Terms of Use

These terms of Use (Terms) apply to all Beta, Trial, Growth, Premium or Volume users of the Pythia platform (the Platform).  As used in these Terms, “You” and “you” includes all Platform users, whether the person is acting on their own behalf, or on behalf of or as part of a company or other entity.

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By using the Platform, you are representing and affirming that you have read, understand, and agreed that you are bound by these Terms, and of legal age to accept and agree to these Terms.  If you do not agree to these Terms, you are not permitted to use the Pythia Platform.

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The terms, “we”, “us” and “our” used below refer to Pythia.

If you are an enterprise user or you obtained a subscription or right to use the Platform from a third party authorized to do so by Pythia, these terms do not apply to you.

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1. Who May Use the Platform/Subscriptions

Except for our trial or beta version of the Pythia Platform, your right to use the Platform depends on you timely paying the required fees.  Growth, Premium or Volume users obtain a subscription to use the Platform once they pay; beta/trial users obtain no subscription but may still use the Platform.  All users must comply with these terms.

You agree to use the Platform only as permitted in these Terms.

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  2. Things You May Not Do Regarding the Platform

You accept and assume sole responsibility for your use of the Platform.

You may not share your login information/credentials or otherwise allow anyone else to use them to access the Platform.

You agree that you will always comply with all applicable laws in connection with your use of the Platform.  This means not violating any applicable law, legal right or protection, including but not limited to third parties’ privacy rights and intellectual property rights.

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The Platform may NOT be used to, for, or in connection with any of the following, any or all of which may result in your account being temporarily suspended or permanently terminated, at our sole discretion:

• Email solicitation, Spamming, or Phishing

• Violating anyone’s privacy rights

• Financial/monetary fraud or schemes

• Computer fraud or other computer crimes

• Defamation, discrimination, or harassment

• Funding or facilitating any criminal or other illegal activities

• Collecting any of the following: credit card information, highly-sensitive information such as log-in credentials for other sites or platforms

• Promoting products or services on social media platforms or other websites where such actions violate the terms of use or community guidelines of such platforms or websites

• Including a third party’s copyrighted or trademarked content or trade secrets in your form(s) without that party’s permission

• Including violent, pornographic, or sexually explicit content in your form(s), as determined solely in our discretion

• Any other activity prohibited under these Terms or under applicable law

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You agree that we have the absolute and unconditional right to remove any form that we believe is being or has been used or offered in connection with any of the above prohibited purposes or activities.

You and your agents hereby forever release Pythia from any and all responsibility for any and all wrongs and violations of our terms or of the law committed by you relating to your use of the Platform.

You agree not to reproduce, duplicate, reverse engineer, copy, sell, resell, or exploit for any commercial purposes the Platform or any portion thereof or to offer or sell the right to use the Platform.

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    3. Forms and Submissions

You accept and have sole responsibility for the forms, data, submissions and other content that you create or that is generated as you use the Platform.

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   4. Account Creation & Security

You must provide a valid email address and any other information requested in order to fully complete the signup process and create a login.  You may not access the Pythia Platform through automated methods, such as using bots or computer code to call or ping the Platform or our website.

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    5. Payments, Renewals, etc.

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    a. Payments.  We charge sales taxes on subscriptions where we are required to do so under applicable law.  No other taxes will be charged.  You are responsible for payment of any and all taxes, levies, and duties, including any sale or value-added taxes and similar taxes and duties, that may be imposed on you by any governing authority in any jurisdiction in connection with your subscription.

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Pythia offers payments through third-party payment processors.  By making payments to us for Pythia services, you indicate that you have reviewed these Terms and the privacy policy of the payment processor that processes your payment to us.

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If you use a credit card to pay for your Pythia subscription, you represent and warrant that the credit card information you provide is correct and that you will promptly notify us of any changes to such credit card information.  You agree that if your credit card payment cannot be processed for any reason, Pythia may suspend or cancel your Pythia subscription.

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   b. Automatic Renewals.  For subscriptions, you will be billed in advance on a recurring, periodic basis.  your Pythia subscription will automatically renew at the end of each billing cycle until you cancel your subscription.  Turning off auto-renew prevents your payment method from being charged at your next billing date, or if you pay by invoice, prevents your next invoice from being issued.

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   c. Upgrades/Downgrades.  Upgrading your plan, such as going from a trial plan to a Growth plan, or a Volume to Premium plan, will add or increase things like the included/allowed number of included forms, submissions, available space, storage, etc.  Downgrading your plan will, as of your next billing date, result in a decrease of some or all of those elements and may cause you to lose forms and submissions.  If you cancel your subscription, your account including forms you have created will be deleted within a reasonable time period after the cancelation of the subscription.

