Terms of Service

To use our hosted Services, you must register for an account (“Account”). You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current, or incomplete.

You are responsible for safeguarding your password and for all activities that occur under your Account. You agree to notify us immediately of any unauthorized use of your Account. We are not liable for any loss or damage arising from your failure to comply with this security obligation.

You must be at least 18 years old or the age of majority in your jurisdiction to open an Account and use our Services.

You agree to use our Services in compliance with all applicable laws, rules, and regulations. You are solely responsible for all data, information, and content you or your end-users provide, upload, or store in the Services (“Your Content”).

You agree not to misuse the Services. For example, you must not, and must not attempt to, do the following:

• Use the Services for any illegal purpose or in violation of any local, state, national, or international law;
• Develop or use agents that are designed or used to generate spam, malware, or content that is defamatory, obscene, or promotes hatred or violence;
• Violate, or encourage others to violate, the rights of third parties, including by infringing or misappropriating their intellectual property rights;
• Interfere with the operation of the Services or any user’s enjoyment of the Services, including by uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code.

Certain Services are provided on a paid subscription basis. By selecting a paid Service, you agree to pay us the monthly or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you sign up for a paid Service and will cover the use of that service for a monthly or annual subscription period as indicated. Subscription fees are not refundable.

Unless you notify us before the end of the applicable subscription period that you want to cancel, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee using any credit card or other payment mechanism we have on record for you.

We own and retain all right, title, and interest in and to the Services and all related intellectual property rights. We grant you a limited, non-exclusive, non-sublicensable, non-transferable license to use the Services in accordance with this Agreement.

You own all right, title, and interest in and to Your Content. You grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display Your Content solely as necessary to provide the Services to you.

This Agreement is effective until terminated by you or us. You may cancel your Account at any time through the Service's interface. We reserve the right to suspend or terminate your access to the Services at our sole discretion, without notice, for any conduct that we believe violates this Agreement or is harmful to other users of the Services, us, or third parties, or for any other reason.

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL MEMMACHINE, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, GOODWILL, USE, OR CONTENT) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, NEGLIGENCE, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.

This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, United States, without regard to its conflict of law principles.

We reserve the right, at our sole discretion, to modify or replace this Agreement at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.