TERMS OF USE
These Terms of Use (“Terms”) govern your rights and obligations regarding the use of the Hekma application and any and all related products and services, including on the Internet at www.hekma.ai or in cellular/mobile media (collectively referred to as the “App”). These Terms constitute a fully binding agreement between you and Hekma. (“Hekma”, and collectively with its affiliates, parents, subsidiaries and each of their respective trustees, directors, officers, shareholders, members, employees, advisors, representatives, subcontractors, consultants, attorneys, agents, suppliers, distributors, licensees and/or licensors or anyone acting on their behalf, “We,”, “Us” or “Our”), the proprietor of all rights in and to the App. It is therefore recommended that you carefully read these Terms.
By clicking “ACCEPT” below and using the App, you confirm that you agree to the following Terms of Use and Hekma’s privacy policy: https://hekma.ai/privacy-policy/ (“Privacy Policy”) which is incorporated herein by reference, both of which are an integral part of these Terms and your use and enjoyment of the App.
As discussed further below, both you and Hekma agree, with the limited exceptions noted below, to resolve all disputes between you and Us through BINDING ARBITRATION as further provided below. ARBITRATION MEANS THAT YOU AND Hekma ARE EACH WAIVING THE RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION.
These Terms may be amended by Hekma from time to time. Please periodically review the controlling, online version of these Terms. By clicking “I Agree” below or continuing to use the App subsequent to Us making available an amended version of these Terms, you thereby acknowledge, agree to, and consent to such amendment
You consent to entering these terms electronically, and to storage of records related to these terms in electronic form.
IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS, BROWSE OR USE THE APP, AND SHOULD DISCONTINUE YOUR ACTIVITIES IMMEDIATELY. IF YOU ACCESS THE APP, YOU ARE AGREEING TO THESE TERMS.
When using the App, you shall be subject to all displayed rules and policies. Such rules and policies are hereby incorporated by reference into these Terms. We may also offer other Apps that are governed by different terms.
We do not represent that the App is governed by or operated in accordance with the laws of any other nation, or that the App or any portion thereof are appropriate or available for use in any particular location. If you choose to access the App, you do so at your own risk, and you are responsible for complying with all local laws, rules and regulations.
We provide users with access to communications tools, which may be accessed through any medium or device now known or hereafter devised, including websites, software and applications that deliver and receive information through a network of properties. Unless explicitly stated otherwise, any new tools that alter or improve the current or later developed or designed App shall be included in the definition of “App.”
You may access portions of the App without registering. However, in order to access some portions and features of the App, and to make purchases, you will be required to register an account with and sign into the App. You are responsible for maintaining the confidentiality of your username, password and other information used to register and sign in to the App, and you are fully responsible for all activities that occur under this password and username. Please immediately notify us of any unauthorized use of your account or any other breach of security by contacting Us at contact@hekma.ai. In the event you use the App over any cellular/mobile devices, you hereby acknowledge that your carrier’s normal rates and fees, such as excess broadband fees, will still apply.
General Rules
The App may not be used in any way that is not expressly permitted by these Terms and our Privacy Policy. If you do not agree to these Terms, Our Privacy Policy and/or any of their parts, you are prohibited and must refrain from using the App.
- SAFETY FIRST!
First and foremost, the intent of the Hekma App is to provide you instructional material either on-demand or in a group session or one-on-one.
- INTELLECTUAL PROPERTY RIGHTS AND LICENSE
Hekma is the exclusive owner or licensee of all the content and materials in connection with the App, including but not limited to any software and website, and of all related intellectual property rights therein, including, but not limited to, all copyrights, moral rights, trademark and patent rights (the “IP”). Our content includes, but is not limited to, all features, functions, services, software, algorithms, designs, objects, documentation, know-how, code, data, art, graphics, animation, photographs, images, text, music, sound effects, audio and/or audio-visual elements, downloadable materials, look-and-feel, design, layout, organization, presentation, user interface, navigation and stylistic convention of the App.
All trademarks, trade names, logos and service-marks (collectively, the “Marks”) related to Our intellectual property are Our exclusive property. Unauthorized use of any of the Marks or of any word, term, name or symbol that is likely to cause confusion or mistake with respect to the user’s connection or association with Hekma, or Our approval or sponsorship of the user’s products or services, or that is likely to dilute any of Our Marks is strictly prohibited by law. All third party trade names, trademarks, logos and service marks, if any, that appear in or on the App are the property of their respective owners.
