These Terms of Service (the "Terms") form a binding legal agreement between MyCerebro ("MyCerebro," "we," "us," or "our") and the entity or individual accessing or using the Service ("you," "your," or "Customer"). By accessing or using the Service, by clicking a button or checkbox indicating acceptance of these Terms, by executing an order form, statement of work, or master services agreement that incorporates these Terms by reference, or by otherwise indicating assent, you agree to be bound by these Terms.
If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that (a) you have full legal authority to bind that entity to these Terms; (b) you have read and understand these Terms; and (c) you agree to these Terms on behalf of the entity you represent. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use the Service.
If you and MyCerebro have executed a separate master services agreement, subscription agreement, order form, or other written contract that governs your use of the Service (a "Master Agreement"), the terms of the Master Agreement will control in the event of any conflict with these Terms, except where these Terms expressly state otherwise.
Capitalized terms used in these Terms have the meanings set forth below or as defined elsewhere in these Terms.
The Service is intended exclusively for use by businesses and other commercial organizations. By accessing or using the Service, you represent and warrant that (a) you are at least eighteen (18) years of age; (b) you are not barred from receiving the Service under the laws of the United States or any other applicable jurisdiction; (c) you are using the Service for legitimate business purposes; and (d) you are not located in, organized under the laws of, or ordinarily resident in any jurisdiction subject to comprehensive U.S. economic sanctions.
To access most features of the Service, Customer must register an account and designate one or more Authorized Users. Customer agrees to provide accurate, current, and complete information during registration and to keep that information accurate, current, and complete. Customer is responsible for all activities that occur under its account and the accounts of its Authorized Users, whether or not authorized by Customer.
Customer is responsible for maintaining the confidentiality of all credentials associated with its account and the accounts of its Authorized Users. Customer agrees to (a) notify MyCerebro promptly at support@mycerebro.ai of any actual or suspected unauthorized access to or use of the Service; (b) ensure that each Authorized User accesses the Service through individually attributable credentials; and (c) refrain from sharing credentials with any unauthorized person.
MyCerebro provides a business-to-business software-as-a-service platform that delivers proprietary product data, search, recommendation, and related functionality to electrical distributors, specifiers, manufacturers, and other authorized business customers. The Service includes a web dashboard, application programming interfaces, administrative tools, and supporting Documentation.
MyCerebro may modify, enhance, add to, or discontinue features of the Service from time to time. We will use commercially reasonable efforts to avoid materially reducing the core functionality available to active Subscriptions during a paid subscription term. Discontinuation of a feature that materially affects an active Subscription will be communicated to the affected Customer with reasonable advance notice.
From time to time, MyCerebro may make beta, pilot, preview, evaluation, or pre-release features (collectively, "Beta Features") available. Beta Features are provided "AS IS" and "AS AVAILABLE," may contain bugs or errors, may be modified or discontinued at any time, and are excluded from any service level commitment. Customer's use of Beta Features is at Customer's sole risk.
Service level commitments (including uptime targets and credits for downtime) and support response targets, if any, are governed exclusively by the applicable Master Agreement. These Terms do not, by themselves, create any service level or support commitment.
Subject to Customer's compliance with these Terms and timely payment of all applicable fees, MyCerebro grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable right during the subscription term to access and use the Service solely for Customer's internal business purposes and in accordance with the Documentation.
Customer shall not, and shall not permit any Authorized User or third party to:
Except for the limited rights expressly granted in these Terms, no right, title, or interest in the Service or the Manufacturer Content is transferred to Customer. All rights not expressly granted are reserved by MyCerebro and its licensors.
As between Customer and MyCerebro, Customer retains all right, title, and interest in and to the Customer Data. Customer is responsible for the accuracy, quality, integrity, and legality of the Customer Data and the means by which Customer acquired the Customer Data.
