Website Terms of Use

The following terms and conditions (the “Agreement”) govern all use of the www.contrastai.com website (the “Site”). The Site is owned and operated by Contrast, Inc. (“Contrast”). Access to the Site is offered subject to your (and the entity or company you represent) (the “User”) acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on the Site by Contrast. BY USING OR ACCESSING ANY PART OF THE SITE, YOU AND THE ENTITY AND COMPANY YOU REPRESENT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN; IF YOU NOT AGREE, DO NOT USE OR ACCESS THE SITE.

Contrast reserves the right, at its sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. It is User’s responsibility to check this Agreement periodically for changes. User’s continued use of the Site following the posting of any changes to this Agreement constitutes acceptance of those changes.

To the extent User and Contrast have executed a commercial or master agreement (such as a subscription agreement) for access to any of Contrast’s products or services, such agreement will control.

1. ACCESS.

User has a non-exclusive right to access the Site solely for User’s own personal use.

2. SITE CONTENT.

User agrees that all content and materials (collectively, “Content”) delivered via the Site or otherwise made available by Contrast at the Site are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by Contrast in writing, User agrees not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. However, User may print or download a reasonable number of copies of the materials or content on the Site for User’s own informational purposes; provided, that User retain all copyright and other proprietary notices contained therein. Reproducing, copying or distributing any content, materials or design elements on the Site for any other purpose is strictly prohibited without the express prior written permission of Contrast.

Use of Content for any purpose not expressly permitted in this Agreement is prohibited. Any rights not expressly granted herein are reserved.

3. RESTRICTIONS.

User shall not submit any information to the Site that is false, misleading or inaccurate.

User shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. Contrast reserves the right to bar any such activity.

User shall not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any Contrast server, by hacking, password “mining”, or any other illegitimate means.

User shall not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. User shall not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site, or any other customer of Contrast, including any Contrast account not owned by User, to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than User’s own information, as provided for by the Site.

User shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or Contrast’s systems or networks, or any systems or networks connected to the Site or to Contrast.

User shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person’s use of the Site.

User shall not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal User sends to Contrast on or through the Site.

User shall not, in connection with the Site, pretend (e.g. through impersonation) that User is any other individual or entity. User shall not use the Site for any purpose that is unlawful or prohibited by this Agreement, or which infringes the rights of Contrast or othersImage caption goes here

4. THIRD PARTY SITES.

The Site may permit User to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. These other websites are not under Contrast’s control, and User acknowledges that Contrast is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Contrast. User further acknowledge and agrees that Contrast shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods, information, or services available on or through any such website or resource.

5. INDEMNIFICATION.

User is responsible for all of its activity in connection with the Site. User shall defend, indemnify, and hold harmless Contrast and each of its employees, contractors, directors, suppliers and representatives from all liabilities, damages, losses, settlements, claims, actions, demands, costs and expenses, including attorneys' fees, that arise from or in connection with User’s (i) use or misuse of the Site, or (ii) violation of this Agreement.

6. WARRANTY DISCLAIMER.

THE SITE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. IN SUCH JURISDICTIONS, THE FOREGOING DISCLAIMERS MAY NOT APPLY TO USER INSOFAR AS THEY RELATE TO IMPLIED WARRANTIES.

7. LIMITATION ON LIABILITY.

IN NO EVENT SHALL CONTRAST, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, VENDORS OR SUPPLIERS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE SITE (OR ANY CONTENT OR INFORMATION AVAILABLE ON THE SITE): (I) FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF FORESEEABLE, (III) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (IV) FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT OR INFORMATION OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF USER’S USE OF ANY CONTENT OR INFORMATION POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE AT OR THROUGH THE SITE, OR (V) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $10.00 (U.S.). THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

8. TERMINATION.

Contrast may terminate User’s access to all or any part of the Site at any time, with or without cause, effective upon notice thereof to User or blocking User from accessing the Site. Customer may terminate this Agreement by ceasing to use the Site. Sections 5 though 10, as well as all license restrictions, will survive termination of this Agreement.

9. ELECTRONIC COMMUNICATIONS

When User visits the Site or send e-mails to Contrast, User is communicating with Contrast electronically. User hereby consents to receive communications from us electronically. User agrees that all agreements, notices, disclosures and other communications that Contrast provides to User electronically satisfy any legal requirement that such communications be in writing.

10. NOTICES.

All notices to User may be provided by Contrast via email or account notification. Any legal notices to Contrast must be sent to Contrast AI Inc., 222 West Merchandise Mart Plaza Suite 1230, Box 15, Chicago, IL 60654. In addition, legal notices must also be sent to Legal@ContrastAI.com (but, notwithstanding earlier receipt via email, legal notices will be deemed received when the physical notice is received as set forth in preceding sentence).

11. GENERAL.

The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Contrast shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Contrast’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by User except with Contrast’s prior written consent. Contrast may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by and construed in accordance with the laws of the state of Illinois, as if made within Illinois between two residents thereof, and the parties submit to the exclusive jurisdiction and venue of the state and Federal courts located in Chicago Illinois. Notwithstanding the foregoing sentence, (but without limiting either party’s right to seek injunctive or other equitable relief immediately, at any time, in any court of competent jurisdiction), any disputes arising with respect to this Agreement shall be settled by arbitration in accordance with the rules and procedures of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”). The arbitrator shall be selected by joint agreement of the parties. In the event the parties cannot agree on an arbitrator within thirty (30) days of the initiating party providing the other party with written notice that it plans to seek arbitration, the parties shall each select an arbitrator affiliated with JAMS, which arbitrators shall jointly select a third such arbitrator to resolve the dispute. The written decision of the arbitrator shall be final and binding on the parties and enforceable in any court. The arbitration proceeding shall take place in Chicago, Illinois, using the English language. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and User does not have any authority of any kind to bind Contrast in any respect whatsoever.