Last updated: August 29, 2023

Welcome to Chatmunk, a language learning platform owned and operated by WAM Labs Inc., a company registered at 2810 N Church St, PMB 39370, Wilmington, Delaware 19802-4447, US (“we”, “us”, “our”).

These Terms of Use (“Terms”) govern your access and use of our app, website, mobile applications, add-ons, plug-ins, and any other products or services we provide (collectively, the “Services”). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

We may change these Terms from time to time at our sole discretion. We will notify you of any changes by posting the updated Terms on our website or app. Your continued use of the Services after any changes means that you accept the updated Terms.

License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your personal, non-commercial purposes. This includes our website, mobile applications, add-ons, and plug-ins. You may not use the Services for any other purposes without our prior written consent.

You may not:

• copy, modify, distribute, sell, lease, rent, or sublicense any part of the Services;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or algorithms of any part of the Services;
• interfere with or disrupt the operation or security of the Services or any network or system connected to them;
• violate any applicable laws, regulations, or third-party rights in connection with your access or use of the Services;
• use the Services in any manner that is harmful, abusive, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
• use the Services to transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or other forms of solicitation;
• use the Services to impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity;
• use the Services to collect or store any personally identifiable information of other users without their express permission;
• use the Services to infringe or violate our intellectual property rights or those of any third party; or
• use the Services in any way that is not in accordance with these Terms.

We reserve the right to terminate your license and access to the Services at any time, especially in cases where we find suspicious, fraudulent, abusive usage of the platform, without notice or liability. We also reserve the right to ban, cancel, or suspend any account due to such activities. Furthermore, we have the right to modify, suspend, or discontinue the Services at any time for any reason, without notice or liability.

Intellectual Property Rights

We own and retain all rights, title, and interest in and to the Services and all related content, software, technology, data, and materials, including but not limited to any logos, trademarks, service marks, trade names, domain names, designs, graphics, text, images, audio, video, and sounds (collectively, the “Chatmunk Content”). Nothing in these Terms grants you any rights or licenses to the Chatmunk Content, except as expressly provided herein. You acknowledge and agree that the Chatmunk Content is protected by applicable intellectual property laws and regulations.

You may not use the Chatmunk Content for any purpose other than as permitted by these Terms. You may not copy, reproduce, distribute, display, perform, transmit, modify, create derivative works from, or otherwise exploit any part of the Chatmunk Content without our prior written consent. You may not remove, alter, or obscure any copyright, trademark, or other proprietary notices that appear on or in the Chatmunk Content.

You grant us a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, and sublicensable license to use, copy, store, modify, distribute, display, perform, transmit, and create derivative works from any content that you submit, post, upload, or otherwise make available through the Services (“User Content”). You represent and warrant that you have all rights and permissions necessary to grant us such license and that your User Content does not infringe or violate any third-party rights. You are solely responsible for your User Content and assume all risks associated with it. We are not liable for any loss or damage arising from your User Content.

We do not claim ownership of your User Content. However, we may use your User Content for any purpose that is consistent with these Terms and our Privacy Policy, such as to provide, improve, and personalize the Services, to develop new products or services, to conduct research and analysis, to communicate with you, and to comply with legal obligations. We may also use your User Content to create aggregated or anonymized data that does not identify you or any other individual user.

We do not monitor, review, or endorse any User Content. However, we reserve the right to remove or modify any User Content that we deem to be in violation of these Terms, our policies, or any applicable laws, at our sole discretion and without notice. We also reserve the right to disclose any User Content as required by law or as necessary to protect our rights or the rights of others.

Privacy

We respect your privacy and are committed to protecting your personal information. Please refer to our Privacy Policy for more information on how we collect, use, share, and protect your personal information when you access or use the Services.

Disclaimer of Warranties

The Services are provided “as is” and “as available”, without any warranties of any kind, either express or implied. To the fullest extent permitted by law, we disclaim all warranties, including but not limited to:

• the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement;
• the warranty that the Services will meet your requirements, be uninterrupted, error-free, secure, or timely;
• the warranty that the results obtained from the use of the Services will be accurate, reliable, or effective;
• the warranty that any defects or errors in the Services will be corrected; and
• the warranty that the Services are free of viruses or other harmful components.