Customer hereby grants MyCerebro a worldwide, non-exclusive, royalty-free, fully paid-up license during the subscription term, and for the limited post-termination period required for orderly wind-down and the retention periods described in our Privacy Policy, to host, store, transmit, display, process, and otherwise use the Customer Data solely as necessary to (a) provide and operate the Service; (b) deliver any professional services agreed in a Master Agreement; (c) prevent or address technical or security issues; (d) comply with applicable law; (e) generate Usage Data; and (f) train, fine-tune, evaluate, and improve the machine learning models and retrieval systems used in the Service, subject to Section 6.4 below.
MyCerebro may collect and use Usage Data without restriction for any lawful business purpose, including operating, improving, securing, marketing, and developing the Service and producing aggregated analytics and research outputs. MyCerebro will not disclose Usage Data in a manner that identifies Customer or any Authorized User except as permitted by the Privacy Policy.
Customer may elect, by written agreement (typically in a Master Agreement or data processing addendum), to exclude its Customer Data from use in model training under Section 6.2(f). Upon execution of such an election, MyCerebro will configure Customer's tenant so that its Customer Data is processed solely for purposes of delivering the Service to Customer and is not incorporated into general model training datasets. The election does not affect the use of Usage Data.
If Customer or any Authorized User provides suggestions, recommendations, feature requests, error reports, or other feedback regarding the Service ("Feedback"), Customer grants MyCerebro a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, transferable, sublicensable license to use the Feedback for any purpose without any obligation or compensation to Customer. Feedback is provided voluntarily and is not Customer's confidential information.
Customer shall (a) be solely responsible for the acts and omissions of its Authorized Users in connection with the Service; (b) use commercially reasonable efforts to prevent unauthorized access to or use of the Service; (c) ensure that Customer Data does not contain personal information of any individual unless Customer has obtained all consents and provided all notices required by applicable law; and (d) not submit to the Service any personal information that constitutes "protected health information" under the Health Insurance Portability and Accountability Act, "consumer report" information under the Fair Credit Reporting Act, or other categories of regulated information not contemplated by the Documentation.
In addition to the restrictions in Section 5.2, Customer agrees that it will not, and will not permit any Authorized User or third party to, use the Service to:
MyCerebro may investigate suspected violations of this Section 7 and may, in its reasonable discretion, suspend or terminate access to the Service in accordance with Section 16.
The MyCerebro IP is and shall remain the exclusive property of MyCerebro and its licensors. The MyCerebro IP is protected by copyright, trademark, trade secret, patent, and other intellectual property and proprietary rights laws of the United States and other jurisdictions. No license to any MyCerebro IP is granted to Customer except as expressly set forth in these Terms.
"MyCerebro" and the MyCerebro logos are trademarks of MyCerebro. Customer is granted no right or license to use any MyCerebro trademark, except that Customer may use the MyCerebro name and logo in factual descriptions of the parties' relationship in accordance with MyCerebro's brand guidelines, where published. All third-party trademarks displayed through the Service are the property of their respective owners.
Customer acknowledges that the Manufacturer Content, taxonomies, attribute schemas, embeddings, ranking signals, and curated data structures included in the Service constitute proprietary databases and compilations of MyCerebro and its licensors. Customer shall not extract, re-utilize, or systematically copy any substantial part of these databases, whether by manual or automated means.
Manufacturer Content is made available through the Service under licenses from the relevant manufacturers and other content sources. Customer may use Manufacturer Content only in connection with its authorized use of the Service and for Customer's internal commercial purposes (including quoting, specification, procurement, and engineering activities). Customer shall not redistribute, resell, republish, or sublicense Manufacturer Content as a standalone deliverable, nor incorporate Manufacturer Content into any product or service that competes with the Service.
Although MyCerebro takes commercially reasonable measures to source Manufacturer Content from authoritative manufacturer materials and to keep that content reasonably current, MyCerebro does not author the underlying specifications and does not warrant the accuracy, completeness, currency, or fitness of Manufacturer Content for any particular purpose. Customer is responsible for verifying any specification, pricing, availability, certification, or compliance attribute that is material to a Customer transaction directly with the relevant manufacturer or other authoritative source.