You do not acquire any ownership interest in any IP or the Marks by accessing, browsing or otherwise using the App. You may not use, reproduce, copy, modify, distribute, transmit, display, perform, publish or otherwise exploit, through any means or media, any of Our IP or Marks.
We may prevent unauthorized use of the App via technological means designed to protect Our products and services. You agree not to circumvent or attempt to circumvent these means. You agree that any attempted or actual circumvention or otherwise unauthorized use by you or anyone on your behalf will result, at minimum, in the termination of all your rights under these Terms and to Our products and services.
Licenses. On condition of your acceptance of these Terms, We grant you a non-exclusive, limited, non-transferrable, non-sub-licensable, freely revocable license to use the App for your personal, non-commercial use only. Hekma reserves all rights not expressly granted herein. We also reserve the right to terminate at any time your license to use the App for any reason and, at our discretion, to charge for commercial usage.
In conjunction with your submission of Content to Hekma and/or the App, you represent and warrant that you own all intellectual property rights in the Content, that you are authorized to publish the Content, and that you are authorized to permit (and do permit) Hekma to publish the Content and exploit all intellectual property rights in and to that Content. Hekma shall have no ownership rights in and to your Content. However, in conjunction with your submission of Content to Us, you hereby grant Hekma and the users of the App an irrevocable, worldwide, perpetual, nonexclusive, royalty-free, sub-licenseable and transferable license to that Content, including a license to use, copy, distribute, prepare derivative works, display in public and publicly perform the Content. Hekma’s license in connection with the Content you submit extends to any commercial use of that Content, at Our sole and absolute discretion. However, third party users may not use your Content for commercial purposes, unless We provide them with written consent to use your Content for commercial purposes (for the purpose of which you authorize Hekma to be your agent).
- Hekma’s ACCESS RULES
You represent and warrant that you will not use the App to:
– Violate any law (including without limitation laws related to torts, contracts, export controls, patents, trademarks, trade secrets, copyrights, defamation, obscenity, rights of publicity, or other rights) or encourage or provide instructions to another to do so;
– Act in a manner that negatively affects other users’ ability to use the App, including without limitation by engaging in conduct that is harmful, threatening, abusive, inflammatory, intimidating, violent or encouraging of violence, harassing, stalking, invasive of another’s privacy, or racially, ethnically, or otherwise objectionable;
– Post any Content containing unsolicited or unauthorized advertising, promotional materials, spam, junk mail, chain letters, pyramid schemes, or any other form of unauthorized solicitation;
– Post any Content containing sweepstakes, contests, or lotteries, or otherwise related to gambling;
– Post any Content containing copyrighted materials, or materials protected by other intellectual property laws, that you do not own;
– Post any Content for which you have not obtained all necessary written permissions and releases;
– Misrepresent any fact (including without limitation your identity);
– Post any software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, including by engaging in any denial of service attack or similar conduct;
– Exceed your authorized access to any portion of the App;
– Collect or store personal data about anyone;
– Modify without written permission from Hekma any part of the App;
– Obtain or attempt to access or otherwise obtain any Content or information through any means not intentionally made available or provided for through the App;
– Exploit errors in design, features which are not documented and/or bugs to gain access that would otherwise not be available;
– Use any robot, spider, scraper, or other automated means to access the App for any purpose;
– Take any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure; or
– Interfere or attempt to interfere with the proper working of or activities conducted on the App, or bypass any measures we may use to prevent or restrict access to the App.
