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HuddleMate Terms of Use

Last Updated: February 3, 2025

Welcome to the www.huddlemate.ai website, which is operated by Polychat, Inc., doing business as “HuddleMate.” Please read these Terms of Use carefully, as they set forth the terms and conditions of the use of our systems, software, platforms, and APIs, and describe the terms and conditions applicable to www.huddlemate.ai, as well as any related websites, domains, portals, extranets, applications, or online services (collectively, the “Site”). BY USING HUDDLEMATE OR ACCESSING ANY AREA(S) OF THE SITE OR ANY RELATED HUDDLEMATE WEBSITES, YOU AGREE TO BE LEGALLY BOUND AND TO ABIDE BY THESE TERMS OF USE (“AGREEMENT”). IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THESE TERMS OF USE, THEN YOU MAY NOT USE HUDDLEMATE.

In this Agreement "You" and "Your" refer to you as the user of our Services, or any agent, employee, servant or person authorized to act on Your behalf; “HuddleMate,” "We," "Us" and "Our" refer to Polychat, Inc.

1. Ability to Accept Terms.

You affirm that you are at least the age of majority in your state of residence, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with these Terms of Use.

2. Your Acceptance of HuddleMate’s Terms of Use, Privacy Policy, and Acceptable Use Policy.

Your use of and/or visitation to any area of the Site signifies your agreement to (1) these Terms of Use, (2) the HuddleMate Privacy Policy located at www.huddlemate.ai/privacy-policy, and (3) the HuddleMate Acceptable Use Policy located at www.huddlemate.ai/acceptable-use, each of which is incorporated herein by reference. If you do not agree to any of these Terms of Use, the HuddleMate Privacy Policy, or the HuddleMate acceptable-use policy, then please do not use the Site. In its sole discretion, HuddleMate may modify or revise these Terms of Use, the HuddleMate Privacy Policy, or the HuddleMate acceptable-use policy at any time, and you agree to be bound by such modifications or revisions. Nothing in these Terms of Use shall be deemed to confer any third-party rights or benefits. If you violate any of these Terms of Use, your permission to access and use the Site and the contents of the Site, such as text, graphics, software, images, designs, icons, and other material contained on the Site (collectively, “HuddleMate Content”) automatically terminates and you must immediately cease all access to and use of the Site and the HuddleMate Content.

3. Your Use of the Website – Permissions and Restrictions.

HuddleMate hereby grants you permission to access and use the Site and the HuddleMate Content for your personal use only, including the purchase of products and services, under the following conditions:

A. You agree to use the Site for lawful purposes only. The HuddleMate Content is protected by copyright under both United States and foreign laws, and contains trademarks and other proprietary information. Title to the HuddleMate Content remains with HuddleMate or its licensors. Any use of the HuddleMate Content not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws. HuddleMate Content and features are subject to change or termination without notice at the editorial discretion of HuddleMate. All rights not expressly granted herein are reserved to HuddleMate and its licensors. You acknowledge that you do not acquire any ownership rights by accessing or using the Site or the HuddleMate Content. Except as otherwise expressly set forth in these Terms of Use, you may not modify, publish, transmit, display, participate in the transfer or sale, create derivative works, or in any way exploit, any of the HuddleMate Content, in whole or in part.

B. You agree not to alter or modify any part of the Site.

C. You agree to use the Site for personal and non-commercial use only, not to use the Site for any commercial use without the prior written authorization of HuddleMate.

D. You agree not to use or launch any automated system, including, without limitation, “robots,” “spiders,” or “offline readers,” to access, monitor or copy any HuddleMate Content or information in or on the Site. You agree not to upload, post, e-mail or otherwise send or transmit any material that 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 associated with the Site. You also agree not to interfere with the servers or networks connected to the Site or to violate any of the procedures, policies or regulations of networks connected to the Site. You agree not to collect or harvest any personally identifiable information from the Site or to use the communication systems provided by the Site (if any) for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Site. Any conduct by you that in HuddleMate’s discretion restricts or inhibits any other user from using or enjoying the Site is not permitted.

E. In your use of the Site, you will comply with the terms and conditions of these Terms of Use and all applicable local, national, and international laws and regulations. You agree not to post or transmit through the Site any material which (in HuddleMate’s sole discretion) is unlawful, threatening, abusive, fraudulent, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, which gives rise to civil liability, or which otherwise violates any law.

F. You agree not to upload, post or otherwise make available on the Site any material protected by copyright, trademark or other third-party proprietary rights, including privacy and publicity rights, without the express permission of the owner of the copyright, trademark or other proprietary right, and the burden of determining that any material is not protected by copyright rests with you. You shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from any such submission.

