Terms of Service
Last
Updated: Nov 26, 2023
These
Terms of Service form an agreement between AI TICKER CHAT Inc. (“ATC”, “us”, “we”, “our”) and you. The term "you"
refers to the person or entity browsing, accessing or
otherwise using the services (“use”
or “using” in these Terms of Service
will mean any of the foregoing) who are generally our agents.
The
following terms of service (the “Terms
of Service” or “Terms”) govern
your access to and use of: (a) our website located at https://chat.aitickerchat.com (the “AI TICKER CHAT Website”); (b) any text,
pictures, media, data, text, information and other materials or content
(collectively, the “Content”)
contained on or provided through the AI TICKER CHAT Website, and (c) all other
Content, products or services provided by us to you, as more particularly
described on the AI TICKER CHAT Website (collectively, (a) to (c) will be
defined hereafter as the “Services”).
BY
USING THE SERVICES, YOU: (A) REPRESENT AND WARRANT THAT: (I) YOU HAVE THE
CAPACITY TO ENTER INTO BINDING OBLIGATIONS, AND (II) ALL INFORMATION SUPPLIED
BY YOU TO US THROUGH THE SERVICES IS TRUE, ACCURATE, CURRENT, AND COMPLETE; AND
(B) AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS, AS UPDATED FROM TIME TO
TIME. IF YOU ARE USING THE SERVICES ON BEHALF OF ANOTHER PERSON OR A CORPORATE
ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH
PERSON OR ENTITY TO THESE TERMS OF SERVICE.
1.
Ownership of the
Services and Its Content
The
Services and all of the content (“Content”), including all copyrights, patents, trademarks, service
marks, trade names and all other intellectual property rights therein (“Intellectual Property”), are owned or
controlled by ATC, our licensors, and certain other third parties. All rights, titles, and interests in and to
the Content and Intellectual Property available via the Services is the
property of ATC, our licensors or certain other third parties, and is protected
by applicable copyright, trademark, trade dress, patent
and/or other intellectual property and unfair competition rights and laws to
the fullest extent possible. ATC
owns the copyright in the selection, compilation, assembly, arrangement, and
enhancement of the Content on the Services.
All rights not expressly granted to you in these Terms are reserved.
2.
License to the Services
Subject
to these Terms, we grant you non-exclusive, non-transferable, non-sublicensable
and revocable license to use the Services.
3.
Access to the Services
It is free to register
for a AI TICKER CHAT Account (as defined in Section
4). However, you will need to subscribe
to the Services to use the premium features. Subscriptions comes in two
different levels: Essential Analyst and Pro Intelligence.
4.
Registration,
Accounts and Passwords
When using our
Services, you may be asked to create or register for an account (the “AI
TICKER CHAT Account”)
through the AI TICKER CHAT Website. You must treat your email, password, and any
other piece of information required as part of our security procedures as
confidential, and you must not disclose the foregoing to any other person or
entity. You also acknowledge that your AI TICKER CHAT Account is personal to
you and agree not to provide any other person with access to your AI TICKER
CHAT Account or portions of it using your email, password
or other security information. You agree to notify us immediately of any
unauthorized access to or use of your email or password or any other breach of
security, including, but not limited to, if you lose your password. You agree
to be responsible for any use of your AI TICKER CHAT Account or portions of it
using your email, password or other security
information. You also agree to ensure that you exit from your AI TICKER CHAT
Account at the end of each session. You should use particular
caution when accessing your AI TICKER CHAT Account from a public or
shared computer so that others are not able to view or record your password or
other personal information. We have the right to disable your AI TICKER CHAT
Account, at any time if you have violated any provision of these Terms.
We may, in our sole and
absolute discretion, disable your AI TICKER CHAT Account at any time and for
any reason, including, but not limited to, if you breach these Terms. Upon
disabling of your AI TICKER CHAT Account, we will retain your data in accordance
with our Privacy Policy. Even if your AI TICKER CHAT Account is disable and you
cease visiting/using the AI TICKER CHAT Website, be aware that these Terms, to
the extent any provisions by their nature will survive any expiration or
termination of these Terms, shall survive.
5.
Payment
When you provide payment information, you
represent and warrant that the information is accurate, that you are authorized
to use the payment method provided, and that you will notify us of changes to
the payment information.