MyCerebro may remove, restrict, or modify any Manufacturer Content at any time, including in response to a manufacturer's request, a change in licensing arrangements, or an alleged inaccuracy or rights infringement.
Customer shall pay all fees specified in the applicable order form, Master Agreement, or other written commercial agreement between the parties. Where no separate order form or Master Agreement governs a given subscription, fees are payable as set forth in the pricing schedule published by MyCerebro or otherwise communicated to Customer in writing prior to the commencement of the subscription term.
Where the Service is billed on a usage-metered basis, MyCerebro will measure Customer's consumption based on records maintained in its query audit log and other instrumentation. Such records are presumptively correct in the absence of manifest error. Customer may request a usage reconciliation in writing within thirty (30) days of an invoice; disputes raised after that period are deemed waived.
Unless otherwise agreed, fees are invoiced monthly in arrears for metered usage and in advance for committed subscription fees. Invoices are due and payable within thirty (30) days of the invoice date in U.S. dollars. Amounts not paid when due will accrue interest at the lesser of one and one-half percent (1.5%) per month or the highest rate permitted by applicable law, calculated from the due date until paid in full.
Fees are exclusive of taxes, levies, duties, withholdings, and similar governmental assessments of any nature, including value-added, sales, use, and excise taxes, assessable by any jurisdiction (collectively, "Taxes"). Customer is responsible for paying all Taxes associated with its purchases, excluding taxes based on MyCerebro's net income or property. If MyCerebro has the legal obligation to pay or collect Taxes for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer.
If Customer fails to pay an undisputed invoice when due and does not cure such failure within ten (10) business days after written notice from MyCerebro, MyCerebro may suspend Customer's access to the Service until all overdue amounts are paid in full, without prejudice to any other rights or remedies available to MyCerebro.
Except as expressly set forth in these Terms or in a Master Agreement, all fees paid are non-refundable. Termination of the Service or a Subscription does not entitle Customer to a refund of pre-paid fees, except where termination is for an uncured material breach by MyCerebro as set forth in Section 16.
"Confidential Information" means non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") in connection with these Terms that is designated as confidential or that, given the nature of the information or the circumstances of disclosure, would reasonably be understood to be confidential. MyCerebro's Confidential Information includes the MyCerebro IP, pricing terms, security architecture, audit results, and product roadmap. Customer's Confidential Information includes Customer Data and Customer's non-public business information disclosed to MyCerebro.
Confidential Information does not include information that the Receiving Party can demonstrate (a) was rightfully known to it without obligation of confidentiality prior to disclosure; (b) is or becomes publicly available through no fault of the Receiving Party; (c) was rightfully received from a third party without restriction; or (d) was independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.
The Receiving Party shall (a) use the Disclosing Party's Confidential Information only as necessary to exercise its rights and perform its obligations under these Terms; (b) protect the Disclosing Party's Confidential Information using at least the degree of care it uses to protect its own confidential information of similar sensitivity (and in no event less than reasonable care); and (c) disclose the Disclosing Party's Confidential Information only to those of its personnel, contractors, and advisors who have a need to know and who are bound by confidentiality obligations no less protective than those in this Section 11.
If the Receiving Party is required by law, court order, or governmental authority to disclose any of the Disclosing Party's Confidential Information, the Receiving Party shall, to the extent legally permitted, provide the Disclosing Party with prompt written notice of the requirement and reasonable cooperation, at the Disclosing Party's expense, in any effort by the Disclosing Party to obtain a protective order or other appropriate remedy.
MyCerebro's processing of personal information is governed by the MyCerebro Privacy Policy, available at https://mycerebro.ai/privacy, which is incorporated into these Terms by reference. Where applicable law requires a separate data processing agreement between Customer and MyCerebro, the parties will execute such an agreement and, in the event of a conflict between that agreement and these Terms with respect to personal information, the data processing agreement will control.
