Terms of Service
Last Modified: 31 October 2018
Welcome to Botpress. Botpress, Inc. ("Botpress", "we", "our", or "us") provides a software platform (the "Botpress Platform") that enables developers, individuals and companies to build, deploy and manage chatbots.
These Terms of Service (these "Terms") include the legal terms that we require all developers and other users to accept and implement as a condition of accessing the following content ("Botpress Content"): website features and other products and services located at www.botpress.io and other websites owned and/or operated by Botpress, Inc. (the "Website(s)"), the Botpress Platform and related data, code and materials, data, code and other materials provided by Botpress via application programming interfaces, any documentation, materials, code, data, files and other information or materials made available to you by Botpress.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE. PLEASE READ THE AGREEMENT CAREFULLY BEFORE ACCEPTING ITS TERMS AND CONDITIONS.
By using or continuing to use the Botpress Content or by clicking to accept or agree to the Terms of Service when this option is made available to you, you agree to use the Botpress Content solely in accordance with these terms of service, and you agree that you are bound by and are a party to these terms. You warrant that you are of legal age to form a binding contract and that you have the legal capacity to agree to and be bound by these terms. If you access or use the Botpress Content on behalf of a company, principal or other entity, you represent that you have authority to bind such entity and its affiliates to these terms and that these terms are fully binding upon them. In such case, the term "you" will refer to you and such entity and its affiliates. If you do not have authority, or if you do not agree with these terms of service, you may not access or use the Botpress Content.
Use of Botpress Content
Subject to these Terms, Botpress grants you a limited, revocable, non-transferable, non-exclusive, right (without the right to sublicense) to access and use the Botpress Content.
Permitted Access
You will access (or attempt to access) the Botpress Content only as expressly permitted by these Terms.
Open Source Software
Some of the software offered by Botpress is offered under an open source license. There may be provisions in the open source license that expressly override some of these Terms, and in those cases, the overriding provisions apply.
Accuracy
We do not guarantee the accuracy of any Botpress Content, including any output generated in connection with your use of the Botpress Content. You acknowledge and agree that you use and rely on the Botpress Content at your own risk and that Botpress will not be liable for any errors or inaccuracies of any Botpress Content.
Monitoring
Botpress may, but is under no obligation to, monitor the use of the Botpress Content to ensure quality, improve Botpress products and services, or verify your compliance with these Terms. You will not interfere with such monitoring.
Content Back-Up
You are solely responsible for adequate content back-up.
Updates
We reserve the right to modify or update the Botpress Content at any time, for any reason, and without notice to you. If Botpress makes updates, revisions, breaking changes or in any way modifies the Botpress Content, you agree that you are solely responsible for making changes to your Devices or Applications to ensure continued service for your End Users. We may add or remove functionalities or features at our discretion, for any reason, and we do not guarantee that your Devices or Applications will function with any future or modified versions of any Botpress Content.
Accounts and Registration
Accounts
You may need to use a current Botpress account or create a new Botpress account in order to use parts of the Botpress Content. If this is the case, you will need to comply with the terms in this Section.
You must be a human. Accounts registered by “bots”(!) or other automated methods are not permitted.
You are solely responsible for the activity that occurs on your account, including, without limitation, any Customer Data and Account Information (each as defined below) provided under or through your account.
You may create a Botpress account using some existing account credentials or via other registration methods we may provide from time to time, in our sole discretion. By connecting to the Botpress Content with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service. It is your responsibility to keep your password, account credentials and accounts secure. You must notify Botpress immediately if any unauthorized use, or suspected unauthorized use, of your Botpress account occurs or if any other breach of security occurs.
You may never use another user’s account without permission. Your login may only be used by one person. A single login shared by multiple individuals is not permitted.
You acknowledge that Botpress is not liable for any loss or damage arising from your failure to comply with the above requirements.
Registration
To access or use the Botpress Content you may be asked to provide certain registration details or other information (“Account Information”).