We use third party service providers (such as
Stripe) to process payments. By using the Services and agreeing to these
Terms, You also agree to be bound by the applicable
terms of Stripe and other applicable third party service
providers.
You expressly understand and agree that ATC
shall not be liable for any payments and monetary transactions that occur
through Your use of the Services. You expressly understand and agree that all
payments and monetary transactions are handled by third parties, such as
Stripe. You agree that ATC shall not be liable for any issues regarding
financial and monetary transactions between You and any other party, including
Stripe.
You are responsible for all transactions
(one-time payments) processed through the third party
service providers. ATC is not liable for loss or damage from errant or invalid
transactions processed with Your third party service
provider account. This includes transactions that were not processed due to a
network communication error, or any other reason. If You process a transaction,
it is Your responsibility to verify that the transaction was successfully
processed.
You understand that ATC uses the third party service is subject to change at any time and
such changes may adversely affect the Service. You understand and agree to not
hold ATC liable for any adverse affects that actions
(whether intentional or unintentional) on the part of the third party may cause
to You or Your business.
You must not process stolen credit cards, or
unauthorized credit cards through the third party
service provider (like Stripe).
6.
Cancellation
You can cancel your subscription to the Services at any time, and you
will continue to have access to the Services through the end of your billing
period. To the extent permitted by the applicable law, payments are non-refundable and we do not provide refunds or credits for
cancellations.
7.
Data You
Upload To Us
Ownership of the data, watchlists,
information about your portfolios, and/or other information that you load,
transmit to or enter into the Services (the “User Data”) remains with you. However,
in order for the Services to provide you with valuable insight, you agree to
grant to us an irrevocable, worldwide, non-exclusive, royalty-free, fully
paid-up, royalty-free, transferable
and sublicensable license to access, collect, store and use the User Data: (i) to generate insights through the Services (“Output Data”) which will be shared with
you; (ii) to develop and enhance the Services; and/or (iii) in accordance with
the applicable privacy laws.
8.
No Unlawful or
Prohibited Use
Without
limiting the generality of the foregoing, you will not (and will not attempt
to):
(a)
send,
upload, collect, transmit, store, use, post, publish, or otherwise communicate
on the Services (including any developer community forums) any data,
information, pictures, videos, music or other materials or content that:
(i)
contains
any computer viruses, worms, malicious code, or any software intended to damage
or alter a computer system or data;
(ii)
you
do not have the lawful right to send, upload, collect, transmit, store, use,
publish, or otherwise communicate;
(iii)
is
false, intentionally misleading, or impersonates any other person;
(iv)
is
bullying, harassing, abusive, threatening, vulgar, obscene, or offensive, or
that contains pornography, nudity, or graphic or gratuitous violence, or that
promotes violence, racism, discrimination, bigotry, hatred, or physical harm of
any kind against any group or individual;
(v)
violates
any applicable laws, or infringes, violates or
otherwise misappropriates the intellectual property or other rights of any
third party (including any moral right, privacy right or right of publicity);
or
(vi)
encourages
any conduct that may violate, any applicable laws or would give rise to civil
or criminal liability;
(b)
harvest
or otherwise collect or store any information (including personally
identifiable information) about other users of the Services, including email
addresses, without the express consent of such users;
(c)
access
the Services or any Company proprietary information except through means
authorized herein;
(d)
copy,
reproduce, distribute, or in any manner duplicate the Services, in whole or in part;
(e)
sell,
lease, license, sublicense, distribute, assign, transfer or otherwise grant any
rights in the Services, in whole or in part;
(f)
modify,
port, translate, or create derivative works of the Services;
(g)
decompile,
disassemble, reverse engineer or otherwise attempt to derive, reconstruct,
identify or discover any source code, underlying ideas, or algorithms, of the
Services by any means;
(h)
remove
any proprietary notices, labels or marks from the Services;
(i)
use
the Services for purposes of comparison with or benchmarking against products
or services made available by third parties;
(j)
knowingly
take any action that would cause the Services to be placed in the public domain;
(k)
disable,
overly burden, impair, or otherwise interfere with servers or networks
connected to the Services (e.g., a denial of service
attack);
(l)
attempt
to gain unauthorized access to the Services, other computer systems or networks
connected to the Services, through password mining or any other means;
(m)
use
any data mining, robots, or similar data gathering or extraction methods, or
copy, modify, reverse engineer, reverse assemble, disassemble, or decompile the
Services or any part thereof or otherwise attempt to discover any source code;
(n)
use,
download or otherwise copy, or provide to any person or entity any Services
users directory or other user or usage information or any portion thereof other
than in the context of your use of the Services;
(o)
use
the Services for the purpose of building a similar or competitive product or
service; or
(p)
use
the Services other than as permitted by these Terms.
