobile Services and Software

Mobile Services: The Service includes certain services that are available via a mobile device, including (a) the ability to browse the Service and the Site from a mobile device and (b) the ability to access certain features and content through Mobile Apps (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

Mobile App License: Subject to these Terms of Service, Dalet hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to (a) install the Mobile App on one mobile device and (b) use the Mobile App for your own personal use solely to access and use the Service. For clarity, the foregoing is not intended to prohibit you from installing the Mobile App on another device on which you also agreed to these Terms of Service. Each instance of these Terms of Service that you agree to in connection with downloading a Mobile App grants you the aforementioned rights in connection with the installation and use of the Mobile App on one device.

Ownership; Restrictions: The technology and software underlying the Service or distributed in connection therewith are the property of Dalet, Dalet Affiliates, and their licensors (including the Mobile Apps, the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, or sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Dalet.

Special Notice for International Use; Export Controls: Dalet is headquartered in the United States. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the Laws of your specific jurisdiction. Software available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export Laws. Downloading, accessing, or using the Software or Services is at your sole risk.

Third Party Distribution Channels: Dalet offers Software that may be made available through the Apple App Store, the Google Play Store, or other distribution channels (“Distribution Channels”). If you obtain such Software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms of Service are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third party products and services in connection with your use of the Service, you agree to comply with all applicable terms of any agreement for such third party products and services.

Apple-Enabled Software: With respect to Mobile Apps that are made available for your use in connection with an Apple-branded product (the “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:

Google-Sourced Software: The following applies to any Mobile App you download from the Google Play Store (“Google-Sourced Software”): (a) you acknowledge that these Terms of Service are between you and Dalet only, and not with Google LLC (“Google”); (b) your use of Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service; (c) Google is only a provider of Google Play where you obtained the Google-Sourced Software; (d) Dalet, and not Google, is solely responsible for Dalet’s Google-Sourced Software; (e) Google has no obligation or liability to you with respect to Google-Sourced Software or these Terms of Service; and (f) you acknowledge and agree that Google is a third party beneficiary to these Terms of Service as it relates to Dalet’s Google-Sourced Software.

Open Source Software: The Software may contain or be provided together with open source software. Each item of open source software is subject to its own license terms, which can be found at: https://daletlabs.com/open-source. If required by any license for particular open source software, Dalet makes such open source software, and Dalet’s modifications to that open source software (if any), available by written request to support@daletlabs.com. Copyrights to the open source software are held by the respective copyright holders indicated therein.

Intellectual Property Rights

Service Content: You acknowledge and agree that the Service may contain content or features (which, together with the Generated Content, constitute “Service Content”) that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and Laws. Except as expressly authorized by Dalet, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content that you upload to or make available through the Service in accordance with these Terms of Service. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited.

Trademarks: The Dalet name and logos are trademarks and service marks of Dalet (collectively the “Dalet Trademarks”). Other company, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Dalet. Nothing in these Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Dalet Trademarks displayed on the Service without our prior written permission in each instance. All goodwill generated from the use of Dalet Trademarks will inure to our exclusive benefit.

Third Party Material: Under no circumstances will Dalet or any Dalet Affiliate be liable in any way for any content or materials of any third parties (including users), including for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Dalet does not pre-screen content, but that Dalet and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Dalet and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Dalet, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

User Content: You retain any ownership rights that you may have in your User Content. By making available any User Content to or through the Service, you hereby grant Dalet and Dalet Affiliates, and their successors and assigns, a non-exclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable (directly and indirectly through multiple tiers), perpetual, and irrevocable license to use, copy, display, perform, distribute, store, modify, and create derivative works of your User Content, in any form, medium, or technology now known or later developed, (a) in connection with the operation of the Service, including to generate, personalize and improve the Generated Content displayed to you and other users; (b) to provide, develop and improve the Service and other offerings of Dalet and/or Dalet Affiliates; and (c) as otherwise set forth in our Privacy Policy. You represent and warrant that you have all rights necessary to grant the foregoing license and that your User Content, and the use thereof as contemplated herein, will not violate any applicable Law or infringe, misappropriate, or otherwise violate the intellectual property, privacy, publicity, or other rights of any third party.

