AI Tool Terms of Use

These terms and conditions of use (“Terms”) are entered by and between you and Otus, LLC (“Otus”, “we,” “our” or “us”). These Terms apply to your use of Otus’s Artificial Intelligence tools and functionalities (“AI” or “Services”) available in conjunction with Otus’s platform, and related products and services (collectively, the “Products”). You acknowledge and agree that use of the Services involves the use of generative AI and all Outputs (as defined below) are produced using generative AI.  These Terms are only applicable in the event you have affirmatively opted in to use Otus’s AI and related Services.  

Please read the Terms carefully before you start to use the Services. By using the Services or by clicking to accept or agree to these Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms, our Privacy Policy, found at https://otus.com/privacy-policy/, and our Terms of Service (“TOS”), found at https://otus.com/terms-of-service/, which are incorporated herein by reference. Our Privacy Policy explains how we collect and use personal information. Our TOS sets forth important provisions governing use of the Products and other important terms and conditions applicable to the Services such as dispute resolution and governing law. Any capitalized term that is not defined in these Terms shall have the meaning ascribed to them in the TOS.  If you do not agree to these Terms, do not access, or use the Services.  

  1. Authorized Access.

Each Authorized User must provide accurate and complete information to register for an account to use Otus’s Services. You may not share your account credentials or make your account available to anyone else and are responsible for all activities that occur under your account. If you create an account or use the Services on behalf of another person or entity, you must have the authority to accept these Terms on their behalf.

  1. Permitted Use. 

Subject to your strict compliance with these Terms and the TOS, Otus grants to you a limited, revocable, non-exclusive, non-transferable and non-sublicensable license to access and use our Services for your internal business purposes. While using our Services, you must comply with all applicable laws as well as any other documentation or policies we make available to you in connection with the Products. 

  1. Content Inputs and Outputs.

Representations and Warranties. You may provide certain feedback to Otus or other input to the Services, including both your direct inputs with as well as metadata captured via your use (the “Input”), and in response, receive certain language production or other output from the Services based on the Input (the “Output” and together with Input, the “Content”). At all relevant times, you are solely responsible for the Content, including, without limitation, ensuring that it is not harassing, abusive, illegal, or harmful to yourself and others. You represent and warrant that you will not (i) upload, share, disseminate, or otherwise generate Inputs that are harassing, abusive, illegal, or harmful, or (ii) upload or include protected health information, personally identifiable information, and other sensitive personal information in your Inputs whether directly in the Services or in files or images uploaded to the Services, including, without limitation:  

  1. Social security or passport numbers, driver’s licenses, or state IDs;
  2. Financial account credentials or similar information;
  3. An individual’s precise geolocation;
  4. Racial or ethnic origin, citizen or immigration status, religious or philosophical beliefs, or union membership;
  5. Contents of messages between individuals (e.g., emails, texts, chats);
  6. Genetic data;
  7. Biometrics, such as facial recognition and fingerprints; and
  8. Information concerning an individual’s health, sexual orientation or preference.

When using Outputs, you agree to inform viewers of the Outputs that the content is AI-generated.  You understand that all Outputs are generated by artificial intelligence and that it is your responsibility to verify the accuracy of all Content to ensure its compliance with all applicable laws, regulations, and terms, including any intellectual property or privacy rights of third parties.

License of Input. You hereby grant Otus and its affiliates a royalty-free, worldwide, irrevocable, transferable, sublicensable and perpetual license to use, disclose, reproduce, license and distribute the Inputs, including without limitation incorporating any Inputs into the Services and Products and to provide, maintain, develop, and improve the Services and Products, comply with applicable law, enforce these Terms and TOS, and keep our Services and Products safe. 

  1. Prohibited Uses. 

You may not use our Services for any illegal, harmful, or abusive activity, including, without limitation: (a) to modify, create derivative works, copy, lease, sell, re-sell or distribute the Services to third parties; (b) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the Services; (c) extract Content or otherwise represent that Content was generated by a human; (d) remove proprietary notices; (e) in a way that infringes misappropriates or otherwise violates an individual’s or entity’s intellectual property rights; or (f) use Content to compete with Otus.