9.
Privacy
Please click here https://chat.aitickerchat.com/privacy-policy to review our current
Privacy Policy, which contains important information about our practices in
collecting, storing, using and disclosing your data, and which is hereby
incorporated into and forms a part of these Terms of Service.
You represent and
warrant to us that the User Data will only contain identifiable individuals (“Personal Information”) in respect of
which you have provided all notices and disclosures, obtained all applicable
third party consents and permissions and otherwise have all authority, in each
case as required by applicable laws, to enable us to: (i)
make available the Services; and (ii) create, use and disclose aggregated
statistical information for any purpose and without obligations of any kind.
10.
Automatic Updates and
Upgrades.
We may perform
automatic updates or upgrades to the Services from time to time. We are not
responsible for any affected or erased data, preferences, or settings due to a
Services update or upgrade. These Terms govern any upgrades or updates to the Services, unless such upgrades or updates are accompanied by
a separate agreement.
You agree that we may
perform automatic updates or upgrades to the Services without any further
notice or consent. If we provide further notice or requests further consent to
a Services update or upgrade, the notice or consent may be received by or provided
to you or any authorized user of your device, and you agree that such notice or
consent is sufficient for you and all authorized users of your device. The
person receiving or providing that notice or consent is responsible for
notifying you and all authorized users of the notice and of his or her
consent.
11.
Viruses
You
use the Services at your own risk. We do not guarantee or warrant that the
Services is compatible with your computer system or that the Services, or any
links from the Services, will be free of viruses, worms, trojan horses or
disabling devices or other code that manifests contaminating or destructive
properties. You are responsible for implementing safeguards to protect the
security and integrity of your computer system, and you are responsible for the
entire cost of any service, repairs or connections of
and to your computer system that may be necessary as a result of your use of
the Services.
12.
Communications Not
Confidential
We
do not guarantee the confidentiality of any communications made by you through
the Services. We do not guarantee
the security of data transmitted over the Internet or public networks in
connection with your use of the Services.
13.
No Warranty for
Security of Device
We do not warrant that
a third party cannot access your information should a third party come into
possession of your device. We suggest that you use all security features of
your device, including any password or locking function, to protect your device
and the confidentiality of your information.
14.
Third Party Materials, API and Links
The Services may
display or make available content, data, information, services or materials
from third parties (“Third Party
Materials”), use third party application program interface (“Third Party APIs”) or provide links to certain third party
web sites (“Third Party Links”). The
Third Party Materials, Third Party APIs or third party
web sites may be governed by its own end user license agreement, terms of use,
data governance statement or privacy policy (the “Agreements”).
You are responsible for
reviewing the respective Agreements and complying with the respective
Agreements.
We are not responsible
for examining or evaluating the content, accuracy, validity, legality or any
other aspect of such Third Party Materials, Third
Party APIs or Third Party Links. We do not warrant, condition, guarantee or
endorse any Third Party Materials, Third Party APIs or
Third Party Links and is not liable to you or to any other party for any Third
Party Materials, Third Party APIs or Third Party Links or for your misuse or
use of Third Party Materials, Third Party APIs or Third Party Links. Third Party
Materials, Third Party APIs and Third Party Links
contain proprietary content and information that is protected by applicable
intellectual property and other laws, including but not limited to copyright.
You may not use such proprietary content, information or materials in any way
except as authorized by the provider of the Third Party
Materials, Third Party APIs or Third Party Links. You may not use any Third Party Materials, Third Party APIs or Third Party Links
in a manner that would be, or could be reasonably construed as, a breach of
these Terms. We
may change, suspend, remove, modify access to or disable access to any Third Party Materials, Third Party APIs or Third Party
Links at any time by providing You with no less than three (3) days’ notice.
15.