You agree to use the App solely for private and personal purposes. When you access or use the App, including when you submit Content to be published on or in the App, you further warrant and represent that you will not engage in any of the following activities, some of which may also expose you to civil and/or criminal liability:
– submit Content of a commercial nature (including advertising), including but not limited to (i) offering to third parties a service of your own that uses the App; (ii) reselling, or offering to rent or lease the App; (iii) offer the App to the public via communication or integrate it within a service of your own, without Our prior written consent;
– hack, attack, copy or alter any Content or obtain or attempt to gain unauthorized access to the App through any means, including through means not intentionally made publicly available or provided through the App;
– engage in any automatic or unauthorized means of accessing, logging-in or registering in connection with the App, or obtaining lists of users or other information from or through the App;
– use the App in any manner that could interrupt, damage, disable, overburden and/or impair the App or interfere with any other user’s use and enjoyment of the App, including sending chain letters, pyramid schemes, spam, mass unsolicited messages or “flooding” servers;
– engage in spamming, flooding, harvesting of email addresses or other personal information, spidering, “screen scrapping,” “database scraping,” or any other activity whose purpose is to obtain lists of users, their personally identifiable information and/or any other information we maintain about users of the App;
– remove, obscure or change any copyright, trademark, hyperlink or other proprietary rights notices contained in or on the App;
– submit any Content to the App or on any third party website that falsely expresses or implies that Content is sponsored or endorsed by Hekma;
– use the App in violation of Hekma’s intellectual property (including but not limited to copyright and trademark) or other proprietary or legal rights or those of any third party;
– use the App to violate the security of any computer network or transfer or store illegal material;
– use the App in violation of any applicable law;
– use false information or impersonate any person or entity or misrepresent your affiliation with any other person or entity, whether actual or fictitious, including any user or any person or entity otherwise affiliated with Hekma;
– post, upload, transmit, publish, reproduce or otherwise disseminate through any Content that We determine in our sole discretion: (i) is unlawful, harmful, harassing, offensive, fraudulent, threatening, abusive, libelous, defamatory, invasive of privacy, vulgar, obscene, hateful, or otherwise infringes Hekma’s or any third party’s intellectual property or other rights; (ii) derogatory or harmful to Hekma’s reputation or that of any affiliated individuals or entities; (iii) is harmful to children in any manner; (iv) seeks to or discriminates against any individual based on race, gender, gender identity, ethnicity, religion, occupation, political view, socioeconomic class, national origin, sexual preference, physical or mental handicap or on any other basis; (v) poses a risk to a person’s safety, security or health; (vi) personally identifies any other person without obtaining such person’s express written consent to the disclosure of his or her personal information; and/or (vii) encourages criminal behavior or conduct that would constitute a criminal offense under any law, or could give rise to civil liability or other lawsuit;
– use an inappropriate username or screen name;
– attempt (or encourage or support anyone else’s attempt) to circumvent, reverse-engineer, decrypt, or otherwise alter, or interfere with, the App; or modify, adapt, disassemble, decompile, translate, reverse engineer or otherwise attempt to discover the source code or structure, sequence and/or organization of the App or any portion of the App, except where required by applicable local law(s), and then only to the extent required by such local law(s);
– submit false or misleading information to Hekma;
– violate the intellectual property, contractual, personal or other rights of any individual or entity, or promote or constitute illegal activity;
– violate any of these Terms, Our Privacy Policy, or any local, state, provincial, federal or international law, rule or regulation or the rules of any conduct posted with respect to the App;
– seek to use or actually use the personally identifiable information of any user or any individual associated with Hekma in any manner not approved in writing in advance by that individual;
– mislead, defraud or trick Hekma or any users, especially if you are seeking to learn sensitive information about users or their accounts, including user names, passwords and/or personally identifiable information;
– transmit, disseminate or use any spam, malware, viruses, worms, Trojan horses, RATs, keyboard loggers, time bombs, spyware, adware, cancelbots, passive collection mechanisms, or other objectionable materials, or any other malicious or invasive code, or program or upload or transmit (or attempt to do so) any material that acts as a passive or active information collection or transmission mechanism, including but not limited to, clear graphics interchange formats, pixels, web bugs, cookies or similar devices;
– obscure or cover any notice, banner, advertisement or other branding in or on the App; and/or
– circumvent, interfere with or seek to interrupt or disturb any security feature of the App and/or any feature that restricts or enforces limitations on the use of or access to the App.
The foregoing examples of unlawful Content are made solely for illustrative purposes and do not constitute an exhaustive list of restricted Content or prohibited activities.
Hekma may decline to publish or immediately delete any Content you submit if you or the Content have violated these Terms, Our Privacy Policy, or if you engaged in a commission or omission that is harmful or may be harmful to the App, Our users and/or Hekma. In any such case, Hekma may also terminate your access to the App or prevent you from posting additional Content on or otherwise using the App. The provisions of this clause are made in addition to any rights afforded to Hekma by any law.
Hekma may examine Content at any time, refuse publication of any Content, and/or remove such Content after its publication. However, Hekma does not routinely utilize this right to monitor Content and does so only in cases needed to enforce these Terms of Use and our Privacy Policy.
Hekma, in its sole discretion, may decide the duration of the publication of any Content, its location, when and how it appears in or on the App, its design and any other matter pertaining to the publication of Content in or on the App. Content submitted by users for publication does not reflect the views of Hekma. The fact that Hekma permits any Content to be posted does not warrant the validity, reliability, accuracy, timeliness, or legality of that Content.