  1. Third Party Services. 

Our Services may incorporate or include certain third-party components, technology, software, or services, (“Third Party Services”). Otus expressly disclaims any and all responsibility for the operation and availability of such Third Party Services and any Outputs generated in whole or in part by such Third Party Services.  Otus may use Third Party Services to provide some functionality for the Services. You acknowledge that any Input you provide may be shared with such third parties to enable functionality within the Services. By using the Services, you consent to any Input being transferred to these third parties, and you agree that your use is subject to the terms of use of such third parties.

  1. DISCLAIMER.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN ANY OTHER AGREEMENT, THE SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH ALL FAULTS WITHOUT ANY WARRANTY WHATSOEVER INCLUDING BUT NOT LIMITED TO THAT THE SERVICES ARE BUG OR ERROR FREE. OTUS, ON BEHALF OF ITSELF, ITS AFFILIATES, AND ITS LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS AND MAKES NO WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, REGARDING THE SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, SATISFACTORY QUALITY, TITLE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS, UPTIME AND AVAILABILITY, THAT ANY CONTENT WILL BE SECURE, NOT LOST OR ALTERED,  AND ANY WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY OTUS OR ANY OF ITS REPRESENTATIVES CREATES ANY WARRANTY OF ANY KIND. OTUS DOES NOT WARRANT: (A) THAT THE FEATURES AND FUNCTIONALITIES CONTAINED IN OR PERFORMED BY THE SERVICES WILL MEET YOUR REQUIREMENTS OR PERFORMANCE AND RELIABILITY STANDARDS, OR WILL ACHIEVE ANY INTENDED RESULTS; (B) THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS IN THE SERVICES WILL BE CORRECTED; (C) THAT ANY UPDATE WILL CONTINUE TO BE MADE AVAILABLE; (D) THE ACCURACY, COMPLETENESS, QUALITY, PERFORMANCE OR USEFULNESS OF ANY INFORMATION OR CONTENT PRESENTED ON OR THROUGH THE SERVICES AND ANY RELIANCE YOU PLACE ON SUCH INFORMATION IS STRICTLY AT YOUR OWN SOLE RISK; OR (E) THAT THE SERVICES WILL BE COMPATIBLE WITH ANY THIRD-PARTY SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES. YOU ACKNOWLEDGE AND AGREE THAT ANY USE OF CONTENT IS AT YOUR SOLE RISK AND YOU WILL NOT RELY ON CONTENT AS FACTUAL GUIDANCE, INFORMATION, OR AS A SUBSTITUTE FOR PROFESSIONAL ADVICE OR REVIEW AND ANALYSIS BY A HUMAN.

You further acknowledge that generative artificial intelligence and machine learning is imperfect and rapidly evolving. While Otus is constantly improving the Services, Otus cannot guarantee that the Services will provide accurate, up-to-date and/or current information. You acknowledge that utilizing generative artificial intelligence and machine learning has inherent risks, such as confabulations and hallucinations, dangerous or violent Outputs, bias or homogenization, the possibility of infringing third party intellectual property, the possibility of leakage and unauthorized disclosure or de-anonymization of biometric information, protected health information, precise location information, personally identifiable information, or other sensitive data, or generating obscene or abusive Content. As a result, you must evaluate Content for accuracy and appropriateness, and you must not utilize Content for legal, medical or other important decision-making. 

  1. Opt-out. 

Your use of Otus’s AI and related Services are strictly optional. We use Content to continuously improve the Services. If you do not want us to use your Content to improve the Services, you should not use the Services.  

  1. Termination. 

Otus reserves the right to suspend or terminate your access to the Services, in our sole and absolute discretion, at any time, without notice, and for any reason, including without limitation in the event Otus determines that you breached these Terms or the TOS or to comply with applicable law. Otus also reserves the right to discontinue availability of all or any portion of the Services, in our sole and absolute discretion, at any time, without notice, and for any reason.