You hereby authorize Dalet and Dalet Affiliates and their third party service providers to collect and analyze User Content and other data and information relating to the Service and related systems and technologies and derive statistical and usage data relating thereto (collectively, “Usage Data”). Dalet and Dalet Affiliates may use Usage Data for any purpose in accordance with applicable Law and our Privacy Policy.

Any questions, comments, suggestions, ideas, feedback, reviews, or other information about the Service (“Submissions”), provided by you to Dalet or any Dalet Affiliate are non-confidential and Dalet and Dalet Affiliates will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment, attribution, or compensation to you.

You acknowledge and agree that Dalet may preserve User Content and may also disclose User Content if required to do so by Law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable Law, or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Dalet, its users, or the public. You understand that the technical processing and transmission of the Service, including your User Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.

Dalet will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property Laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Dalet’s Copyright Agent at support@daletlabs.com (Subject line: “DMCA Takedown Request”). You may also contact the Copyright Agent by mail or telephone at:

Dalet AI Inc., Attn: Copyright Agent
105 W 29th St, 37E
New York, NY 10001
(650) 507-8957

To be effective, the notification must be in writing and contain the following information:

Repeat Infringer Policy: In accordance with the DMCA and other applicable Law, Dalet has adopted a policy of terminating, in appropriate circumstances and at Dalet’s sole discretion, the access of users who are deemed to be repeat infringers. Dalet may also at its sole discretion limit or terminate the Service access of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

Third Party Services and Websites

The Service may provide links or other access to services, sites, technology, and resources that are provided or otherwise made available by third parties (the “Third Party Services”), including the checkout experience of Alabaster Technologies or other Third Party Commerce Platforms, and the websites of Merchants and other retailers. Your access and use of the Third Party Services may also be subject to additional terms and conditions, privacy policies, or other agreements with such third party. Dalet has no control over and is not responsible for such Third Party Services, including for the accuracy, availability, reliability, or completeness of information (including Product information) shared by or available through Third Party Services, or for the privacy practices of Third Party Services. We encourage you to review the privacy policies of the third parties providing Third Party Services prior to using such services. You, and not Dalet or any Dalet Affiliate, will be responsible for any and all costs and charges associated with your use of any Third Party Services, including the purchase price of any Products. Dalet enables these Third Party Services merely as a convenience and the integration or inclusion of such Third Party Services does not imply an endorsement or recommendation. Any dealings you have with third parties while using the Service, including any purchase of Products from or through Alabaster Technologies, other Third Party Commerce Platforms or any Merchant, are between you and the third party. Dalet and Dalet Affiliates will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third Party Services.

Indemnification

To the extent permitted under applicable Law, you agree to defend, indemnify, and hold harmless Dalet and Dalet Affiliates, and its and their respective officers, employees, directors, service providers, licensors, and agents (collectively, the “Dalet Parties”), from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind, and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service, or your violation of any rights of another. Dalet will provide notice to you of any such claim, suit, or proceeding. Dalet reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section, and you agree to cooperate with any reasonable requests assisting Dalet’s defense of such matter. You may not settle or compromise any claim against the Dalet Parties without Dalet’s written consent.

Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE DALET PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

THE DALET PARTIES MAKE NO WARRANTY THAT (A) THE SERVICE WILL MEET YOUR REQUIREMENTS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

WITHOUT LIMITING THE FOREGOING, THE DALET PARTIES MAKE NO WARRANTY REGARDING: (A) ANY GENERATED CONTENT, INCLUDING THAT ANY GENERATED CONTENT WILL BE ACCURATE, COMPLETE, OR RELIABLE, OR WILL ACCURATELY DEPICT THE APPEARANCE, COLOR, SIZE, SCALE, FIT, TEXTURE OR OTHER ATTRIBUTES OF ANY PRODUCT; (B) ANY PRODUCT OR PRODUCT INFORMATION DISPLAYED THROUGH THE SERVICE, INCLUDING THE PRICING, AVAILABILITY, QUALITY, SAFETY OR LEGALITY OF ANY PRODUCT; OR (C) ANY TRANSACTION CONDUCTED THROUGH, OR ANY ACT OR OMISSION OF, ALABASTER TECHNOLOGIES OR ANY OTHER THIRD PARTY COMMERCE PLATFORM, OR ANY MERCHANT OR OTHER THIRD PARTY.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE DALET PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING DAMAGES FOR LOSS OF GOODWILL, USE, OR DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE DALET PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE SERVICE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (E) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL THE DALET PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “INDEMNIFICATION,” “DISCLAIMER OF WARRANTIES,” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