You retain ownership of the intellectual property contained in your Content. However, you grant Us a royalty-free, irrevocable, transferrable, sublicensable, and non-exclusive perpetual license throughout the universe for use in any and all media whether now known or hereafter devised to use and exploit (including without limitation by reproduction, distribution, public display, adaptation, communication to the public, and/or public performance, and including for commercial purposes) any and all Content that you post to or through the App. You also waive to the full extent permitted by law any and all claims against Us related to moral rights in the Content. In no circumstances will We be liable to you for any exploitation of any Content that you post. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish and exploit Content that you post.
We have no obligation of confidentiality, express or implied, with respect to Content that you post to or through the App, and We shall be entitled to use, exploit, or disclose (or choose not to use, exploit, or disclose) such Content at Our sole and absolute discretion without any obligation to you whatsoever (i.e., you will not be entitled to any compensation or reimbursement of any kind from Us under any circumstances whatsoever).
Hekma requires individual users of the App to be at least 18 years old. If We find out you are under the age of 13 years of age, We will immediately upon notice cancel your account and delete all of your contents. If you are a minor, you should not be posting any Content. If you do post content and want Us to remove it from the App, please contact Us at hekma@hekma.ai. You will need to provide Us with specific information describing the location of the Content that you want Us to remove. We will take reasonable efforts to remove the Content upon receiving a sufficient request but We cannot ensure complete or comprehensive removal of all that Content.
If you had an account with Hekma which was previously terminated or you otherwise had your access to the App terminated, you will not be permitted to become a user again without Our express advance written consent, which Hekma may give or withhold in its absolute discretion.
- WE HAVE TO ADD…
Procedure for Making Claims of Copyright Infringement For User Content and Links
We have adopted a policy, in compliance with the Digital Millennium Copyright Act (“DMCA”), to enable, at our sole discretion, the expeditious removal of infringing material and the termination of repeat infringers’ accounts. If you have a good faith belief that your copyright is being infringed by any Content accessible on or through the App, please send a notice of claimed infringement, including the information listed below, to our Designated Copyright Agent at:
By mail: Hekma, 1050 Northgate Dr. Suite 120, San Rafael, CA 94903
By email: hekma@hekma.ai
By fax: (510)788-5062
To be effective, the notice of claimed infringement must include the following required contents:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works are covered by a single notification, a representative list of such works;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity that is to be removed, or access to which is to be disabled, and information reasonably sufficient to permit Us to locate the material (providing specific URLs is the best way to help Us locate the Content quickly);
- Information reasonably sufficient to permit Us to contact the complaining party, such as the address, telephone, fax, and/or an email address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please note that information provided in this legal notice may be forwarded to the person who provided the allegedly infringing Content.
To leave a message for Our Designated Agent by phone please call (954)242-3733.
Procedure for Making Other Complaints
If you believe that your rights, or the rights of a third party, are being violated in any way by any Content accessible on or through the App, please contact us at hekma@hekma.ai
Where appropriate, We will work to prevent unlawful activity from taking place on or through the App.
Limitation of Liability. EXCEPT AS SET OUT BELOW, UNDER NO CIRCUMSTANCES, INCLUDING ANY BREACH OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ARISING UNDER ANY OTHER LEGAL OR EQUITABLE THEORY WILL Hekma BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARISE OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE APP (INCLUDING WITHOUT LIMITATION USE OF OR RELIANCE ON INFORMATION AVAILABLE ON OR IN THE APP OR OTHERWISE RELIED ON OR USED BY Hekma IN DELIVERING THE APP, AND/OR ANY INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETIONS OF FILES, DELAYS IN OPERATION OR TRANSMISSION, NONDELIVERY OF INFORMATION, DISCLOSURE OF COMMUNICATIONS, AND/OR ANY OTHER FAILURE OF PERFORMANCE), OR FOR ANY CONTENT, INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED OR ACCESSED THROUGH THE APP, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BY AGREEING TO AND ACCEPTING THESE TERMS, YOU HEREBY IRREVOCABLY RELEASE Hekma FROM LIABILITY OF ANY KIND, AND FOR ANY CONSEQUENCE(S) ARISING FROM THE USE OF THE APP. THIS INVOLVES ANY AND ALL LOSSES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFIT, DAMAGE TO REPUTATION, FEES, ACTUAL ATTORNEYS’ FEES AND COSTS, EXPENSES OR ANY DAMAGE, WHETHER DIRECT OR INDIRECT, WHETHER FINANCIAL OR NON-FINANCIAL.