Each party represents and warrants to the other that (a) it has full power and authority to enter into and perform these Terms; (b) its execution and performance of these Terms do not violate any agreement or obligation to which it is bound; and (c) it will comply with all laws applicable to its performance under these Terms.
MyCerebro warrants that, during an active subscription term, the Service will perform materially in accordance with the Documentation. Customer's sole and exclusive remedy, and MyCerebro's entire liability, for a breach of this warranty is for MyCerebro to use commercially reasonable efforts to correct the non-conformity. If MyCerebro is unable to correct the non-conformity within thirty (30) days after written notice from Customer specifying the non-conformity in reasonable detail, Customer may, as its sole remedy, terminate the affected Subscription and receive a pro-rata refund of any pre-paid, unused subscription fees.
EXCEPT AS EXPRESSLY SET FORTH IN SECTION 13.2, THE SERVICE, THE MANUFACTURER CONTENT, AND ALL OUTPUTS OF THE SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY. MY CEREBRO AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. MY CEREBRO DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY DATA, INCLUDING MANUFACTURER CONTENT, WILL BE ACCURATE OR RELIABLE. CUSTOMER ASSUMES ALL RISK ARISING FROM USE OF THE SERVICE AND IS RESPONSIBLE FOR INDEPENDENTLY VERIFYING ANY OUTPUT MATERIAL TO ITS BUSINESS DECISIONS.
MyCerebro shall defend Customer against any third-party claim alleging that Customer's authorized use of the Service in accordance with these Terms infringes a valid United States patent, copyright, or trademark, or misappropriates a trade secret of a third party (an "IP Claim"), and shall indemnify Customer against damages, costs, and reasonable attorneys' fees finally awarded by a court of competent jurisdiction or agreed in a settlement approved in writing by MyCerebro. MyCerebro shall have no obligation under this Section 14.1 for any IP Claim arising from (a) Customer Data; (b) Customer's combination of the Service with any product, service, hardware, or content not provided by MyCerebro, where the claim would not have arisen but for that combination; (c) Customer's use of the Service after MyCerebro notified Customer to discontinue use; (d) Customer's modification of the Service; or (e) Customer's use of the Service in violation of these Terms or applicable law. If the Service becomes, or in MyCerebro's opinion is likely to become, the subject of an IP Claim, MyCerebro may, at its option and expense, (i) procure for Customer the right to continue using the Service; (ii) modify or replace the Service so that it is non-infringing; or (iii) terminate the affected Subscription and refund any pre-paid, unused subscription fees.
Customer shall defend MyCerebro and its affiliates, and their respective officers, directors, employees, and agents, against any third-party claim arising from or relating to (a) Customer Data, including any claim that Customer Data infringes the rights of any third party or violates any law; (b) Customer's or any Authorized User's use of the Service in violation of these Terms or applicable law; (c) Customer's combination of the Service with any product, service, hardware, or content not provided by MyCerebro; or (d) Customer's breach of its representations and warranties under these Terms. Customer shall indemnify MyCerebro against damages, costs, and reasonable attorneys' fees finally awarded or agreed in a settlement.
The party seeking indemnification (the "Indemnified Party") shall (a) provide the indemnifying party (the "Indemnifying Party") with prompt written notice of the claim; (b) grant the Indemnifying Party sole control of the defense and settlement of the claim, provided that the Indemnifying Party may not settle any claim that imposes any non-monetary obligation on the Indemnified Party without its prior written consent (not to be unreasonably withheld); and (c) provide the Indemnifying Party with reasonable cooperation in the defense of the claim, at the Indemnifying Party's expense.
