Terms of Service

1. Introduction

1.1 Purpose of the Document

Welcome to Fairlyfi! This document outlines the terms and conditions (“Terms of Use”) under which you may utilise our services. By accessing or using the Fairlyfi platform, you are agreeing to be bound by these terms, which establishes a contractual relationship between you and Fairlyfi, Inc. If you do not agree to these terms, please refrain from using our services.

1.2 Acceptance of the Terms

By creating an account, accessing, or using our services, you acknowledge that you have read, understood, and agreed to be bound by these terms and any subsequent modifications to them. If you do not accept these terms, please do not access or use our services. Fairlyfi may revise these terms from time to time, and you understand that any use of our services after such revisions have been made signifies your acceptance of the revised terms.

2. Your Account

2.1 Account Creation and Security

To make full use of Fairlyfi’s features, you’ll need to create an account. When you set up your account, you agree to provide accurate and complete information about yourself. It’s essential to keep this information updated should any of it change.

Your security is of paramount importance. Always maintain the confidentiality of your account credentials and never share them with others. Any activities that occur under your account are your responsibility, and you should notify Fairlyfi immediately if you suspect any unauthorised access or use of your account.

2.2 Account Types

Fairlyfi offers different account types, including free versions and premium subscription-based versions. Each account type has its features and limitations. By selecting an account type, you agree to the functionalities and constraints associated with that account.

2.3 Termination and Suspension

Fairlyfi values its users, but for the platform’s security and integrity, we reserve the right to suspend or terminate your account if we suspect any malicious activities, violations of these terms, or any behaviour that might harm other users or the platform. These malicious activities, violations and harmful behaviour are defined by our “Acceptable Use Policy”. In the event of termination, you may lose access to all the data and content associated with your account.

2.4 Age Restrictions

Fairlyfi’s services are not intended for users under the age of 13. By creating an account, you affirm that you are at least 13 years old. For users between the ages of 13 and 18, it is assumed that you have parental or guardian consent to use the platform.

3. User Content

3.1 Your Content is Yours

When you upload, post, or share content on Fairlyfi, you retain all ownership rights to that content. Fairlyfi doesn’t claim any ownership over your content. Instead, by sharing it, you grant us a licence to use, display, and distribute it on our platform.

3.2 Licence to Your Content

By uploading or sharing content on Fairlyfi, you grant us a worldwide, non-exclusive, royalty-free licence (with the right to sublicense) to use, process, display, and distribute such content through any medium, whether now known or discovered in the future. This licence is solely for the purpose of operating, promoting, and improving Fairlyfi and to develop new services. The licence continues even if you stop using our platform.

3.3 Content Responsibility

You understand that you are solely responsible for the content you post. This means you assure that you have all the necessary rights to the content you share and that it doesn’t infringe or violate any third-party rights, including copyrights, trademarks, or privacy rights.

3.4 Content Review

While Fairlyfi isn’t obligated to review or monitor user content, we reserve the right to remove or modify user content for any reason, including content that we believe violates these terms or our policies.

3.5 Feedback

We value your feedback and suggestions about Fairlyfi. If you choose to provide feedback, you agree that we can use and share it without any compensation to you.

4. Discontinuation and Modification of Products

4.1 Right to Modify or Discontinue Services

Fairlyfi is constantly innovating and evolving its services. As a result, we may, at our sole discretion, make changes to any product or service offered by Fairlyfi. This can include adding new features, functionalities, or enhancements; reducing, discontinuing, or retiring certain features; or suspending or stopping a product altogether.

4.2 Prior Notification

While we endeavour to inform our users in advance about major changes or discontinuations, there are circumstances in which immediate action might be necessary. We may notify you of these changes via various channels – through emails, notifications within our products, or announcements on our official website.

4.3 User Responsibilities

It is your responsibility to stay informed by checking for such updates regularly. If a service is suspended or discontinued, you may be prevented from accessing the service, your account details, or any files or other content which is contained in your account.