 

   6. Use of Data

You accept and agree that you have sole responsibility for the information, data, and content (collectively “Data”) you receive or collect from or in the forms that you create or use in connection with the Platform, and for what you do with that Data.  You agree that Pythia is not responsible for and does not own any of that Data.

You hereby authorize us to access, use and display Data for the purpose of and to the extent necessary to provide the Platform to you, customer support to you, to protect the Data, to protect our online and computer resources from unlawful cyberattacks, and to fulfill our legal obligations.

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See our privacy policy for more information on how we gather, use, and disclose personal and private information to which we are given access in connection with our provisions and operation of the Platform – including your personal information.  We will not modify Data or your personal information, sell or rent it to any other party.

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You accept and agree that you will not collect personal data in or from the EU or EU residents.  Doing so is a violation of these terms and conditions.

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   7. Term and Termination

You are permitted to use the Platform for the period of time for which you have paid us the required fees to use the Platform.  You agree that we may immediately and permanently shut off your access to the Platform if you materially breach any provision of this Agreement.

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   8. No Warranties

THE SERVICES ARE PROVIDED AS-IS.  Pythia DISCLAIMS ALL IMPLIED REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Pythia is not liable for any loss or damage from your (or your users’) failure to comply with these Terms.  You are solely responsible for all Data posted to your account, and for Data you collect from form submissions, whether or not you personally posted, gathered, or received the Data.

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   9. Indemnification

You agree that you will defend Pythia against claims, including but not limited to lawsuits, brought by third parties against Pythia arising out of your forms or you use of the Platform or your use, collection or disclosure of Data; this includes but is not limited to claims that arise from your violation of these terms or of the law or of another person or entity’s legal rights or of intellectual property rights such as copyright, trademark, or patent rights.  You also agree to indemnify Pythia against damages and costs (including reasonable attorneys’ fees and court costs) awarded by a court or other tribunal in favor of the claimant or in settlement of the claim.  We will defend and indemnify you against third party lawsuits arising out of Pythia’s violation of applicable law, and we reserve the right to settle such claims out of court, at our expense, without your approval.

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   10. Limitation of Liability

Except as impermissible under law, in no event shall Pythia's liability arising out of or related to this agreement whether in contract, tort or under any other theory of liability, exceed in the aggregate the total amount paid by you for the services in the twelve (12) months immediately preceding when the claim arose.

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   11. Limitation on Types of Damages

Except if and to the extent prohibited by law, in no event shall we be liable to you for any lost profits, lost time, lost business, lost revenues, reimbursement of monies paid by you to third parties to help you use or learn to use or operate the platform or to deal with real or perceived issues with the platform, or for any indirect, special, punitive, incidental, or consequential damages arising under this agreement, even if you have advised us of the possibility of such damages occurring.

The limitations set forth in this section 11 shall apply notwithstanding the failure of the essential purpose of any remedy and regardless of the legal or equitable theory on which claims are brought.

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   12. Other Provisions

 

   a. Modifications to the Platform.  Pythia reserves the right to modify the Platform, and to stop offering the Platform, with or without notice to you.  We always endeavor to improve the Platform, but we do not warrant or guarantee that any particular features or functionality will always be available during the term of your use of the Platform.  Pythia shall not be liable to you or any third party for any such modifications or changes.

 

   b. Email Delivery of Submissions.  When a third party submits one of your forms, by default we will send you an email notification to the email address we have on file for you.  Due to issues with the internet and your connection to it and the like, we cannot guarantee your actual receipt of such notifications.  We recommend checking your account daily to make sure you do not miss any such notifications.

 

   c. Form Availability.  Pythia makes no warranty that forms provided by the Platform or that you create will be available 100% of the time or that they will be error free.  You are solely responsible for any issues, problems, or damage you experience because of a mistake or error you make in connection with creating or using a form on the Platform.

 

   d. Other Email Communications.  By giving your email address to Pythia, you agree to receive occasional administrative, announcements, newsletters, sales, and marketing emails from Pythia.  You can opt out from these emails by clicking on the “unsubscribe” link at the end of the emails.

 

   e. Assignment.  You may not assign any or all of your rights or obligations under this Agreement without the prior written consent of Pythia.  If we do give our consent, you agree to ensure that the assignee agrees in writing to the terms of this Agreement.