G. You also agree not to impersonate any other person or to conduct yourself in a vulgar or offensive manner while using the Site. You agree that HuddleMate may reject any User Submissions (defined below) for any reason or no reason, including, but not limited to, vulgarity or other offensive material, which determination shall be at HuddleMate’s sole discretion.

H. You agree that HuddleMate, should it accept a User Submission, may include that User Submission in the Site for as long or as short a period of time as HuddleMate, in its sole discretion, chooses. Furthermore, you agree that HuddleMate may edit User Submissions, if needed.

I. You agree that HuddleMate shall have the right, but not the obligation, to monitor the content of the Site and to remove any material that HuddleMate, in its sole discretion, finds to be in violation of the provisions herein or otherwise objectionable.

J. HuddleMate reserves the right to discontinue any aspect of the Site at any time.

4. Account Registration.

In order to participate in certain areas of the Site, you may need to register for an account. You agree to: (i) create only one account; (ii) provide truthful, accurate, current and complete information when creating your account; (iii) maintain the security of your account by restricting access to your account and not sharing your password with others; (iv) maintain and promptly update your account information if necessary; (v) notify HuddleMate promptly upon learning of any security breaches relating to the Site; and (vi) take responsibility for and accept all risk relating to any and all activities and transactions that occur under or in connection with your account.

5. Right to Terminate.

HuddleMate reserves the right to terminate or restrict your use of the Site, without notice, for any or no reason whatsoever. HuddleMate reserves the right to determine whether a User Submission is appropriate and complies with these Terms of Use. HuddleMate may remove User Submissions and/or terminate a user’s access for uploading material in violation of these Terms of Use at any time, without prior notice and at HuddleMate’s sole discretion.

6. Disclaimer of Opinion.

Any opinions, advice, statements, or other information that constitute part of the content expressed or made available by you or third parties on the Site are those of the respective authors or producers and not of HuddleMate, its affiliates, or their respective shareholders, members, directors, managers, officers, or employees. Under no circumstances shall HuddleMate, its affiliates, or their respective shareholders, members, directors, managers, officers, or employees be held liable for any loss or damage caused by your reliance on information obtained through the Site. It is your responsibility to evaluate the information, opinion, advice, or other HuddleMate Content available through the Site.

7. Disclaimer of Warranty.

Reasonable efforts have been made to ensure the accuracy of information presented on the Site, but the accuracy of this information cannot be guaranteed. The Site, the HuddleMate Content, and any and all products or services promoted or sold via the Site are provided on an “as is” and “as available” basis. The use of the Site, the HuddleMate Content and any product or service discussed, promoted or sold via the Site is at your own risk. You expressly agree that use of the Site is at your sole risk. To the fullest extent permitted by law, HuddleMate, its parent, subsidiaries and affiliates, and their respective shareholders, members, officers, directors, managers, employees, and agents (collectively, the “HuddleMate Parties”) disclaim all representations and warranties, express or implied, in connection with the Site and your use thereof. None of the HuddleMate Parties or their third party HuddleMate Content providers or licensors warrant that the Site will be uninterrupted, accurate, complete, timely, reliable or error free; nor do they make any warranty as to the results that may be obtained from use of the Site, or as to the accuracy or reliability of any information, materials, products or services provided or advertised through the Site. The Site is provided on an “as is” and “as available” basis without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of the rights of third parties. None of the HuddleMate Parties assumes any liability or responsibility for any (i) errors, mistakes, or inaccuracies of HuddleMate Content, (ii) personal injury or property damage, of any nature whatsoever, resulting directly or indirectly from your access to and use of the Site, (iii) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (iv) any interruption or cessation of transmission to or from the Site, (v) any bugs, spiders, robots, viruses, trojan horses, or the like which may be transmitted to, through or by the Site, and/or (vi) any errors or omissions in any HuddleMate Content or for any loss or damage of any kind incurred as a result of the use of any HuddleMate Content posted, emailed, transmitted, or otherwise made available via the Site. Huddlemate does not warrant, guarantee, or assume responsibility for any product or service discussed, promoted, advertised, or sold through the Site or any hyperlinked website or featured in any banner or other advertising. As with the purchase of a product through any medium or in any environment, you should use your best judgment and exercise caution where appropriate.