4.4 Backup and Data Loss

Your data is important, and we recommend that you regularly save and backup your content externally. While Fairlyfi takes reasonable steps to prevent data loss, we cannot guarantee the integrity of your data in the event of unforeseen technical failures or discontinuations of a service. We will endeavour to inform users of any planned service changes that could affect data storage. If a data breach occurs, we will alert affected users promptly and provide assistance to mitigate the impact. Fairlyfi’s liability for data loss due to such circumstances will be limited as described in section 5.2 of the Limitation of Liability clause.

4.5 Refund Policy

If a service for which you have prepaid is terminated or undergoes changes that substantially reduce its functionality or features (hereafter referred to as “significant alteration”), you will be entitled to a prorated refund for the unused portion of the service.

A “significant alteration” is one that affects the core functionality or features of the service as described at the time of your purchase. Examples include, but are not limited to, the removal of key features, significant reduction in service hours, or changes that materially diminish the value of the service.

To determine the eligibility for and amount of any refund, the following process will apply:

Notification: Fairlyfi will notify you of any significant alterations to the service at the earliest opportunity.

Assessment: We will assess the impact of the alteration on your use of the service based on the features and functionality affected.

Calculation: The refund amount will be calculated on a pro-rata basis for the remaining period of your subscription that has been prepaid.

Dispute Resolution: If you disagree with our assessment, you may provide a written explanation of your perspective. Fairlyfi will review any such submissions fairly and in good faith, and you will receive a response within a reasonable timeframe.

4.6 Discretionary Decisions

Our decisions to modify or discontinue products arise from various factors, including user feedback, market trends, technical complexities, and regulatory environment. By agreeing to these terms, you understand that Fairlyfi retains the right to make such decisions to enhance our offerings and comply with our business strategies.

5. Limitation of Liability

5.1 Nature of the Service

Fairlyfi (“the Service”) is not a law firm, and the Service does not offer legal representation, advice, or the practice of law. The AI contract analysis provided by the Service is designed to serve as preliminary guidance and is not a substitute for professional legal advice. While we strive for accuracy, the Service does not guarantee the applicability or completeness of the analysis to your specific circumstances. Users should seek professional legal services for advice tailored to their particular needs.

5.2 Data Loss

Fairlyfi employs industry-standard measures to safeguard the data you entrust to us. However, we cannot ensure or warrant the absolute security of any information you transmit to the Service. We will not be liable for any loss of data that arises from unauthorised access to, or alteration, deletion, destruction, damage, or loss of your content or data, except to the extent caused by our gross negligence or willful misconduct. We encourage users to maintain their own backups of any critical data.

5.3 Cap on Liability

Fairlyfi values our users and understands the importance of the Service we provide. Therefore, we offer the following tiered approach to liability:

a) Standard Cap: The standard cap on our liability will be the amount you have paid for the Service in the last twelve months. This is intended to cover typical scenarios and minor inconveniences.

b) Enhanced Remedy: In the event of more substantial service failures directly attributable to Fairlyfi’s actions or negligence, which result in significant documented losses for you, we will engage in a fair review process. Upon validation of such a claim, our liability may extend beyond the standard cap to an amount adequate to cover the direct damages incurred, up to a maximum of twice the fees paid over the last twelve months or a fee agreed upon by both parties.

c) Minimum Recourse: Notwithstanding the aforementioned limits, in the event of any breach of our Terms of Service or negligence on our part, you will be entitled to a minimum compensation equivalent to the fees paid for the Service in the last three months, ensuring that you have a baseline remedy available.

d) Exceptions: Certain jurisdictions do not allow limitations of liability in certain cases, such as for gross negligence, willful misconduct, or intentional breach. In such cases, Fairlyfi’s liability will be limited to the greatest extent permitted by applicable law.

e) Claims Process: To claim under this liability cap, users must submit a detailed claim to Fairlyfi within a reasonable period, typically within 30 days of the incident.