You agree that any registration information you give to Botpress will always be accurate and up to date, and you agree to promptly notify Botpress of any changes in your Account Information.
Prohibitions and Compliance
Lawful Use
You shall ensure that your use of the Botpress Content is not illegal or unlawful. You will be solely responsible for any penalties or liabilities incurred as a result of your noncompliance with the provisions of this Section 3. You shall not use the Botpress Content for unlawful, obscene, offensive or fraudulent content or activity, in any jurisdiction for any user, such as advocating or causing harm, interfering with or violating the integrity or security of a network or system, evading filters, sending unsolicited, abusive or deceptive messages, viruses or harmful code, or violating third party rights. If there is a complaint or notice of violation, use may be suspended until resolved and terminated if not resolved promptly.
You will not perform an action with the intent of introducing to the Botpress Content or the applications or products of any third party, any viruses, worms, defects, Trojan horses, malware or any items of a destructive nature.
You will not use the Botpress Content or access or control any customer accounts, products, devices, or applications in a manner that could cause harm, damage, or loss to any individual, or otherwise harm, defame, abuse, harass, stalk or threaten others or allow or encourage any third party to do so.
You will not use the Botpress Content in any manner or for any purpose that may violate any law or regulation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy and/or rights of personality, or which otherwise may be harmful (in Botpress' sole discretion) to Botpress, its service providers, its suppliers, end users or any individual or entity.
Prohibitations
You will not use the Botpress Content on behalf of any third party unless such third party has expressly authorized you to access and use the Botpress Content under its account.
You will not copy, rent, lease, loan, sell, transfer, distribute, make available, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorized by applicable statutory law), modify or alter any part of the Botpress Content.
You will not remove or alter any proprietary notices or Marks on any Botpress Content.
You will not create an Application that functions substantially the same as the Botpress Content and offer it for use by third parties.
You will not: (i) interfere with or disrupt the Botpress Content, (ii) tamper with the security of any of the hardware, software or networks used by Botpress to make the Botpress Content, available or tamper with any customer accounts; (iii) disable, circumvent or avoid any security device, mechanism, protocol or procedure established by Botpress; or (iv) permit others to do any of the foregoing.
You may use the Botpress Content only if you can form a binding contract with Botpress, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. Botpress reserves all rights not expressly granted in these Terms.
Compliance
Botpress reserves the right to investigate any Device or Application for compliance with these Terms. Such investigations may include Botpress accessing and using your Device or Application, for example, to identify stability or security issues that could affect Botpress or its customers. You consent to any such investigation. Botpress may immediately suspend or terminate access to the Botpress Content by you or your Device or Application without notice if we believe, in our sole discretion, that you are in violation of these Terms or otherwise.
Privacy and Security
Privacy Policy
You understand that by using the Botpress Content you consent to the collection, use and disclosure of your personally identifiable information and Customer Data as set forth in our Privacy Policy, and to have your personally identifiable information and Customer Data collected, used, transferred to and processed in the United States. You can view the Privacy Policy at https://botpress.io/privacy/. Any amendments to the Privacy Policy will be posted on the Website(s).
Security
We care about the integrity and security of your Customer Data and personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you are solely responsible for any personal injury or property damage arising from or relating to your use of any Botpress Content, or any authorized or unauthorized use of your Devices or Applications.
Ownership
Your chatbots, Devices, Applications, and Customer Data
Botpress does not acquire ownership of your chatbots, Devices, Applications, or Customer Data by your use of the Botpress Content. You represent and warrant that you have the necessary rights to provide all Customer Data, including without limitation, End User Data and Account Information, and other information you make available in connection with your use of the Botpress Content and to grant all rights and licenses under these Terms. Without limiting the foregoing, if you are using the Botpress Content on behalf of your employer or any third party, you represent and warrant that your employer or such third party has expressly authorized you to make available and use any content, data, or information that you use or make available in connection with your use of the Botpress Content. You further represent and warrant that your Customer Data (including, without limitation, End User Data and Account Information), Applications, and/or Devices, and any use thereof in connection with the Botpress Content will not violate the rights of any third party, including but not limited to, intellectual property rights, trade secret rights or other proprietary rights, or rights of privacy, or violate any applicable laws, rules, or regulations.