Disclaimers
(a)
YOU
ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT THE SERVICES IS PROVIDED “AS IS” AND
“AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY
KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL
WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE
SERVICES WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT
LIMITATION, THE WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE
QUALITY, COMPATIBILITY, TITLE, SECURITY, RELIABILITY, COMPLETENESS, QUIET
ENJOYMENT, ACCURACY, RELIABILITY, CURRENCY, TIMELINESS, QUALITY, INTEGRATION,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR
CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE SERVICES
IS OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
(b)
The
Content provided through the Services is for informational purposes only, you
should not construe any such information or other material as legal, tax,
investment, financial, or other advice. Nothing contained on the AI TICKER CHAT
Website constitutes a solicitation, recommendation, endorsement, or offer by
ATC or any third party service provider to buy or sell
any securities or other financial instruments in this or in in any other
jurisdiction in which such solicitation or offer would be unlawful under the
securities laws of such jurisdiction.
All Content on the AI
TICKER CHAT Website is information of a general nature and does not address the
circumstances of any particular individual or entity.
Nothing in AI TICKER CHAT Website constitutes professional and/or financial
advice, nor does any information on the AI TICKER CHAT Website constitute a
comprehensive or complete statement of the matters discussed or the law
relating thereto. ATC is not a fiduciary by virtue of any person’s use of or
access to the AI TICKER CHAT Website or Content. You alone assume the sole
responsibility of evaluating the merits and risks associated with the use of
any information or other Content on the AI TICKER CHAT Website before making
any decisions based on such information or other Content. In exchange for using
the AI TICKER CHAT Website, you agree not to hold ATC, its affiliates or any third party service provider liable for any possible claim
for damages arising from any decision you make based on information or other
Content made available to you through the AI TICKER CHAT Website. For clarity,
the website and its representatives do not provide investment, tax, legal, or
accounting advice and nothing on the website should be considered a
recommendation to buy or sell any security or investment. You are solely responsible
for your own financial decisions and any consequences that may result from your
actions.
TO
THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE,
WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY
OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION,
DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE
DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES,
PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT WE WERE ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THESE TERMS OR THE
SERVICES. WE DISCLAIM ALL LIABILITY OF ANY KIND OF OUR
LICENSORS AND SUPPLIERS.
TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT
PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL AGGREGATE LIABILITY IN
CONNECTION WITH OR UNDER THESE TERMS, OR YOUR USE OF, OR INABILITY TO MAKE USE
OF, THE SERVICES EXCEED $5 CDN. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR
MORE CLAIMS UNDER THESE TERMS WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.
You
will defend, indemnify and hold harmless us and all of
our officers, directors, employees and agents from and against any claims,
causes of action, demands, recoveries, losses, damages, fines, penalties or
other costs or expenses of any kind or nature including reasonable legal and
accounting fees, arising out of or in connection with:
(a)
your
breach of any of the provisions of these Terms or any documents referenced herein;
(b)
your
violation of any law or the rights of a third party (including, without
limitation, privacy or intellectual property rights);
or
(c)
your
use of the Services in a manner that it was not designed for or intended to be
used, as described in these Terms and in any instructions or guidelines
provided by us to you.
18.
Changes, Termination
and Survival
(a)
We
reserve the right at any time and from time to time to modify or discontinue,
temporarily or permanently, the Services (or any part thereof) with notice.
19.
No Export
You will comply
worldwide with all laws and regulations applicable to the Services. You may not
use, export, re-export, import, sell or transfer any aspect of the Services
except as authorized by applicable law and regulations and after obtaining our
express written consent.
20.
Dispute Resolution
(a)
Timing
of Claims: EXCEPT WHERE PROHIBITED BY LAW, WHICH MAY
INCLUDE THE PROVINCE OF QUEBEC, any cause of action or claim you may have with
respect to the Services (including, but not limited to, the purchase of
products/services) must be commenced within one (1) year after the claim or
cause of action arises.
(b)
Final
Arbitration: The arbitrator’s award shall be binding and may be entered as a
judgment in any court of competent jurisdiction. The testimony, evidence,
ruling and all documentation regarding any arbitration shall be considered
confidential information. Neither party may use, disclose, or divulge any such
information unless otherwise required by law.