Dispute Resolution By Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

a. Agreement to Arbitrate

This Dispute Resolution by Binding Arbitration section is referred to in these Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Dalet, whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Service, any advertising, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Service, you and Dalet are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

b. Prohibition of Class and Representative Actions and Non-Individualized Relief

YOU AND DALET AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND DALET AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

c. Pre-Arbitration Dispute Resolution

Dalet is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at support@daletlabs.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Dalet should be sent to Dalet AI Inc., 105 W 29th St, 37E, New York, NY 10001 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Dalet and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Dalet may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Dalet or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Dalet is entitled.

d. Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/consumer. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

Unless Dalet and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by AAA. If your claim is for $10,000 or less, Dalet agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

e. Costs of Arbitration

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. To the extent any Arbitration Fees are not specifically allocated to either Dalet or you under the AAA Rules, Dalet and you shall split them equally; provided that if you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of such Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of any Arbitration Fees, Dalet will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Dalet will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.

f. Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

g. Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms of Service will continue to apply.

h. Future Changes to Arbitration Agreement

Notwithstanding any provision in these Terms of Service to the contrary, Dalet agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Service, you may reject any such change by sending Dalet written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).

Termination

You agree that Dalet, in its sole discretion, may suspend or terminate your access to all or any part of the Service and remove and discard any content within the Service, for any reason, including if Dalet believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Service may be referred to appropriate law enforcement authorities. Dalet may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms of Service may be effected without prior notice, and acknowledge and agree that Dalet may immediately bar any further access to the Service. Further, you agree that Dalet and Dalet Affiliates will not be liable to you or any third party for any termination of your access to the Service.

User Disputes

You agree that you are solely responsible for your interactions with any other user of the Service and with any other party with whom you interact, communicate, or transact in connection with the Service (including any Third Party Commerce Platform and any Merchant), and Dalet and Dalet Affiliates will have no liability or responsibility with respect thereto. Dalet reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service or any such other party.

General

These Terms of Service (together with the terms incorporated by reference herein) constitute the entire agreement between you and Dalet governing your access and use of the Service, and supersede any prior agreements between you and Dalet with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use Third Party Services, third party content or third party software. These Terms of Service will be governed by the laws of the State of New York without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Dalet submit to the personal and exclusive jurisdiction of the state and federal courts located within New York County, New York. The failure of Dalet to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any Law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of these Terms of Service and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms of Service without the prior written consent of Dalet, but Dalet may assign or transfer these Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. As used in these Terms of Service, the words “include” and “including,” and variations thereof, will not be deemed to be terms of limitation, but rather will be deemed to be followed by the words “without limitation.” Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service. Dalet will not be in default hereunder by reason of any failure or delay in the performance of its obligations where such failure or delay is due to civil disturbances, riot, epidemic, hostilities, war, terrorist attack, embargo, natural disaster, acts of God, flood, fire, sabotage, fluctuations or unavailability of electrical power, network access or equipment, or any other circumstances or causes beyond Dalet’s reasonable control.

Notice for California Users

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted (a) via email at dca@dca.ca.gov; (b) in writing at: Department of Consumer Affairs, Consumer Information Division, 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834; or (c) by telephone at (800) 952-5210 or (800) 326-2297 (TDD). Sacramento-area consumers may call (916) 445-1254 or (916) 928-1227 (TDD). You may contact us at Dalet AI Inc., 105 W 29th St, 37E, New York, NY 10001, or by telephone at (650) 507-8957.

U.S. Government Restricted Rights

The Service is made available to the U.S. government with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the U.S. government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Access or use of the Service (including the Software) by the U.S. government constitutes acknowledgement of our proprietary rights in the Service (including the Software).

Questions? Concerns? Suggestions?

Please contact us at support@daletlabs.com to report any violations of these Terms of Service or to pose any questions regarding these Terms of Service or the Service.