  1. Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL OTUS OR ANY OF ITS OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, AGENTS, SUBSIDIARIES, AFFILIATES OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS, SUPPLIERS, OR SERVICE PROVIDERS HAVE ANY LIABILITY WHATSOEVER FOR PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES, ARISING FROM YOUR ACCESS TO, USE OF, INABILITY TO USE THE SERVICES, UNAVAILABILITY OF THE SERVICES (IN WHOLE OR IN PART) FOR ANY REASON AND FOR ANY PERIOD OF TIME, FAILURE, DELAY, OR POOR PERFORMANCE OF THE SERVICES, OR ANY EVENT OUTLINED IN OR SIMILAR TO THOSE EVENTS SET FORTH IN SECTION 6 OF THESE TERMS. THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER OTUS WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY AGAINST OTUS FOR ANY DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES. NOTWITHSTANDING THESE PROVISIONS, IF OTUS IS FOUND LIABLE TO YOU FOR ANY DAMAGES OR LOSSES ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF THE SERVICES, OTUS’S LIABILITY SHALL BE LIMITED TO AND SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00). IN ADDITION TO THE FOREGOING LIMITATIONS, YOU AGREE: (A) TO NOT JOIN ANY CLAIM AGAINST OTUS WITH ANY CLAIM OF ANY OTHER PERSON OR ENTITY IN A LAWSUIT, ARBITRATION, OR OTHER PROCEEDING; AND (B) THAT YOU WILL NOT ASSERT A CLAIM AGAINST OTUS TO BE RESOLVED ON A CLASS-WIDE BASIS OR ASSERT A CLAIM IN ANY REPRESENTATIVE CAPACITY AGAINST OTUS ON BEHALF OF ANY INDIVIDUAL OR ENTITY. OTUS’S AFFILIATES, SUPPLIERS, LICENSORS, AND DISTRIBUTORS ARE INTENDED THIRD PARTY BENEFICIARIES OF THIS SECTION.

  1. Indemnification. 

You agree to indemnify, hold harmless, and defend Otus and its affiliates and its and their officers, directors, shareholders, predecessors, successors in interest and assigns, employees, contractors, agents, representatives, licensors and suppliers (each, an “Otus Indemnified Party” and collectively, the “Otus Indemnified Parties”) from and against any and all claims, charges, actions, complaints, damages, losses, deficiencies, liabilities, judgments, settlements, interest, awards, penalties, fines, costs and expenses of any kind whatsoever (including attorneys’ fees and experts’ fees) due to, arising out of, or relating in any way to any breach of your representations, warranties and/or obligations under these Terms, any violation of any applicable laws or legal requirements by you, any Content whatsoever generated based on your Input, your use of or access to the Services, including, without limitation, use and reliance on Content, implementation or inclusion of Content into an educational curriculum, failure to verify or otherwise obtain human analysis of Content,  or any other act or omission by you. Furthermore, you agree that Otus assumes no responsibility and shall not be liable whatsoever for any of the Content you submit, transmit, distribute or make available through the Services. Otus may participate in the defense and settlement of any claim for which any of the Indemnified Parties are entitled to indemnification with its own legal counsel. Notwithstanding the foregoing, you shall not settle any such claim, suit or proceeding without the written consent of the applicable Otus Indemnified Parties. As used in these Terms, “affiliate” means any person or entity directly or indirectly controlling or having the power to control, or controlled by or being under common control with another person or entity. For this purpose, “control” means the direct or indirect possession of power to direct or cause the direction of the management or policies of such party, whether through ownership or stock or other securities, by contract or otherwise. Ownership of more than fifty percent (50%) of the beneficial interest of an entity shall be conclusive evidence that control exists.

  1. Trade and Export Laws. 

You covenant and agree to comply with all applicable trade and export laws, including sanctions and export control laws. Our Services may not be used in or for the benefit of any U.S. embargoed country or territory or any restricted or debarred individual or entity. 

  1. Change to Terms

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes.