Melingo Terms and Conditions

These Terms of Use (together with all the documents it refers to, including our Data Processing Agreement, your order form, and our Privacy policy) are a legally binding agreement between Melingo AI Limited (‘Melingo,’ we, or us, respectively) and you. Melingo owns and operates the System, this site, and the Services provided therein.

These Terms of Use govern your access and use of the System and the Services, including, but not limited to, any Content uploaded and processed by the System (all together shall be referred to as the ‘Platform,’ as defined below), either as a guest or registered user.

By accessing or using the Platform, you indicate that you accept these terms of use and agree to abide by them. If you disagree to be bound by these Terms of Use, you are prohibited from accessing and using the Platform.

All capitalized terms that are not expressly defined within a paragraph are as stated in the definitions section below.

Access and availability

Access to the Platform is permitted temporarily, and we reserve the right to withdraw or amend the Services we provide therein without prior notice. We will not be liable if for any reason our Platform or parts of it is unavailable at any time or for any period.

From time to time, we may restrict access to parts of our Platform to registered and unregistered users.

Our Platform might not be compatible with any equipment. Thus, you are solely responsible for making all arrangements necessary in that regard, including using equipment compatible with the Platform. The permitted access and use to the Platform.

Your Account is intended for personal use only, and you may not use anyone else’s User Account. Melingo shall not be liable for any damages or loss you may incur due to someone else using your Account, either with or without your knowledge.

Use, Account, and Registration

Parts of the Platform (its Services, functions, or otherwise) might require registering with an Account. If you choose so, you shall be provided with a user identification code, password or any other information required for authentication and security purposes (‘log in information’). You must treat Log-in information as confidential and refrain from its disclosure to any third party. You shall be held fully liable for any event of unauthorized disclosure of your user Login information or someone else’s use of your Account, and any for any actions conducted under your Account, including but not limited to unauthorized access, use of services, and dissemination of Content. You will indemnify and hold Melingo harmless from any claims, damages, or losses arising from such unauthorized disclosure. You acknowledge that Melingo reserves the right to take legal action against you to recover any damages incurred as a result of said matters.

Melingo reserves the right to deny the creation of your Account and disable or terminate it under its sole discretion.

Paid Accounts

Paid Accounts may be arranged with individuals or company-wide via direct engagement with us. Please see our contact details below.

Intellectual Property Rights and License

We are the owner or the authorized licensee of all intellectual property rights in our Platform and with regards to it, including all present and future rights and ownership to the Platform, including, but not limited to, any derivatives, trade secrets, proprietary information, embedded technology, instructions, algorithems, databases, and to the collection,  compilation organization, assembling, and arrangement of its deliverables (regardless if intellectual property rights protect such) – are and shall remain the sole and exclusive property of Melingo.

Our services or our site may include third-party open source that is subject to third-party terms and conditions. If there is a conflict between any such third-party terms and conditions and the terms herein, then such third-party terms and conditions shall prevail, but solely in connection with the related third-party open source.

The license granted to you by Melingo for the Platform is a limited, personal, non-exclusive, revocable, non-transferable and non-sublicensable license to use the Platform solely for your personal use of the Platform, solely in the manner permitted by these Terms of Use. You are not granted, and nothing should be construed as granting, by implication or otherwise, ownership, right, or license in or to the Platform, other than as specifically set forth in these Terms of Use.

 All such rights are hereby expressly reserved.

Some of our services allow you to create, upload, post, and publish certain Content, including without limitation, lesson plans and other educational materials, and allow you and Melingo to access, create and edit such Content. Notwithstanding anything to the contrary herein, we reserve the right without further notice to you and/or any end user, to edit and/or remove any and all Content to comply with law or in other reasonable circumstances.

You represent and warrant that you own or have the necessary rights, licenses and permissions to the Content, including but not limited for you and Melingo to use, access and process all Content, including but not limited to the intellectual property rights in and to the Content, and to enable inclusion thereof in our Platform.

You will retain all of ownership rights in the Content. By using our services, you grant to us a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content for the purposes and in the manner stated in these Terms of Use.

You shall be solely responsible for any Content and data created, modified, uploaded, or used by you, your end users, by means of our Platform.

UNDER NO CIRCUMSTANCES WHATSOEVER WILL WE BE LIABLE IN ANY WAY FOR ANY CONTENT AND/OR DELIVERABLES, WITHOUT LIMITATION, FOR ANY ERRORS OR OMISSIONS THEREIN, OR FOR ANY INFRINGEMENT OF THIRD PARTY RIGHTS, OR LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE CONTENT AND/OR DELIVARABLES.