5.4 Exclusion of Damages

Fairlyfi recognises the importance of balancing user protection with our own risk management. With this in mind, we have crafted the following exclusions to our liability:

a) Direct Damages: We do not exclude or limit liability for direct damages caused by our own gross negligence or willful misconduct. If such circumstances are proven by a preponderance of evidence, Fairlyfi commits to taking responsibility for the direct and reasonably foreseeable damages our users may incur.

b) Indirect Damages: While we do limit liability for indirect, incidental, punitive, special, or consequential damages, such as loss of profits, revenue, data, or goodwill, we acknowledge that certain jurisdictions may not permit such limitations. In these cases, our liability will be limited to the extent allowed by applicable law.

c) Third-Party Actions: We strive to protect our users from the conduct of third parties that may be harmful or damaging. However, as we cannot control third parties, our liability for actions of third parties is limited. We encourage users to inform us of any such misconduct, as we are committed to maintaining the integrity and safety of our platform.

d) Mitigation: Users are expected to take reasonable steps to mitigate their damages in any situation. Fairlyfi’s liability shall be reduced by any amount that the user reasonably could have mitigated.

e) Notification: To ensure a fair assessment of potential damages, users must notify Fairlyfi within a reasonable timeframe, typically no more than 30 days from the occurrence of the damage, to allow for a prompt resolution.

5.4 Force Majeure

Fairlyfi acknowledges that events beyond our control (commonly known as “force majeure events”) may occasionally disrupt our Service. While we cannot prevent these events, we are committed to the following principles in our response:

a) Communication: In the case of a force majeure event, we will promptly inform affected users of the situation, providing regular updates on our response efforts and expected service resumption.

b) Continuity Plans: We maintain contingency plans designed to restore the Service as quickly as possible following force majeure events. Our aim is to minimise disruption and maintain the integrity and continuity of our Service.

c) Support: We will offer support to users affected by force majeure events to the best of our ability, which may include extended service credits, alternative solutions, or assistance in transferring to backup services if available.

d) User Collaboration: We encourage users to contact us with any concerns or requirements during a force majeure event, as collaborative solutions may be possible and beneficial.

e) Limitation: While force majeure events may limit our ability to perform our obligations under these Terms of Service, we assure you that any suspension of service due to such events will be necessary and as brief as practicable. We do not waive any of our rights under these terms during force majeure events.

6. Resolving Disputes

6.1 Initial Dispute Resolution

At Fairlyfi, we believe that most disputes can be resolved without resorting to formal proceedings. Therefore, before filing any claim against Fairlyfi, you agree to attempt to resolve the dispute amicably. The first step would be to contact our dedicated team at support@fairlyfi.com. Similarly, should we have any concerns, we will reach out to you via email for an informal resolution. This process is designed to expedite resolutions and reduce unnecessary legal costs.

6.2 Notice of Formal Dispute

If the informal resolution doesn’t lead to a satisfactory outcome within 60 days of the initial contact, either party can proceed to the next step by sending a written Notice of Dispute (“Notice”). This Notice should be sent to legal@fairlyfi.com. The Notice should detail the nature of the dispute, the basis for the claim, and the specific relief sought, offering transparency to both parties about the issues at hand.

6.3 Judicial Forum

Any judicial proceedings related to these terms or our products must be initiated in the federal or state courts located within San Diego, California, unless the mandatory arbitration clause applies. Both you and Fairlyfi consent to the jurisdiction and venue of these courts. For users residing outside the United States, in countries where local laws stipulate a specific jurisdiction for consumer disputes, such provisions will supersede this clause.

6.4 Mandatory Arbitration

For United States residents, any dispute arising from or relating to the service provided by Fairlyfi shall be settled through final and binding arbitration, rather than in court. The arbitration will be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Both Fairlyfi and the user shall mutually agree upon an arbitrator from a list of qualified individuals provided by AAA. If an agreement cannot be reached, the arbitrator will be selected randomly from the list. The outcome of the arbitration will be conclusive and binding upon both parties, with limited rights of appeal as permitted by the Federal Arbitration Act. By using the service, you waive your right to a trial in court and agree to resolve any disputes by arbitration, unless you opt out in accordance with the terms provided or are seeking remedies in small claims court.

6.5 Arbitration Opt-Out

You have the right to opt-out of arbitration. To do so, you must email optout-arbitration@fairlyfi.com within 30 days of agreeing to these terms. If missed, this opportunity to opt-out won’t be available later, even if new versions of these terms are agreed upon.