8. Liability of HuddleMate.

If you are dissatisfied with the Site, any information found thereon, or with any part of these Terms of Use, Privacy Policy, or Acceptable Use Policy, your sole and exclusive remedy is to discontinue using the Site. HuddleMate assumes no liability for or relating to the delay, failure, interruption or corruption of any data or other information transmitted in connection with the use of the Site. In no event shall the HuddleMate Parties be liable for any damages or loss of any kind, including, without limitation, direct, indirect, incidental, special, punitive, exemplary, consequential or any other damages, including, without limitation: (i) loss of goodwill, profits, business interruption, data or other intangible losses; (ii) your inability to use, unauthorized use of, performance or non-performance of the Site; (iii) unauthorized access to or tampering with personal information or transmissions; (iv) the provision or failure to provide any product or service; (v) errors or inaccuracies contained on the Site or any information, software, products, services or graphics obtained through the Site; (vi) any transactions entered into through the Site; (vii) any property damage, including damage to your computer or computer system caused by viruses or other harmful components, during or on account of access to or use of the Site or any website to which it provides hyperlinks; or (viii) damages otherwise arising out of the use of the Site, any delay or inability to use the Site, or any information or products or services obtained through the Site. These limitations of liability shall apply regardless of the form of action, whether based on contract, tort, negligence, strict liability or otherwise, even if the HuddleMate Parties have been advised of, or otherwise should have been aware of, the possibility of such damages. Without limiting the generality of the foregoing, you specifically acknowledge that the HuddleMate Parties are not liable for the defamatory, offensive or illegal conduct of other users or third parties and that the risk of injury from the foregoing rests entirely with you. The Site is controlled and offered by HuddleMate from its offices in the United States of America, and HuddleMate makes no representations or warranties that the Site is appropriate or available in other locations. Those who access or use the Site from other jurisdictions do so on their own volition and are responsible for compliance with local law.

If, notwithstanding the first paragraph of this Section, any HuddleMate Party is found liable for any loss or damage relating to your use of or inability to use the Site, you agree that the liability of such party shall in no event exceed one hundred dollars ($100.00).

Some states or jurisdictions, to the extent their law might be deemed to apply notwithstanding the governing law stated below, do not allow the exclusion of certain warranties or limitations of liability, then the foregoing exclusions or limitations might not apply to you. Except to the extent prohibited by law, all claims must be brought within two (2) years of the date the claim arises. Remedies under these Terms of Use are exclusive and are limited to those expressly provided for in these Terms of Use.

9. Indemnification.

You agree to defend, indemnify and hold harmless the HuddleMate Parties from and against any and all claims, actions, obligations, demands, damages, costs, liabilities, losses and expenses (including reasonable attorneys’ fees and disbursements) arising out of, or relating to (i) your use of the Site and/or any information, services or products advertised or provided via the Site; (ii) your violation of these Terms of Use; (iii) your violation of any third party right, including, but not limited to, any copyright, property or privacy right; or (iv) any claim that any of your User Submissions caused damage to a third party.

10. Third Party Advertisements; Links to Other Websites.

HuddleMate may display advertisements from third parties on the Site. Your dealings or correspondence with such third parties, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and the third party. HuddleMate is not liable for any damages or losses of any sort incurred as a result of such dealings or as a resulting of the third-party advertisements or information on the Site. Some of the hyperlinks on the Site may lead to other websites that are not controlled by, or affiliated with, HuddleMate. In addition, other websites may link to the Site. Unless expressly stated, HuddleMate has not reviewed or endorsed these websites, has no control over those websites and is not responsible for the content, material, privacy policies, or practices of any third party websites. In addition, HuddleMate will not and cannot censor or edit the content of any third-party website. By using the Site, you expressly relieve HuddleMate from any and all liability arising from your use of any third-party website that you visit through or via the Site. Accordingly, we encourage you to be aware when you leave the Site and to read the terms and conditions and privacy policy of any website that you visit.

11. User Submissions and Contributions.

Any personal information that you provide to HuddleMate is subject to the HuddleMate Privacy Policy. Beyond that, any email messages or other communications or content that you send to any part of the Site is non-confidential for all purposes, broadly defined herein as “User Submissions.” “User Submissions” include all forms of information or material uploaded or communicated in any manner by users of the Site.

License Grant. For any User Submission that you provide, you automatically grant — or warrant that the owner of such content or material has expressly granted — HuddleMate a royalty-free, perpetual, irrevocable, world-wide, non-exclusive, sublicensable and transferable right and license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display the communication or content in any media or medium, or any form, format or forum now known or hereafter developed to support your use of and functionality of the Site, and, including but not limited to, creating new features and functionalities of the Site. This license exists as long as the User Submission is protected by intellectual property rights.

You understand and agree that HuddleMate may choose to retain, but not display, distribute, or perform, server copies of User Submissions that have been removed or deleted. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that you own or have the necessary licenses, rights, consents, and permissions to use and authorize HuddleMate to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Site and these Terms of Use. HuddleMate does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and HuddleMate expressly disclaims any and all liability in connection with User Submissions. HuddleMate does not permit copyright infringing activities and infringement of intellectual property rights on its Site, and HuddleMate may remove all User Submissions if properly notified that such User Submission infringes on another’s intellectual property rights. HuddleMate reserves the right to remove User Submissions without prior notice.

HuddleMate is free to use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any User Submission or other communication you may send to HuddleMate without compensation to you or attribution and for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products or services and creating, modifying or improving the Site or other websites.