You must not:

• use any of our trade marks or the trade marks of any third parties which are included on our website or platform without express written permission from the owner; or
• display or use a link in a manner that causes the Platform or any portion of its content to display within a frame, be associated with any advertising or sponsorship not part of the site or platform, or otherwise incorporate any of their content into a third-party website; or
• alter, block or otherwise prevent display of any content of the Platform; or
• link to Platform, if the linker’s website may reasonably be considered to be obscene, defamatory, harassing, offensive or malicious, or if the linker’s website infringes any third party rights or otherwise does not comply with all applicable laws or regulations.
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Additional AI restrictions

Our Services, in part or all, are powered by AI. Thus, tools, features or functionality made available to you via the Services or the Platform utilize data models trained by machine learning and artificial intelligence, including but not limited to, tools for generating content through prompting, analyzing, editing of or extraction of information from existing content via prompting, and translation of existing or newly generated content.

Without limitiation or derogation from any other liability and restrictions in these Terms of Use, please note:

• You are solely responsible for the creation, development, content, operation, maintenance, use, and dissemination of your Content and Customer Data.
• You acknowledge that due to the nature of machine learning AI more generally, generated outputs may not be unique – Our AI powered Services may generate the same or similar output to Melingo or other third parties. Some
• You will not provide Content or attempt to generate outputs through the Services that consists of any sensitive or regulated information, including (i) Sensitive Personal Data (ii) ID’s or government-issued identification numbers of any kind; (iiI) Protected Health Information as defined by HIPAA or similar statutes, or health, genetic, biometric record or data in general; or (iv) personal financial information.
• You may not use the Services or any Output (i) to develop data sets, models, or other large scale models that may compete with Us or our Services; (ii) to mislead any person or imply that output from generated using ClickUp AI is unique or solely human generated; (iii) to generate spam or misleading content; (iv) in a manner that violates any law, regulation, technical documentation, third party IP rights, usage guidelines, policies, or other terms, whether made available or communicated to you by us or any other third party. Additionally, your use of our Plarformand Services is subject to fair usage restrictions that we may determine from time to time under our sole discretion.
• If you wish to use our Services, you may not use the AI powered features in a manner that violates any OpenAI Policy, including but not limited to their Content Policy, Sharing and Publication Policy, and Community Guidelines. 

You also acknowledge that:

• We do not warrant or promise that Your use of the Services will be free from interruptions or errors.
• We do not warrant or promise that Your Use of the Services will provide you with any specific results.

OUR PLATFORM CHANGES REGULARLY

We aim to update our Platform regularly, and may change it, its content, etc., at any time.

OUR LIABILITY

To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site or any content on it, whether express or implied. In particular the content displayed on our Platform and Delivarebles is provided without any guarantees, conditions or warranties as to its accuracy.

We will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

• use of, or inability to use, our services; or
• content supplied by third parties;
• use of or reliance on any content displayed on our Platform or in any publication in relation to our Services, in particular the use of any content in the course of giving legal advice or drafting transaction documents.

If you are a business user, please note that in particular, we will not be liable for:

• loss of profits, sales, business, or revenue;
• business interruption
• loss of anticipated savings or costs;
• loss of business opportunity, goodwill or reputation; or
• any indirect or consequential loss or damage.

We will not be liable for any loss or damage caused by a virus, potential technical issues, breaches of security, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, Content, data or other proprietary material due to your use of our Platform or to your use of any content therein, or to any website linked to it.

Our Platform contains links to extrenal sites and content. We assume no responsibility for the content of such external websites and content linked to our Platform. Such links should not be interpreted as endorsement by us of those Websites or the content therein. Your access and use of those links are under your sole discretion. We have no control over the contents of those extrenal sites, content or resources, and we accept no responsibility and liabilty for them, or for any loss or damage that may arise from your use of them.

EXCEPT AS EXPRESSLY SET FORTH HEREIN: (i) THE PLATFORM, INCLUDING BUT NOT LIMITED TO THE SITE, SYSTEM, AND SERVICES WE OFFER ARE PROVIDED ON AN “AS IS” BASIS AND MAYBE UPGRADED OR CHANGED FROM TIME TO TIME; AND (ii) WE DISCLAIM, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE WILL NOT BE LIABLE OR RESPONSIBLE FOR: (a) ANY TECHNICAL PROBLEMS OF THE INTERNET (INCLUDING WITHOUT LIMITATION SLOW INTERNET CONNECTIONS OR OUTAGES); AND/OR (b) ANY ISSUE THAT IS ATTRIBUTABLE TO YOUR HARDWARE OR SOFTWARE OR INTERNET OR DATA SERVICES.