This Section 14 states the indemnifying party's sole liability and the indemnified party's exclusive remedy for any third-party claim covered by this Section 14.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST BUSINESS OPPORTUNITY, LOSS OF GOODWILL, LOSS OR CORRUPTION OF DATA, BUSINESS INTERRUPTION, OR THE COST OF SUBSTITUTE GOODS OR SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, STATUTE, OR OTHERWISE) AND EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO MY CEREBRO UNDER THESE TERMS DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The limitations in Sections 15.1 and 15.2 do not apply to (a) Customer's payment obligations under Section 10; (b) either party's indemnification obligations under Section 14; (c) either party's breach of Section 11 (Confidentiality); (d) Customer's violation of Section 5.2 (Restrictions) or Section 7 (Acceptable Use Policy); or (e) liability that cannot be limited under applicable law.
The parties agree that the limitations in this Section 15 are an essential part of the bargain between them and will apply notwithstanding the failure of any limited or exclusive remedy of its essential purpose.
These Terms commence on the date Customer first accepts them and continue until terminated as set forth herein. The term of each Subscription is set forth in the applicable order form or Master Agreement.
MyCerebro may terminate these Terms or any Subscription that does not have a defined term for any reason or no reason upon thirty (30) days' prior written notice to Customer. Subscriptions with a defined term continue until expiration of the term unless terminated for cause as set forth below.
Either party may terminate these Terms or any Subscription upon written notice to the other party if the other party (a) materially breaches these Terms and fails to cure the breach within thirty (30) days after written notice describing the breach in reasonable detail; or (b) becomes insolvent, makes a general assignment for the benefit of creditors, becomes the subject of a petition in bankruptcy that is not dismissed within sixty (60) days, or otherwise ceases to do business in the ordinary course.
MyCerebro may suspend Customer's access to the Service, in whole or in part, with reasonable notice where practicable, if (a) Customer fails to pay an undisputed invoice when due in accordance with Section 10.5; (b) Customer's use of the Service presents a security risk to the Service or to other customers; (c) Customer's use of the Service violates Section 5.2 or Section 7; or (d) suspension is required by applicable law or by a governmental order. MyCerebro will restore access promptly upon resolution of the underlying issue.
Upon termination of these Terms or expiration of a Subscription: (a) Customer's right to access and use the Service ceases immediately; (b) Customer shall promptly pay all amounts then due and owing; (c) each party shall return or destroy the other party's Confidential Information in its possession or control, except for Confidential Information that the receiving party is required to retain by applicable law or its routine backup procedures, in which case the receiving party's confidentiality obligations under Section 11 will continue for so long as the information is retained; and (d) MyCerebro will, upon Customer's written request submitted within thirty (30) days after termination, make Customer Data available for export in a commercially reasonable format. After such thirty (30)-day period, MyCerebro may, in its discretion, delete Customer Data in accordance with the retention practices set forth in the Privacy Policy.
The following provisions survive termination or expiration of these Terms: Sections 2 (Definitions), 5.3 (Reservation of Rights), 6.1 (Ownership of Customer Data), 6.3 (Usage Data), 6.5 (Feedback), 8 (Intellectual Property Rights), 10 (Fees and Payment) as to amounts accrued prior to termination, 11 (Confidentiality), 13.3 (Disclaimer), 14 (Indemnification), 15 (Limitation of Liability), 16.5 (Effect of Termination), 16.6 (Survival), 17 (Dispute Resolution and Arbitration), 18 (Governing Law and Venue), and 19 (General Provisions).
In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a "Dispute"), the parties shall first attempt in good faith to resolve the Dispute through informal negotiation. A party initiating the process shall provide written notice describing the Dispute and the relief sought, and the parties' authorized representatives shall meet (in person or by telephone or video conference) within thirty (30) days of the notice to attempt to resolve the Dispute.
If the Dispute is not resolved through informal negotiation, the Dispute shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules then in effect. The arbitration shall be conducted before a single arbitrator. The seat of arbitration shall be Wilmington, Delaware, and the language of the arbitration shall be English. The arbitrator's award shall be final and binding upon the parties, and judgment upon the award may be entered in any court of competent jurisdiction.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY AGREES THAT ANY DISPUTE WILL BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MORE THAN ONE PERSON OR PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING.