 

   f. Relationship of the parties’ No Third-Party Beneficiaries.  The parties hereto are independent entities.  Nothing in this Agreement or any attachment hereto creates or will create any partnership, joint venture, agency, franchise, or employment relationship between the parties.  There are no third-party beneficiaries to this Agreement.

 

   g. Choice of Law.  This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, excluding its conflicts of law provisions, and of the United States if the issue is federal in nature.  The parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement.

 

   h. Disputes/Arbitration.  The parties agree that all disputes between them shall be finally resolved by binding arbitration before a single neutral arbitrator under the auspices of the American Arbitration Association if the arbitration is filed in the United States, or under the auspices of the International Court of Arbitration (ICC) if the arbitration is filed in a country in which ICC has offices; arbitration shall not be filed or take place in any other location.  The arbitrator shall give a written opinion stating the factual basis and legal reasoning for their decision.  The prevailing party shall be entitled to an award of its reasonable attorneys’ fees and costs associated with the arbitration.  An arbitration award shall be enforceable in a court of competent jurisdiction.  Notwithstanding the foregoing, no arbitrator shall have the power or authorization to hear or decide a dispute between us regarding Section 9 of these Terms, or to issue any form of injunctive relief.  THE PARTIES HEREBY VOLUNTARILY WAIVE A TRIAL BY JURY OF ALL CLAIMS.

 

   i. Limitations Period.  The parties agree that no claim shall be initiated or filed against the other party more than one year after the cause of the action arises.

 

   j. Manner of Giving Notice.  Notices regarding this Agreement shall be in writing and addressed to us to info@pythia.legal.

 

   k. Force Majeure.  Pythia shall not be liable to you for any delay or failure to perform hereunder (excluding payment obligations which may be delayed but not excused) due to circumstances out of our party’s reasonable control, including acts of God, acts of government, pandemic, flood, fire, earthquakes, civil unrest, acts of terror, labor strikes, service disruptions involving hardware, software or power systems not within such party’s reasonable control, and denial of service attacks.

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   l Entire Agreement.  This Agreement, together with the Attachments hereto, represents the entire agreement of the parties concerning the subject matter thereof and is intended to be the final expression of the parties’ agreement and intent.  This Agreement supersedes all prior and contemporaneous agreements, proposals, and representations, whether written or oral.  The parties agree that any terms or conditions stated or referenced in or on a document or documents other than this Agreement that contradict this Agreement are null and void.  No amendment, addendum, or other document the intent of which is to add to or otherwise modify the Agreement, or waiver of any provision of the Agreement, shall be effective unless in writing and signed by both parties.

 

   m. Severability; Construing; Counterparts. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions shall remain in effect.  The parties expressly agree that this Agreement shall not be construed against either party as the drafter.  This Agreement may be executed in counterparts.

 

   n. Effect of Termination.  Upon the expiration of your subscription, or termination of this Agreement for any reason, you agree to cease all access to and use of the Pytha Platform.  Any termination will not affect your obligations to us under this Agreement (including, without limitation, payments, ownership, indemnification and limitation of liability) which are intended to survive such suspension or termination.  We will be entitled to discontinue the hosting of your forms, and to delete Data pursuant to our internal policies.

 

   0. Modifications to Terms. Pythia may, in its sole and absolute discretion, modify these Terms from time to time.  If you object to any such changes, your sole recourse shall be to cease using the Pythia Platform.  Continued use of the Pythia Platform following notice of any such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.

 

   p. Links. You acknowledge, understand, and agree that Pythia does not endorse or bear any responsibility for any third party’s website, product or service that we mention or link to on our website or in connection with the platform.

 

  q. No Wavier/Headings/Survival of Terms. The failure of Pythia to exercise or enforce any right to provision of these Terms shall not constitute a waiver of such right or provision.  If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you nevertheless agree that the court should endeavor to give effect to the intentions of Pythia and you as reflected in the provision, and that the other provisions of these Terms remain in full force and effect.  The section titles in these Terms are for convenience only and have no legal or contractual effect.  Sections 2, 3, and 5-12 of these Terms shall survive and continue to apply notwithstanding a termination or expiration of your subscription or your access or use of the Platform.

 

   r. Third Party Vendors. If, in your use of the Platform, you enable or use services or functionality from third parties not affiliated with Pythia , such as integrations, you are giving your consent to the Platform and the third party provider performing all actions deemed necessary for the performance of service including but not exclusive to implementing vendor integration services into a live production environment without any additional authorization by you.  Pythia makes no warranties or representations whatsoever with regard to any such services, functionality or merchandise provided by Third Party Vendors.