WE DO NOT OFFER A WARRANTY OR MAKE ANY REPRESENTATION REGARDING ANY CONTENT OR INFORMATION AVAILABLE THROUGH THE PLATFORM, SYSTEM, SITE, OR SERVICES, INCLUDING THE CONTENT AND/OR DELIVAREBLES. THE USE OF AND RELIANCE UPON THE PLATFORM, SYSTEM, SITE, AND SERVICES ARE ENTIRELY AT YOUR SOLE DISCRETION AND RISK, AND WE SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER TO YOU OR YOUR END USER, OR ANY OTHER THIRD PARTY IN CONNECTION WITH ANY OF THE FOREGOING.

EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY LOSS OF INCOME, PROFITS, GOODWILL, REPUTATION, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PLATFORM, SYSTEM, SITE OR THE SERVICES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN ANY EVENT, OUR TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES AND LOSSES HEREUNDER SHALL NOT UNDER ANY CIRCUMSTANCE EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO US, WITHIN THE SIX (6) MONTHS PRECEDING THE DATE OF BRINGING OF THE CLAIM, FOR THE SPECIFIC PLATFORM SERVICES, SUPPORT SERVICES, OR PROFESSIONAL SERVICES, AS APPLICABLE, WHICH ARE THE SUBJECT OF THE CLAIM.

ILLICIT USE; INDEMNIFICATION

Content uploaded must be consistent with all applicable law. Uploading any Content capable of doing harm to our interests or our public image shall not be permitted. Accordingly, the following shall especially not be permitted:

(1) Uploading content in contravention to (i) applicable law and (ii) any provisions protecting personal data and commercial protection rights;

(2) Uploading insulting, defamatory, content of criminal nature, harassing, abusive, fraudulent, obscene, virus-containing, libelous, unconstitutional, racist, sexist, or pornographic content, or any content soliciting to or advertising, directly or indirectly, such prohibited content, or any content infringing third party rights, such as intellctual property, copyrights, data protection or privacy rights.

Should you or your end user, violate the obligations hereunder or under any applicable law, without derogating from any other right, we shall have the right to bar you or such end user from any further use of the Services.

You shall not, and shall not allow any third party to: (a) circumvent, disable or otherwise interfere with security-related features of the site, services or features that enforce limitations on use of the services; (b) disassemble, reverse engineer, modify, translate, alter or decompile all or any portion of the services or otherwise discern the source code of the services except and solely to the extent permitted under applicable law notwithstanding this restriction; (c) copy, modify, improve, or create derivative works of the services or any part thereof; (d) use the service on a time sharing basis or to provide services to third parties; (e) distribute, rent, lease, sublicense, assign, transmit, sell or otherwise transfer the services; (f) violate or abuse password protections governing access to the site and services; (g) interfere or attempt to interfere with the integrity or proper working of the services; (h) use the services to violate any applicable laws, rules or regulations, or for any unlawful, harmful, irresponsible, or inappropriate purpose; (i) remove, alter or obscure any proprietary notice or identification, including copyright, trademark, patent or other notices, contained in or displayed on or via the site and services; (j) use our name, logo or trademarks without our prior written consent; (k) use robots, crawlers, bots, scrapers, or attemp any kind of data mining, automatic or not, or try to hack or bypass any means or measures used by Melingo or otherwise operated with relation to the Platform, to restric access to the Platform, Content or Delivarebles; and/or (l) use the services other than as permitted herein.

Without limited or excluding the above, you must not misuse our Platform by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Platform or parts thereof, the server on which it is stored or any server, computer or database connected to our Platform.

You shall comply with, and ensure that your end users comply with, the above use restrictions.

If you fail to comply with the above, we may take any lawful legal action, including but not limited to, reporting any such acts or ommissions to the relevant law enforcement authorities, and if needed, disclosing any required information, including your identity, to them. Any breach of the above may result in the immediate termination of the Services, and loss of access to the Platform and the Account.

You shall indemnify us from any and all claims asserted by end users or other third parties on account of illicit use of the site by you or anyone on your behalf.

LIMITATION OF USE

Your Account is allocated a monthly traffic volume of 10TB of data and 5TB of storage capacity. Additional bandwidth and storage capacity are available via a direct engagement with us. If you exceed the above limitations or any applicable limitation you may have subscribed to via direct engagement, melingo reserves the right to charge an additional fee, terminate, suspense or block your Account or access.

In addition, for the purpose of optimizing performance, compatibility, and maintaining user experience within our services, melingo may transcode, adapt, modify, or otherwise manipulate the Content and other content as it sees fit. Such alterations may include, but are not limited to, adjustments to file size, format, quality, or any other technical specifications.