IN NO EVENT SHALL Hekma BE LIABLE FOR ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY Hekma ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE APP (INCLUDING ANY USER GENERATED CONTENT). IN NO EVENT SHALL THE TOTAL LIABILITY OR Hekma TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED, IN THE AGGREGATE (i) THE AMOUNT, IF ANY, PAID BY YOU TO Hekma FOR YOUR USE OF THE APP OR FOR ANY OF YOUR ACTIVITIES IN CONNECTION WITH THE APP DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING YOUR CLAIM, OR (ii) THE SUM OF ONE HUNDRED U.S. DOLLARS ($100.00 USD), WHICHEVER IS GREATER.
Warranty. YOU USE THE APP AT YOUR SOLE RISK. THAT APP, INCLUDING ALL CONTENT, SOFTWARE, WEBSITE, FUNCTIONS AND MATERIALS, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES WITH RESPECT TO ANY UPTIME OR UNINTERRUPTED ACCESS, THE AVAILABILITY, ACCURACY OR USEFULNESS OF ANY CONTENT, OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FEATURES, QUALITY, COMPATIBILITY, PERFORMANCE, SECURITY OR ACCURACY. WE DO NOT WARRANT THE APP AND/OR ANY CONTENT WILL BE TIMELY, SECURE, UNINTERRUPTED, OR OPERATED FREE OF DELAYS IN TRANSMISSION, FAILURE IN PERFORMANCE, COMPUTER VIRUSES, INACCURACIES, ERRORS OR DEFECTS. WE ALSO ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE, FOR ANY DAMAGES TO OR VIRUS(ES) THAT MAY INFECT YOUR COMPUTER EQUIPMENT, CELLULAR/MOBILE PHONE OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, BROWSING, OR USE OF THE APP. YOU ARE SOLELY RESPONSIBLE FOR IMPLEMENTING SUFFICIENT SAFEGUARD PROCEDURES AND VIRUS CHECKS (INCLUDING ANTI-VIRUS, REGULAR SYSTEM UPGRADES AND OTHER SECURITY CHECKS AND MEASURES) TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR THE ACCURACY AND SECURITY OF DATA INPUT AND OUTPUT. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE APP SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
For the avoidance of doubt, Hekma disclaims any warranties relating to the accuracy of the maps, Content, road conditions, driving directions, or navigation routes presented or displayed in or by the App. Although Hekma works to give you the most qualified mapping information and asks that you help Us to make any necessary corrections, We cannot guarantee there are no inaccuracies. Therefore, you agree and acknowledge that use of the App is at your sole risk, and you agree and acknowledge that you assume full, exclusive and sole responsibility for the use of and reliance on the App. You further acknowledge that it is your responsibility to comply with all applicable laws (including traffic and cellular/mobile phone usage laws) while using the App.
The information provided by the App is not intended to replace the information presented in the physical world. In the event that information in the physical world differs from the App, you must not rely on the App. Moreover, Hekma does not warrant the App will operate in an uninterrupted or error-free manner, or that it is safe, secured from unauthorized access to Hekma’s computers, immune from damages, and free of malfunctions, bugs or failures (including, but not limited to hardware or software failures).
YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE APP IS TO TERMINATE YOUR ACCOUNT AND DISCONTINUE ALL USE OF THE APP.
Release. To the fullest extent permitted by law, you release Hekma from any and all responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with the following: (i) disputes between users, including those between you and other users; (ii) third party websites and services, including Content found on such websites and services; (iii) disputes concerning any use of or action taken using your account by you or any third party; (iv) claims relating to the unauthorized access to any data communications or Content, including unauthorized use or alteration of such communications or your Content.
If you have a dispute with one or more users of the App on, or through the App, or with any individual or entity who provides a website linked to the App or from third party content which is posted in or on the App, you release Us from all claims, demands, and damages (e.g., incidental, indirect, punitive, statutory, exemplary, special or consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute. If you have a dispute with any third party in any way pertaining to the App, you release Hekma from any and all claims, demands, and damages (incidental, indirect, punitive, statutory, exemplary, special or consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such dispute. You also waive California Civil Code § 1542 which says:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
You also waive any and all benefits and rights that would otherwise accrue to you by reason of the provisions of any federal, national, state or local statute or principle of common law of any state of the United States, or any political entity or nation, provincial or local law or regulation that may govern this release, which statute, regulation, law or principle provides in substance something similar to California Civil Code § 1542. You agree not to file any action or lawsuit inconsistent with the foregoing release.