You acknowledge and agree that your access and use of the Services are at your own risk and discretion. You are solely responsible for any damage or loss that may result from your access or use of the Services or your reliance on any information or content provided by the Services.

Some jurisdictions do not allow the exclusion of certain warranties. Therefore, some of the above exclusions may not apply to you.

Limitation of Liability

To the fullest extent permitted by law, we and our affiliates, directors, officers, employees, agents, licensors, and partners will not be liable for any direct, indirect, incidental, consequential, special, exemplary, or punitive damages arising from or relating to your access or use of the Services, your inability to access or use the Services, any User Content, any Chatmunk Content, or any third-party content, products, or services accessed through the Services, whether based on warranty, contract, tort, or any other legal theory, and whether or not we have been advised of the possibility of such damages.

In no event will our total liability to you for all damages, losses, and causes of action arising from or relating to these Terms or your access or use of the Services exceed the amount paid by you for accessing or using the Services in the twelve months preceding the date of your claim or one hundred US dollars (USD 100), whichever is greater.

Some jurisdictions do not allow the limitation or exclusion of liability for certain damages. Therefore, some of the above limitations may not apply to you.

Indemnification

You agree to indemnify, defend, and hold harmless us and our affiliates, directors, officers, employees, agents, licensors, and partners from and against any and all claims, demands, actions, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from or relating to:

• your access or use of the Services;
• your User Content;
• your violation of these Terms;
• your violation of any third-party rights; or
• your violation of any applicable laws,

regardless of the form of action. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, at your expense. You agree to cooperate with our defense of such claim.

Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. Any dispute arising from or relating to these Terms or your access or use of the Services will be subject to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware. You waive any objection to such jurisdiction and venue.

You agree that any claim or cause of action arising from or relating to these Terms or your access or use of the Services must be brought within one year after such claim or cause of action arose; otherwise such claim or cause of action is permanently barred.

You agree that any dispute arising from or relating to these Terms or your access or use of the Services will be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes. You and we agree to waive any right to a jury trial or to participate in a class action. You and we agree that any arbitration will be conducted on an individual basis and not on a consolidated, class-wide, or representative basis. If any provision of this arbitration agreement is found to be unenforceable, then the entirety of this arbitration agreement will be null and void and the dispute will be resolved by a court of competent jurisdiction.

Notwithstanding the foregoing, you and we agree that either party may seek injunctive or other equitable relief in any court of competent jurisdiction for any actual or threatened breach of these Terms or any infringement or violation of any intellectual property rights or other rights.

Content Sourcing and Limitation of Liability for Content

Our Services, especially the language learning modules (LLMs), utilize content sourced from various providers. None of the content presented to users through these LLMs is part of Chatmunk or generated directly by Chatmunk . As such, we do not assume responsibility or liability for the accuracy, quality, or any other aspect of this externally sourced content. By accepting these Terms and Conditions, users acknowledge and agree that Chatmunk is not responsible for any issues, inaccuracies, or disputes arising from the content provided via the LLMs, and that the user waives any claims related to such content against Chatmunk. ReplyReply AllForwardEdit as new

General

These Terms constitute the entire agreement between you and us regarding your access and use of the Services, whether you’re accessing them via our website, mobile application, add-on, plug-in, or any other medium. These Terms supersede any prior agreements, understandings, or representations, whether written or oral, relating to the same subject matter.

Our failure or delay to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, then such provision will be modified to reflect the parties’ intention or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

You may not assign, transfer, or delegate any of your rights or obligations under these Terms without our prior written consent. We may assign, transfer, or delegate any of our rights or obligations under these Terms without your prior written consent.

These Terms do not create any partnership, joint venture, employment, or agency relationship between you and us. You acknowledge and agree that you are not our representative, agent, employee, or partner, and that you have no authority to bind us in any way.

We may communicate with you electronically regarding the Services, such as by sending you notices, updates, or other information. You consent to receive such communications from us electronically and agree that such communications satisfy any legal requirement that such communications be in writing.

Contact Us

If you have any questions, comments, or feedback about these Terms or the Services, please contact us at:

WAM Labs Inc.

2810 N Church St

PMB 39370

Wilmington, Delaware 19802-4447 US

Email: info@chatmunk.ai

We appreciate hearing from you.