(c)
Arbitration:
PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS AND GOVERNS
HOW YOU AND ATC CAN BRING CLAIMS AGAINST EACH OTHER. THIS SECTION WILL, WITH
LIMITED EXCEPTIONS, REQUIRE YOU AND ATC TO SUBMIT CLAIMS AGAINST EACH OTHER TO
BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS. EXCEPT WHERE PROHIBITED
BY LAW, WHICH MAY INCLUDE THE PROVINCE OF QUEBEC, any controversy, claim or
dispute arising out of, relating to, or in respect of these Terms, including
their negotiation, validity, existence, breach, termination, construction or
application, or the rights, duties or obligations of any party, or the rights,
duties or obligations of any party derived from or associated with these Terms
(a “Dispute”),shall be referred to and determined by a single arbitrator
in a final and binding arbitration administered under the rules of ADR
Institute of Canada, Inc.’s Arbitration Rules. If the parties have not agreed
upon an arbitrator within 14 days, unless otherwise agreed by the parties in
writing, the parties shall ask the ADR Institute of Canada, Inc. to appoint a
single arbitrator. For greater certainty, you shall not
commence or participate in a class proceeding or other aggregate action in
respect of any Dispute, except and to the extent that provincial consumer
protection legislation expressly preserves such an entitlement in the context
of the particular Dispute. The seat of the arbitration
shall be the same as the provincial or territorial law governing these Terms.
The arbitration shall be heard in the capital of the seat,
unless the parties agree otherwise. The costs and expenses of the
arbitrator shall be shared equally between the parties. A party to the
arbitration has no right of appeal from any award of the Arbitrator, whether
characterized as final, interim, interlocutory or
partial. All Disputes referred to arbitration (including the scope of the
agreement to arbitrate, the law relating to the enforcement of the agreement to
arbitrate, any relevant limitation periods, the law governing the procedure of
the arbitration, the law relating to available remedies, set-off claims and conflict of laws rules) shall be governed by the
law of the seat. Each party hereby irrevocably consents to venue in the capital
of the seat, and to the jurisdiction of competent courts in the capital of the
seat for all litigation that may be brought, however it is agreed and
acknowledged that the intention of the parties is to arbitrate the Dispute
without recourse to the courts. A party to these Terms may take such steps as
are permitted or required to enforce an award made by an Arbitrator. Except as
required by law, and only to the extent that such disclosure is reasonably
necessary, or for the purposes of obtaining professional advice, the existence
of the arbitration and any element of the arbitration, including any award,
shall be confidential and shall not be disclosed to any non-party to the
arbitration. No document or other evidence or information prepared for or
produced by or on behalf of any party to the arbitration shall be disclosed to
any non-party to the arbitration.
(d)
If
the prohibition against class actions and other claims brought on behalf of
third parties contained above is found to be unenforceable, then all of the preceding language in this Dispute Resolution
section will be null and void. This arbitration agreement will survive the
termination of Your relationship with ATC.
21.
General Provisions
(a)
Choice of Law. These Terms of Service
are governed by the provincial laws of the province of Ontario and the federal
laws of Canada as applicable therein, without giving effect to any conflict of
laws principles that may provide the application of the law of another jurisdiction.
Except as restricted by applicable law, you agree to submit to the exclusive
jurisdiction and venue of courts in Toronto, Ontario, Canada for the purpose of
litigating all such claims or disputes.
Notwithstanding the foregoing, if a dispute arises between you and us,
you agree that you will notify us about any dispute you have with us related to
these Terms of Service by contacting us.
(b)
Electronic
Communications. You are communicating with us electronically
when you use the Services or send email to us. You agree that all agreements,
notices, disclosures and other communications that we
provide to you electronically satisfy any legal requirement that such
communications be in writing.
(c)
Notifications. We may provide
notifications by posting the notifications on the Services itself or by sending
the notifications to the email associated with your AI TICKER CHAT Account. We
are not responsible for any automatic filtering you or your network provider
may apply to email notifications.
(d)
Severable. If any of the
provisions contained in these Terms are determined to be void, invalid or
otherwise unenforceable by a court of competent jurisdiction, such provision
will be severed from these Terms and all other provisions of these Terms will
remain in full force and effect.
(e)
Entire Agreement. These Terms, and the
documents referenced in these Terms, constitute the entire agreement between
ATC and you pertaining to the subject matter thereof, and supersedes in its
entirety any and all written or oral agreements
previously existing between us with respect to the Services. There are no
understandings, inducements, commitments, conditions, representations
or warranties of any kind, whether direct, indirect, collateral, express or
implied, oral or written, other than as contained in these Terms.
(f)
English Language. It is the express wish
of the parties that these Terms and all related documents be drawn up in
English. C’est la volonté expresse
des parties que la présente
convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.