Indemnity. You agree to defend, indemnify and hold harmless Hekma from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to actual attorney’s fees and costs) arising from: (i) your use of and access to the App, including any data or Content transmitted, submitted, viewed, or received by you; (ii) your violation of any provision of these Terms and/or Hekma’s Privacy Policy, including your breach of any of the representations and warranties contained in these Terms; (iii) your violation of any third party right, including any right of privacy or intellectual property rights; (iv) your violation of any applicable law, rule or regulation; (v) any claim or damages that arise as a result of any of your Content; and/or (vi) any other party’s access and use of the App and/or Content on your behalf.
You hereby agree that We shall have the sole right and obligation to control the legal defense against any such claims, demands, or litigation, including the right to select counsel of our choice and to compromise or settle any such claims, demands, or litigation.
- MODIFICATIONS TO THE TERMS AND SERVICES
As time goes by, Hekma may wish or need to modify the Terms and/or its products and services, either partially or in their entirety. This can occur at any time and, if it does, we will post the updated Terms and notify you through the App. If such a posting occurs, you agree to the updated Terms by continuing to use the App. If you do not agree, you must stop using the App immediately. Likewise, Hekma may, either partially or in its entirety and without being obligated to provide prior notice, modify, adapt or change the App and/or any of its features, the user interface and design, the extent and availability of the contents in or on the App and any other aspect related to the App. You will have no claim, complaint or demand against Hekma for applying such changes or for failures incidental to such changes.
- TERMINATION OF SERVICES
You agree that Hekma may, without prior notice, immediately terminate, limit your access to, or suspend your account based on any of the following: (a) breach or violation of these Terms; (b) upon request by law enforcement; (c) unforeseeable technical or security issues or problems; (d) extended periods of inactivity; or (e) fraudulent, deceptive, or illegal activity, or other activity which Hekma believes is harmful to its App and/or business interests. You agree that termination, limitation of access and/or suspension shall be made in Our sole discretion and that We shall not be liable to you or any third party for the termination, limitation of access, and/or suspension of your account.
You may terminate your account with Hekma and under these Terms at any time by emailing Us at hekma@hekma.ai
We may terminate these Terms for any or no reason at any time by notifying you through a notice on the App, by email, or by any other method of communication. Any such termination will be without prejudice to Our rights, remedies, claims, or defenses hereunder.
Upon termination you will no longer have a right to access your account or your Content. We will not have any obligation to assist you in migrating your data or your Content and We may not keep any back up of any of your Content. We will not be responsible for deleting your Content.
The following sections shall survive any termination: “Intellectual Property Rights and License,” “Indemnity,” “Warranty,” “Limitations of Liability,” “Jurisdictional Restrictions,” “Release,” and “Binding Arbitration Agreement and Class Waiver Disclosure”.
- EXPORT CONTROL
You represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- PRIVACY
During your use of the App, you will provide Us with certain information about yourself, your device(s), your location and other specifics. How We collect that information and use it is explained in our Privacy Policy, which can be found at http://hekma.ai/privacy-policy/. By accepting these Terms, you agree to our collection and use of your personal information as described herein and in our Privacy Policy.
We respect your privacy. Our Privacy Policy is an integral part of these Terms. Since Our Privacy Policy is subject to periodic updates, it is recommended that you periodically check for updates.
- GOVERNING LAW AND JURISDICTION
You agree that the laws of the United States of America and the laws of the State of New York, without regard to the principles of conflicts of laws, will govern these Terms, your use of, and all matters relating to your access to, and/or use of, the App, including all disputes between you and Hekma. You also agree that: (i) the App shall be deemed solely based in New York; and (ii) the App shall be considered a passive site which does not give rise to personal jurisdiction over Hekma, either specific or general, in any jurisdiction other than New York. Further, you irrevocably submit to the exclusive jurisdiction of, and venue in, the state and federal courts in the Borough of Manhattan in the City of New York, New York, and the related appellate courts, in any action or proceeding arising out of these Terms, Our Privacy Policy, and/or your access to and use of the App.