Should you send any unsolicited materials or ideas, you do so with the understanding that no consideration of any sort will be provided to you, and you are waiving any claim against HuddleMate and its parent, subsidiaries and affiliates, if any, regarding the use of such materials and ideas, even if material or an idea is used that is substantially similar to the idea you sent.

HuddleMate reserves the right to reject, remove or edit User Submissions at any time without notice. User Submissions should not be submitted that contain: harsh, profane, vulgar or discriminatory language; illegal, obscene, threatening, defamatory or otherwise objectionable content; URLs, phone numbers, mailing or email addresses, or personal attacks; or misleading information regarding the origin of the content. You understand and agree that we may, but are not obligated to, review the content and may delete or remove it (without notice) in our sole discretion, for any reason or no reason.

12. Functionality; Content.

HuddleMate uses machine learning models to interpret and provide responses during your engagement with the Site. We use a variety of data sources to train these models and provide responses to your requests, including your User Submission, content from the use of our services, content licensed from third parties, and content publicly available on the internet. HuddleMate’s machine learning models may produce content that is based, in part, on patterns in data used to train these models. The Site may provide responses that do not represent HuddleMate’s views. The Site may also get things wrong, including by failing to take a requested action or taking an action different from what was requested. We do not guarantee that the Site or its functionality or content is accurate, reliable, always available, or complete. You may encounter content through the Site that you find inaccurate, offensive, indecent, or objectionable. HuddleMate has no responsibility or liability for such content.

13. Digital Millennium Copyright Act.

It is HuddleMate’s policy to respect the intellectual property rights of others. If you are a copyright owner or an agent thereof and believe that any User Submission or other communication or material infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing information in writing. Please see 17 U.S.C. § 512(c)(3) for further detail.

14. Revisions to Terms of Use.

These Terms of Use may be revised, modified, altered or updated (collectively, “Modified Terms”) by HuddleMate in the future at its sole discretion. Such Modified Terms shall be effective immediately upon the posting thereof on the Site. Any use of the Site by you after such posting shall be deemed to constitute acceptance of the Modified Terms.

15. Entire Agreement.

These Terms of Use, as modified from time to time by HuddleMate, and including the HuddleMate Privacy Policy and the HuddleMate Acceptable Use Policy, incorporated herein by reference, collectively, the “T&Cs,” set forth the entire understanding and agreement of the parties relating to the subject matter hereof, and supersede any prior or contemporaneous understandings of any kind or nature with regard to the subject matter. By agreeing to these T&Cs, you represent that you are not relying on any agreement, representation or warranty pertaining to this subject matter that is not expressly set forth herein.

16. Severability.

If any arbitrator or any court of competent jurisdiction declares any provision of these Terms of Use, and more broadly, the T&Cs, to be invalid, unlawful or unenforceable as drafted, the parties intend that the offending provision be amended and construed in a manner designed to effectuate the purposes of the provision to the fullest extent permitted by law. If the offending provision cannot be so amended and construed, it shall be severed, and the remaining provisions shall remain unimpaired and in full force and effect to the fullest extent permitted by law.

17. Intellectual Property Notice.

All HuddleMate Content of the Site is owned by HuddleMate or its licensors, and is protected by U.S. and international copyright, trademark and similar intellectual property laws. All rights in and to such HuddleMate Content are reserved. Reproduction of any HuddleMate Content, in whole or in part, without permission is prohibited.

18. Governing Law; Dispute Forum.

These Terms of Use are governed by the laws of the State of California, except for its conflict of laws principles. If you have a dispute with HuddleMate for any reason, we would like the opportunity to work out our differences informally. Failing an amical informal resolution, for any disputes or claims that aren’t subject to arbitration, you agree that any such claims are subject to these T&Cs and shall be litigated exclusively in a state court located in Santa Clara County, California or in the United States District Court for the Northern District of California, and you consent to personal jurisdiction in those courts. Arbitration, if engaged, shall be conducted through the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes. The arbitration will take place in Palo Alto, California or another location that is mutually agreed upon. Either party may file a lawsuit in court solely for injunctive relief against the other to stop misuse of HuddleMate or intellectual property infringement without first going through arbitration.

19. Geographic Restrictions.

HuddleMate is operated in the United States. Access from non-US locations may be restricted or certain features disabled.

20. General.

No agency, partnership, joint venture, employee-employer, or franchisor-franchisee relationship is intended or created between you and any of the HuddleMate Parties by your use of the Site. Any provision of these Terms of Use which by its nature would survive the termination or expiration of these Terms of Use, shall do so. These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by HuddleMate without restriction. The section headings used herein are for convenience only and shall not be given any legal import. These Terms of Use are for the benefit of the HuddleMate Parties and each of them shall have the right to assert and enforce these Terms of Use directly or on its own behalf.

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