You may use the Platform and the Services provided to you up to the limit of users agreed to via direct engagement with us. Exceeding such limit is subject to Melingo’s prior consent, and shall incur additional fee, or may lead to the termination, suspenstion or otherwise blocking your Account or access.

TERMINATION AND SUSPENSION

Either of us may terminate with immediate effect the services, if the other party materially breaches any term herein or under the agreement between us and such breach remains uncured (to the extent that the breach can be cured) seven (7) days after having received written notice thereof.

In the event that either party becomes liquidated, dissolved, bankrupt or insolvent, whether voluntarily or involuntarily, or shall take any action to be so declared, the other party shall have the right to immediately terminate the services.

If we believe that you are using the Services in a manner that violates laws, rules or regulations or creates an excessive burden or potential adverse impact on us, our partners or our suppliers, we may terminate the services immediately or suspend your access to and use of the Services until such time as we believe the issue has been resolved.

Upon termination of Services, you shall, and shall cause any of your end users to immediately cease all access to and use of the Platform and Services.

Upon termination of Services, you will cease to have access to any Content or other content that we had stored. We reserve the right to permanently delete any Content or other content that may be stored in your Account at any time following termination, and you agree to waive any legal or equitable rights or remedies you may have against us with respect to such Content or other content that had been deleted.

Termination of the Services for any reason shall not relieve you from your obligation to pay any outstanding payments due for the Services.

LINKS TO OUR SITE

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.

Any link to our site must not suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link in such a way as to imply that you have any form of relationship with Melingo or approval from Melingo for the linking website’s content, unless expressly agreed to in writing by Melingo, whether the site belongs to you or not.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page or attempt to bypass any payment or log on screens.

We reserve the right to withdraw linking permission without notice and to take appropriate legal action against any unauthorized linking to our site.

If you wish to make any use of content on our site other than that set out above, please contact info@melingo.com

In the event of unauthorized linking to our site or violation of any of the linking conditions state above, Melingo reserves the right to take legal action against the responsible parties. Such actions may include, but are not limited to, demanding the removal of the unauthorized link, seeking damages for any harm caused to Melingo’s reputation or business and pursuing any other remedies available under applicable laws. By linking to our site, you oblige to comply with all applicable laws and regulations and to refrain from engaging in any activity that may harm Melingo’s business, interest or reputation.

DATA PROTECTION

We processes personal data about you in accordance with our Privacy Policy, available at: melingo.com/privacy-policy/ and, where applicable, according to our Data Processing Policy. If you are a business client and/or otherwise believe we should sign a Data Processing Agreement, please contact us directly.

By using our Platform or parts of it, you explicitly consent to such terms of processing and you warrant that all data provided by you is accurate, up to date, and provided lawfully, where you posses all required rights and consents to provide with such data.

VARIATIONS

We may revise these Terms of Use at any time by amending this page, and such changes will take effect immediately. The updated version of these terms of use shall be presented on this page. Your use of the Platform or parts thereof after the effective date of any changes will constitute your accesptance of such terms and amended terms. Therefore, we encourage you to read the terms set our on this page prior to your use of the Platform.

GOVERNING LAW

These Terms and Conditions will be governed by the laws of the State of Israel, without regard to conflicts of law rules, and the exclusive jurisdiction and venue for any dispute resulting therefrom shall be the courts of Tel Aviv, Israel.

YOUR CONCERNS

If you have any concerns about our services and site, please contact info@melingo.com.

DEFINITIONS

“Content” means any and all information or materials uploaded to the Platform by the User or anyone on its behalf.

“Deliverable” means any and all outputs resulting of the use of our Services, or otherwise provided by us.

“Platform” means the Site, Services and System, together, or parts thereof.

“System” means Melingo’s proprietary platform, powered by AI, for decoding unstructured text, including any further abilities and Services provided. System maybe provided within the Services as an ‘On-Prem’ solution or Saas solution.

“Services” means all the services provided via System or the Platform, including (but not limited to) the provision of processing and structuring text, powered by AI, and any other features or abilities provided or supported from time to time, and any Deliverable provided by us.

“Site” means Melingo’s webiste at – Melingo.com 

“Terms of Use” means these Terms of Use and Melingo’s Privacy policy availble at – melingo.com/privacy-policy/ and, where applicable and when signed, its Data Processing Agreement.

“User” means anyone who uses the Platform, or otherwise engages with Melingo’s Site, System or Platform.

“User Account” A user’s registered Account, including any of its content, as stated in these Terms of Use.

Last Update: March  10, 2024