- LIMITATIONS
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to Hekma’s App, Content, Terms, and/or Privacy Policy must be filed within one (1) year after such claim or cause of action arose or be forever barred.
To the extent allowed by law, WE shall not be responsible or liable to you for any loss or damage of any SORT INCURRED as the result of the following:
– delaying, rejecting, or removing any or all Content at any time for any or no reason whatsoever with or without notice to you;
– modifying or discontinuing temporarily or permanently, the APP (or any part thereof) with or without notice to you for any or no reason WHATSOEVER.
– immediately terminating your access to the app for any or no reason whatsoever and with or without notice to you;
– the accuracy, usefulness, or availability of any information Posted to or through the APP; or
– any loss or damage of any sort incurred by you as a result of interactions you have with THIRD PARTIES found on or through the app.
In no event shall WE be liable to you for any incidental, indirect, punitive, statutory, exemplary, special, or consequential damages whatsoever (including damages for loss of profit, loss of goodwill, interruption, loss of business information or any other financial loss) in association with any claim, or any loss, damage, action, suit or other proceeding relating to or arising under or out of these Terms, even if we have been notified of the possibility of such damages, whether the action is founded upon contract, infringement of intellectual property rights, tort, negligence or other grounds. YOU AGREE NOT TO FILE ANY LAWSUIT OR PROCEEDING INCONSISTENT WITH THE FOREGOING LIABILITY LIMITATIONS.
13. JURISDICTIONAL RESTRICTION
Some jurisdictions may not permit certain liability limitations OR WAIVERS. If any court determines the law of such a jurisdiction applies, our liability shall be limited to the greatest extent permitted by law.
14. NOTICE FOR CALIFORNIA USERS
Under California Civil Code Section 1789.3, users of the App from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
15. NOTICE FOR NEW JERSEY USERS
The following sections shall not apply to users of the App from New Jersey: Warranty, Limitations on Liability and Jurisdictional Restrictions.
16. BINDING ARBITRATION AGREEMENT AND CLASS WAIVER DISCLOSURE
Agreement to Arbitration; Class Waiver: You and We agree, except as provided below regarding small claims court proceedings, any dispute, claim or controversy arising out of or relating in any way to the App and/or any Content, including, but not limited to, the App, Our content, Our products, Our services and user interfaces, Our Privacy Policy or Our privacy practices generally, as well as, these Terms, and this Arbitration Agreement, shall be determined by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. YOU AGREE THAT, BY AGREEING TO THESE TERMS, THE U.S. FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS AGREEMENT, AND THAT YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. This arbitration provision shall survive termination of these Terms.
Pre-Filing Mediation. In the event of a dispute, prior to initiating arbitration, the party asserting the claim must first send to the other, by certified mail or overnight courier, a written Notice of Claim (“Notice”). If you are the claimant, the Notice to Us must be addressed to: Hekma,1050 Northgate Dr., Suite 120, San Rafael, CA 94903. If We are the claimant, the Notice must be sent to the last known address We have on file for you in your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may pursue the claim in arbitration or file a claim in small claims court, if the claim is eligible for small claims disposition.
Settlement Offers: During the arbitration, the amount of any settlement offer made by you or Us shall not be disclosed to the arbitrator.
Initiating A Claim: The form required to initiate an arbitration can be printed or downloaded from www.adr.org. Alternatively, you may contact the arbitration administrator by calling 1-800-778-7879 or writing to the American Arbitration Association, 120 Broadway, New York, NY 10271.
Fees for Initiating Arbitration: If you are required to pay a filing fee to initiate arbitration, after We receive notice of the initiation of arbitration, We will promptly reimburse you for your payment of the filing fee at the address provided in the Notice, unless your claim is for greater than US$10,000. If your claim is for more than US$10,000, then reimbursement, if any, of the filing fee shall be decided by the applicable arbitration rules.
Applicable Rules; Administrator: The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the American Arbitration Association, 120 Broadway, New York, NY 10271. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this Arbitration Agreement.
Location of Hearing: Unless you and We agree otherwise, any arbitration hearings will take place in New York, New York. If your claim is for US$10,000 or less, We agree you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US$10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a written decision sufficient to explain the essential findings and conclusions on which the award is based.
Class Waiver: YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and We agree otherwise, the arbitrator may not consolidate the claims of more than one party, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable as applied to any claim asserted by you, then the entirety of the arbitration provision set forth herein shall be null and void.