Customer Data Rights and License
In connection with the operation of the Botpress Content, Botpress receives, utilizes, and analyzes Customer Data. You retain ownership of your Customer Data. However, notwithstanding anything to the contrary, you hereby grant Botpress a license to: (i) use and disclose your Customer Data to provide the Botpress Content; (ii) use your Customer Data for Botpress’ internal business purposes; (iii) disclose your Customer Data as may be required by law or legal process; and (iv) otherwise use and disclose your Customer Data in accordance with the Botpress Privacy Policy. Without limiting the foregoing, you agree that Botpress is expressly and irrevocably authorized to utilize, analyze, modify, reproduce, publish, share, create derivative works of, or otherwise exercise all rights in your Customer Data and any analytics, statistics or other data related to or derived from your Customer Data and/or your use of the Botpress Content for any purpose, provided that such data is in aggregate and anonymized form ("Aggregate Data"). Subject to the Customer Data licenses, you acknowledge and agree that Botpress will exclusively own all right, title, and interest in and to all Aggregate Data and other output data generated by the Botpress Content. Notwithstanding anything to the contrary, if you ever have any ownership interest in any Aggregate Data or output data, you hereby assign to Botpress all such right, title, and interest in and to such Aggregate Data and output data, including all intellectual property rights therein.
Botpress Content
By using our Botpress Content, you do not acquire ownership of any rights in our Botpress Content, any data, content or information that is transmitted or accessed through the Botpress Content or other data provided by Botpress or other Botpress users. Except for your Customer Data, as between you and Botpress, the Botpress Content, and all data, content, and information that is contained in or transmitted or accessed through the Botpress Content, including, without limitation, software, Libraries, chatbots, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and data belonging to other users, and all intellectual property rights related thereto, are the exclusive property of Botpress and its licensors.
Feedback
If we receive any feedback, suggestions, ideas, reports, or other information relating to any Botpress Content or any Botpress products or services, we may use such information without obligation to you.
Payment
Fees
Fees, limits and access to other features may vary depending on your chosen plan (“Your Plan”). The details that are set forth on Botpress’ Website(s) are subject to change without notice. Overage rates (where applicable) are also set forth online, may be capped, and are subject to change without notice. You acknowledge and agree to pay all fees, as due, for the full term of the subscription, regardless of whether the subscription is canceled prior to expiration or termination of these Terms. No refunds will be given for any reason, including, but not limited to, unused services, regardless of whether the subscription is canceled prior to expiration or termination of these Terms.
Billing Issues
You must provide Botpress notice of any billing issues or disputes within sixty (60) days after they first appear on the statement you receive from your bank, credit card company, or other billing company by emailing us at info@Botpress.com. Failure to notify Botpress of any billing issues within the sixty (60) day period will result in your acceptance of the charges and you waive the right to dispute such charges. Failure to pay fully and promptly may result in the deactivation of your account until payment is successfully received.
Termination
Termination by You
You may change Your Plan or stop using Botpress Content at any time. If you want to terminate your account and these Terms, you must email us at info@Botpress.com and inform us of your intention to cancel your account ("Termination Notice"). Subject to the post-termination obligations and the surviving provisions set forth in these Terms, upon our written acknowledgment of our receipt of your Termination Notice, these Terms will terminate.
Termination by Botpress
Botpress has the right to immediately terminate these Terms or discontinue your use of the Botpress Content or any portion or feature thereof for any reason and at any time without liability or other obligation to you. Upon any termination or expiration of these Terms or discontinuation of your access to any Botpress Content, you must immediately cease all use of the Botpress Content and Botpress Marks and delete all copies thereof.