6.6 Arbitration Process & Fees

The arbitration will be conducted in San Diego, California or any location mutually agreed upon. During the process, the amount of any settlement offers won’t be disclosed until after the arbitrator issues a formal decision. Fairlyfi will bear the arbitration fees for claims under a specified amount, and won’t seek attorney fees unless deemed that your claim is without merit.

6.7 Exemptions to Arbitration

Claims can be filed in a small claims court if they qualify. Additionally, both parties retain the right to seek injunctive relief in courts to address unauthorised use or infringement of intellectual property. If arbitration is found inapplicable, both parties consent to resolve disputes in the federal or state courts within San Diego, California.

6.8 Class Action Waiver

Fairlyfi encourages an individual approach to dispute resolution to provide a more personalised and efficient resolution process. Accordingly, you and Fairlyfi agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative action.

Notwithstanding the foregoing, nothing in this waiver will prevent you from joining together with other individuals to seek relief on a class-wide basis through a court of competent jurisdiction, should such court determine that the class action waiver is unenforceable. This waiver does not prevent any user’s ability to bring issues to the attention of federal, state, or local agencies.

This waiver is intended to be interpreted broadly to ensure the expedient and cost-effective resolution of disputes. However, we understand that there may be instances where the class action can be the most efficient legal route. In such exceptional circumstances, where the law dictates class actions as the necessary form of action, this waiver shall not apply.

6.9 Severability

If any part of this “Resolving Disputes” section is deemed unenforceable, the remaining portions will remain effective. Specific non-waivable claims may proceed in court but will be stayed until arbitration concludes for other claims.

7. Controlling Law

7.1 Governing Legislation

These terms and your use of our products are primarily governed by the laws of the state of California, without reference to its conflicts of laws principles. This ensures clarity and consistency in understanding and enforcing our agreement.

7.2 International Provisions

For our users located outside the United States, especially in jurisdictions with specific consumer protection laws, such as European Union member states, local laws might necessitate that agreements be subject to the jurisdictional laws of the consumer’s residence. In such cases, the governing laws of the user’s country of residence will take precedence over the state of California. This provision ensures that we are compliant with international regulations and that users’ rights are preserved as per their local legislation.

7.3 Relevance and Application

The laws of the state will not only determine how these terms are construed but also how any disputes arising out of or in connection with them will be resolved, except where international provisions apply.

8. Miscellaneous Legal Terms

8.1 Entire Agreement

This document encompasses the complete agreement between you and Fairlyfi, detailing your use of our products. It overrules and supersedes any preceding discussions, agreements, or representations — either oral or written.

8.2 Non-waiver

Should Fairlyfi decide not to exercise or enforce any right or provision of these terms at any particular time, this won’t be construed as a waiver of such right or provision. Our rights under these terms remain intact and are not affected by such inaction.

8.3 Severability

In the event any part of these terms is found to be invalid or unenforceable by a court of law, that specific clause will be deemed omitted, but the remaining terms will continue to be valid and effective. When necessary, a valid and enforceable term that closely resembles the original intent of the removed term will replace the omitted clause.

8.4 Assignment

Your rights and obligations under these terms cannot be transferred, assigned, or delegated without prior written consent from Fairlyfi. Any attempted assignment in violation of this clause will be null and void. However, Fairlyfi retains the right to assign its rights and obligations to any affiliate, subsidiary, or successor in interest.

8.5 Modifications to Terms

As we evolve, so might these terms. Changes could reflect alterations in the law, adjustments in our product offerings, or shifts in our strategic direction.

Significant Changes: For significant updates that might adversely affect your rights or use of our products, we commit to providing you a notice before the changes take effect. This notice will be sent to your registered email or displayed within our product interface, giving you at least 30 days to review and understand the changes.

Minor Changes: For updates that don’t critically affect your use or rights, such as renaming a feature or updating a contact email, we’ll document these changes on our website and provide a link to previous versions for transparency.

If you disagree with any updated terms, you’re encouraged to terminate your account before they become operational. If necessary and applicable, we’ll offer a prorated refund based on your prepaid amounts and the date of account cancellation. Continuation in using or accessing our products post these updates implies your acceptance of the revised terms.