Injunctive Relief Limitation: The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide the relief warranted by that party’s individual claim.
Small Claims Procedure Alternative: Notwithstanding the foregoing binding arbitration procedure, either party may bring an individual action in small claims court (provided the claim otherwise qualifies for such a program) as an alternative to proceeding with arbitration.
Opt-Out Provision:
You may elect to opt out (exclude yourself) from the final, binding arbitration procedure and the class action waiver specified in these Terms by doing the following. Within 15 days of your first accessing the App, you must send a letter to Us at: Hekma1050 Northgate Dr., Suite 120, San Rafael, CA 94903 that specifies (1) your name, (2) your IP address(es), (3) your mailing address, and (4) your request to be excluded from the final, binding arbitration procedure and class action waiver specified in these Terms. All other Terms shall continue to apply to you and your account, including the requirement to participate in pre-dispute mediation. You are not required to send the letter by certified mail or return receipt requested, but it is recommended that you do so. Your request to be excluded will only be effective and enforceable if you can prove the request was postmarked within the applicable 15-day deadline.
Arbitration Clauses Invalid/Inapplicable: If any court of competent jurisdiction finds these arbitration and/or class action waiver provisions invalid or inapplicable, you agree to the exclusive jurisdiction of the federal and state courts located in the Borough of Manhattan in the City of New York, New York, and the related appellate courts, in any related action or proceeding. You also agree to submit to the exercise of personal jurisdiction of such courts for the purposes of litigating any applicable claim or action.
17. ASSIGNMENT OF RIGHTS
You may not assign or transfer your rights in and to the App, without the prior written consent of Hekma. Hekma may assign its rights in and to the App to a third party at its sole and absolute discretion. Likewise, these Terms and the rights, benefits and obligations contained herein are fully assignable by Hekma and will be binding upon and inure to the benefit of Hekma’s successors and assigns.
18. ENTIRE AGREEMENT AND SEVERABILITY
These Terms constitute the entire agreement between you and Hekma and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Hekma, with respect to all matters relating to your access to, and/or use of, the App. A printed version of these Terms and Our Privacy Policy and of any notice given in electronic form shall be admissible in any and all judicial or administrative proceedings based upon or relating to these Terms and/or Our Privacy Policy to the same extent as other business documents and records originally generated and maintained in printed form. In the event of an inconsistency between these Terms and the synopsis of terms, if any, presented to users during software installation, these Terms shall prevail.
If any part of these Terms is determined to be invalid or unenforceable under applicable law, including the warranty disclaimers and liability limitations stated elsewhere herein, then the invalid or unenforceable provision(s) will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of these Terms shall continue in full effect.
Hekma’s failure to enforce any rights or provisions of these Terms shall not be deemed a waiver or relinquishment of such rights or provisions. Any waiver of any right or provision of these Terms must be in writing.
No party, nor any of the parties’ respective attorneys, shall be deemed the drafter of this agreement for purposes of interpreting any provision hereof in any judicial or other proceeding that may arise between the parties.
19. WAIVER.
Any failure by Us to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any right or provision of these Terms must be in writing.
20. HEADERS
The headings in these Terms are for convenience only and have no legal or contractual effect.
21. TERMS
“Include,” “Includes,” “Including,” “include,” “includes,” and “including” herein mean including without limitation.
22. NO LEGAL RELATIONSHIP
These Terms of Use and your use of the App, including the submission of Content in or onto the App, do not, and shall not be construed as creating any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship in any way and/or of any kind between the parties hereto. Your use of the App is intended for your personal enjoyment and benefit, and the provision of the App to you (subject to your compliance with these Terms and Our Privacy Policy) constitutes the sole and sufficient consideration that you are entitled to receive for any Content or other contributions you have made to Hekma and its products and services.
23. THIRD PARTY BENEFICIARY
Except as otherwise expressly provided in these Terms, there shall be no third party beneficiaries to this agreement. For the purpose of clarity, Hekma’s affiliates, parents, subsidiaries, trustees, directors, officers, shareholders, members, employees, advisors, representatives, subcontractors, consultants, attorneys, agents, suppliers, distributors, licensees and/or licensors or anyone acting on their behalf are intended to be and are considered a third-party beneficiary of these Terms and Our Privacy Policy.
24. CONTACT US
You may contact Us concerning any question about the App by sending email to hekma@hekma.ai. We will make our best efforts to address your inquiry promptly.
Last Updated: February 2022
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