Surviving Provisions
When these Terms come to an end, those terms that by their nature are intended to continue indefinitely will continue to apply, including but not limited to: Sections 1.6, 3 – 5, 8.1, 8.3, 8.4 and 9 - 12.
Branding and Attribution
Botpress Brand
Except where expressly stated, these Terms do not grant you any right, title or interest in or to the Botpress trade names, trademarks, service marks, logos, domain names, and other distinctive brand features (collectively, "Marks").
Attribution
You agree to display any attribution(s) required by Botpress as described in any documentation for the Botpress Content. Botpress grants to you a limited, freely revocable, nontransferable, nonsublicenseable, non-exclusive license during the term of your subscription to display Botpress’ Marks solely for the purpose of promoting or advertising your use of the Botpress Content. You must only use the Botpress Marks in accordance with these Terms. You understand and agree that Botpress has the sole discretion to determine whether your attribution(s) and use of Botpress’ Marks is in accordance with the above requirements and any applicable guidelines.
Publicity
You will not make any statement regarding your use of the Botpress Content that suggests a partnership with, sponsorship by or endorsement by Botpress without Botpress’ prior written approval.
Promotional and Marketing Use
In the course of promoting, marketing, or demonstrating your use of the Botpress Content, Botpress may produce and distribute incidental depictions, including screenshots, video or other content from your Applications or Devices, and may use your company or product name and logos. You hereby grant Botpress all necessary rights for these purposes.
Warranties
THE BOTPRESS CONTENT IS PROVIDED “AS IS”, “WHERE IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”, WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (a) BOTPRESS HAS NO OBLIGATION TO INDEMNIFY OR DEFEND YOU OR USERS AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (b) BOTPRESS DOES NOT REPRESENT OR WARRANT THAT THE BOTPRESS CONTENT WILL PERFORM WITHOUT INTERRUPTION OR ERROR; AND (c) BOTPRESS DOES NOT REPRESENT OR WARRANT THAT THE BOTPRESS CONTENT IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT CUSTOMER DATA WILL REMAIN PRIVATE OR SECURE.
BOTPRESS DOES NOT WARRANT UNINTERRUPTED, COMPLETELY SECURE OR ERROR-FREE OPERATION OF BOTPRESS CONTENT. YOU ACKNOWLEDGE THAT THERE ARE RISKS INHERENT IN INTERNET CONNECTIVITY THAT COULD RESULT IN THE LOSS OF PRIVACY, CONFIDENTIAL INFORMATION, CONTENT, AND PROPERTY.
YOU ACKNOWLEDGE AND AGREE THAT BOTPRESS SHALL HAVE NO LIABILITY ASSOCIATED WITH OR ARISING FROM YOUR FAILURE TO MAINTAIN ACCURATE CONTACT OR ACCOUNT INFORMATION, INCLUDING, BUT NOT LIMITED TO, YOUR FAILURE TO RECEIVE CRITICAL INFORMATION ABOUT BOTPRESS CONTENT.
Limitation of Liability
BOTPRESS WILL NOT BE LIABLE FOR SPECIAL, INCIDENTAL, EXEMPLARY, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, BUSINESS, VALUE, REVENUE, GOODWILL, OR ANTICIPATED SAVINGS. EXCEPT AS EXPRESSLY REQUIRED BY LAW WITHOUT THE POSSIBILITY OF CONTRACTUAL WAIVER, BOTPRESS’S ENTIRE LIABILITY FOR ALL CLAIMS RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNT OF ANY ACTUAL DIRECT DAMAGES INCURRED BY YOU UP TO THE AMOUNTS PAID FOR THE SERVICE THAT IS THE SUBJECT OF THE CLAIM (IF RECURRING CHARGES, UP TO 12 MONTHS’ CHARGES APPLY WITH RESPECT TO THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE MONTH IN WHICH THE CLAIM FOR DAMAGES FIRST AROSE), REGARDLESS OF THE BASIS OF THE CLAIM. THIS LIMIT APPLIES COLLECTIVELY TO BOTPRESS, ITS PARENT, SUBSIDIARIES, AFFILIATES, CONTRACTORS, AND SUPPLIERS.
