Terms of Service for Instago.ai
Last updated: July 28, 2024
Welcome to Instago.ai! These Terms of Use ("Agreement") form a legally binding contract between you ("Customer," "you," or "your") and Instago.ai ("Instago," "we," "us," or "our") regarding your access to and use of our services ("Services"). By accessing or using our Services, you agree to comply with and be bound by this Agreement. If you do not agree to these terms, please do not use our Services.
We manage the website located at https://instago.ai
If you need to reach us, you can email us at contact@instago.ai
1. Acceptance of Terms
By using the Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement, including any additional terms and policies referenced herein. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to this Agreement.
2. Changes to Terms
Instago reserves the right to modify this Agreement at any time. We will notify you of any changes by updating the "Last Updated" date and posting the revised Agreement on our website. Your continued use of the Services after such modifications will constitute your acknowledgment and acceptance of the updated terms.
3. Services
a. Provision of Services
Instago will provide the Services in accordance with this Agreement. We reserve the right to modify, suspend, or discontinue the Services at any time without prior notice.
b. Restrictions on Use
You agree not to:
4. User Accounts
a. Account Creation
To access the Services, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information as necessary.
b. Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify Instago immediately of any unauthorized use of your account.
5. Fees and Payment
a. Fees
You agree to pay the subscription fees for Instago’s services. Unless stated otherwise in your account: (i) all fees are in U.S. dollars; (ii) fees must be paid in advance on a recurring basis; (iii) fees are non-refundable and cannot be canceled unless stated otherwise; and (iv) the number of services purchased cannot be reduced during the subscription term. If your usage exceeds the agreed service capacity or incurs additional charges under this Agreement, you will be billed for the extra usage and must pay the additional fees accordingly.
b. Changes to the Fees
Instago reserves the right to adjust the Fees and introduce new charges at the start of each subscription term, with at least 30 days prior notice to you.
c. Invoicing
Instago will send you an invoice to the contact details you have provided, detailing any Fees paid and any amounts due. Unless otherwise specified in the invoice, you must pay the invoiced amounts within 30 days from the invoice date.
d. Disputed Invoices or Charges
If you believe there is an error in the invoice or charges from Instago, you must contact us within 30 days of the charge or receipt of the invoice to request a correction or credit. During any dispute, you agree to pay all undisputed amounts by the due date, while we work together to resolve the disputed amounts in good faith.
6. Intellectual Property
a. Ownership
Instago retains all rights, title, and interest in and to the Services, including all intellectual property rights. You retain all rights to the data you upload to the Services ("Customer Data").
b. License to Use Feedback
You grant Instago a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Services any suggestions, enhancement requests, recommendations, or other feedback provided by you.
7. Privacy
Your use of the Services is subject to Instago's Privacy Policy, which is incorporated by reference into this Agreement.
8. Confidentiality
a. Definition
"Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
b. Obligations
The receiving party agrees to use the Confidential Information solely for the purpose of performing its obligations under this Agreement and to protect the confidentiality of such information with the same degree of care it uses for its own confidential information.
9. Termination
Suspension of Access; Scheduled Downtime; Modifications; Termination
Instago may, at its discretion and without limiting its other rights or remedies under the law or this Agreement:
Upon termination, you must cease all use of the services and any related materials, and you must delete any copies of the Instago software in your possession.
10. Disclaimer of Warranties
The Services are provided "as is" and "as available." Instago disclaims all warranties, whether express or implied, including any warranties of merchantability, fitness for a particular purpose, and non-infringement.
11. Limitation of Liability
To the maximum extent permitted by law, Instago shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your use or inability to use the Services; (ii) any unauthorized access to or use of our servers and/or any personal information stored therein; and (iii) any interruption or cessation of transmission to or from the Services.
12. Indemnification
You agree to indemnify, defend, and hold harmless Instago, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with your access to or use of the Services.
13. General Provisions
a. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Instago is headquartered, without regard to its conflict of law principles.
b. Entire Agreement
This Agreement constitutes the entire agreement between you and Instago regarding the use of the Services and supersedes all prior agreements and understandings, whether written or oral, regarding such subject matter.
c. Severability
If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable.
d. Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Instago's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
e. Notices
All notices under this Agreement shall be in writing and shall be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.
14. Beta Services
Instago may offer certain services or features in beta ("Beta Services"). Beta Services may contain bugs or errors and are provided "as-is" without any warranties. Your use of Beta Services is at your own risk, and Instago disclaims any liability arising from such use.
15. Third-Party Services
The Services may integrate with third-party services. Instago is not responsible for the availability, accuracy, or reliability of any third-party services. Your use of third-party services is governed by the terms and conditions of those services.
16. Data Processing Addendum
If you process personal data of EU citizens, this Data Processing Addendum ("DPA") applies and is incorporated into the Agreement. The DPA governs the processing of such personal data and outlines the obligations of both parties under GDPR.
17. Dispute Resolution
Any disputes arising out of or related to this Agreement or the Services will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration will take place in the jurisdiction in which Instago is headquartered, and the arbitration award may be enforced in any court of competent jurisdiction.
18. Export Compliance
You agree to comply with all applicable export control laws and regulations. You will not, directly or indirectly, export, re-export, or transfer the Services to prohibited countries or individuals or permit use of the Services by prohibited countries or individuals.
19. Contact Information
For any questions about these Terms of Service, please contact us at: Instago.ai Email: contact@instago.ai