Notwithstanding the foregoing, either party may (a) bring an individual action in small claims court; (b) seek injunctive or other equitable relief in any court of competent jurisdiction to prevent or enjoin the actual or threatened infringement, misappropriation, or violation of its intellectual property rights or Confidential Information; and (c) pursue enforcement of an arbitration award in any court of competent jurisdiction.
Each party shall bear its own attorneys' fees and costs in connection with the arbitration, except that the arbitrator may award attorneys' fees and costs to the prevailing party where authorized by applicable law or these Terms.
These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 17, any action that is not subject to arbitration shall be brought exclusively in the state or federal courts located in Wilmington, Delaware, and each party irrevocably consents to the personal jurisdiction of those courts and waives any objection to venue.
These Terms, together with the Privacy Policy and any Master Agreement, order form, or data processing addendum executed by the parties, constitute the entire agreement between the parties regarding the Service and supersede all prior and contemporaneous communications, representations, and agreements, whether written or oral, regarding the subject matter hereof.
MyCerebro may modify these Terms from time to time by posting an updated version on the Website or providing notice through the Platform. Material changes will be communicated with reasonable advance notice. Continued use of the Service following the effective date of the modified Terms constitutes acceptance. Where Customer is subject to a Master Agreement, modifications to these Terms apply only to the extent not in conflict with the Master Agreement.
Customer may not assign or transfer these Terms or any rights or obligations hereunder, by operation of law or otherwise, without MyCerebro's prior written consent, except that Customer may assign these Terms in their entirety to a successor in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided that the successor is not a competitor of MyCerebro and agrees in writing to be bound by these Terms. MyCerebro may assign these Terms without consent. Any attempted assignment in violation of this Section is void. Subject to the foregoing, these Terms bind and benefit the parties and their respective successors and permitted assigns.
The parties are independent contractors. Nothing in these Terms creates an agency, partnership, joint venture, employment, or fiduciary relationship.
There are no third-party beneficiaries of these Terms, except that MyCerebro's affiliates and licensors (including manufacturers whose content is included in the Manufacturer Content) are intended third-party beneficiaries of the provisions of these Terms that protect them or their rights.
Neither party will be liable for any delay or failure to perform (other than payment obligations) caused by circumstances beyond its reasonable control, including acts of God, natural disasters, pandemics, acts of government, war, terrorism, civil unrest, labor disputes, internet or telecommunications failures, denial-of-service attacks, or failures of third-party hosting or cloud infrastructure providers.
All legal notices to MyCerebro shall be in writing and sent to support@mycerebro.ai with a copy to any address designated on the Website for legal notices. All notices to Customer shall be sent to the email address associated with Customer's account or, if applicable, the notice address specified in a Master Agreement. Notices are effective upon receipt.
A waiver of any breach or default under these Terms is effective only if in writing and signed by an authorized representative of the waiving party, and shall not constitute a waiver of any subsequent breach or default. No failure or delay by either party to exercise any right under these Terms operates as a waiver of that right.
If any provision of these Terms is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in full force and effect.
The Service may be subject to U.S. export control laws, including the Export Administration Regulations, and to economic sanctions administered by the U.S. Department of the Treasury Office of Foreign Assets Control. Customer represents and warrants that it is not, and is not acting on behalf of, a person identified on any U.S. government list of restricted or prohibited parties, and that it will not access or use the Service in violation of any U.S. export control or sanctions law.
The Service is "commercial computer software" and the Documentation is "commercial computer software documentation," as those terms are used in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement. Use, duplication, reproduction, release, modification, disclosure, or transfer of the Service by U.S. government end users is governed solely by these Terms.
Section headings are for convenience only and shall not affect the interpretation of these Terms. The words "include" and "including" are not limiting. References to a "writing" or "written" notice include electronic communications such as email.
Questions about these Terms should be directed to:
MyCerebro
Email: support@mycerebro.ai
Website: https://mycerebro.ai