Indemnification
You agree to defend, indemnify and hold harmless Botpress and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from or related to: (i) your use of and access to the Botpress Content, including any data or content transmitted or received by you; (ii) your violation or alleged violation of any term of these Terms, including without limitation your breach of any of the representations and warranties above; (iii) any violation of any third-party right, including without limitation any right of privacy or intellectual property rights, by you, your Customer Data, Device, or Application, or any use thereof; (iv) your violation of any applicable law, rule or regulation; (v) any of your Customer Data or any that is transmitted via your account; (vi) any personal injury or property damage arising from or relating to your use of the Botpress Content or any authorized or unauthorized use of your Device or Application; or (vii) any other party’s access and use of the Botpress Content with your unique username, password or other appropriate security code.
Other Legal Terms and Conditions
Independent Development
These Terms do not impair Botpress’ right to develop, manufacture, purchase, use or market, directly or indirectly, alone or with others, products or services competitive with those offered by you.
Confidential Information
Our communications to you may contain Botpress confidential information. If you receive any materials or communications that are clearly confidential or marked confidential, then you will not disclose the Botpress confidential information to any third party without Botpress’ prior written consent.
Notifications
Botpress may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through the posting of such notice on the Website(s), as determined by Botpress in our sole discretion. Botpress reserves the right to determine the form and means of providing notifications to our users. Botpress is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. You must send notices to legal@botpress.io.
Amendments
Botpress may, in its sole discretion, modify or update these Terms from time to time. When we change these Terms in a material manner, we will update the ‘last modified’ date at the top of this page. Your continued use of the Botpress Content following the posting of revised Terms constitutes your acceptance of the new Terms of Service. If you do not agree to any of these Terms or any future Terms of Service, do not use or access (or continue to access) the Botpress Content.
Governing Law
GOVERNING LAW, JURISDICTION AND VENUE; WAIVER OF JURY TRIAL. You agree to the application of the laws of the State of Delware, USA without regard to conflict of law principles. The parties agree that the state and federal courts located in Delaware, USA shall have exclusive jurisdiction with regard to any claim, action, suit or proceeding arising out of or otherwise relating to this Agreement and hereby further irrevocably and unconditionally waive and agree not to plead in any such court that any such claim, action, suit or proceeding brought in any such courts has been brought in an inconvenient forum. Neither party will bring a legal action arising out of or related to this Agreement more than one year after the cause of action arose. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY IRREVOCABLY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PARTIES’ RELATIONSHIP. ANY ACTION OR PROCEEDING UNDER THIS AGREEMENT WILL TAKE PLACE ONLY ON AN INDIVIDUAL BASIS; CLASS ACTIONS AND PROCEEDINGS ARE NOT PERMITTED.
General Legal Terms
These Terms control the relationship between Botpress and you. They do not create any third party beneficiary rights. If the Botpress Content is licensed to the United States government or any agency thereof, then the Botpress Content will be deemed to be "commercial computer software" and "commercial computer software documentation," respectively, pursuant to DFARS Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Botpress Content and any accompanying documentation by the U.S. Government will be governed solely by the terms and conditions of these Terms and is prohibited except to the extent expressly permitted by the terms and conditions of these Terms. The Botpress Content originates in the United States, and are subject to United States export laws and regulations. The Botpress Content may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Botpress Content may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Botpress Content. No waiver of any term of these Terms shall constitute a further or continuing waiver of such term or any other term, and Botpress’ failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. These Terms and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Botpress without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. These Terms, together with any amendments and any additional agreements you may enter into with Botpress in connection with the Botpress Content, shall constitute the entire agreement between you and Botpress concerning the Botpress Content. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
Contact
Please contact us at legal@botpress.com with any questions regarding these Terms.
