Mastercard Site Chatbot Terms

These Mastercard Site Chatbot Terms (the “Chatbot Terms”) form part of Mastercard’s U.S. Terms of Use (the “Site Terms” and together with these Chatbot Terms, the “Terms”) and are hereby incorporated therein. If you access or use the chatbot service provided on the Mastercard Site (the “Chatbot Service”), these Chatbot Terms apply to such access or use. Mastercard may update these Chatbot Terms from time to time as provided in the Site Terms. Capitalized terms are as defined in context or otherwise as defined in the Site Terms. In the event of any conflict between these Chatbot Terms and any other terms applicable to your use of the Site, these Chatbot Terms will control to the extent of the conflict. If you are an entity, organization, or company, the individual accepting the Terms on your behalf represents and warrants that they have authority to bind you to the Terms and you agree to be bound by the Terms.

1. Use of Chatbot Service. Subject to your compliance with these Terms, you may access and use the Chatbot Service. In doing so, you must comply with all applicable laws and regulations, as well as any other documentation, guidelines, or policies that we post to the Site or otherwise make available to you. The Chatbot Service is a part of the Site, and any restrictions or obligations regarding your use of the Site are also applicable to your use of the Chatbot Service.
2. Restrictions. Without limiting any of your obligations under the Site Terms, you may not use the Chatbot Service as (or to provide) any investment, legal, medical or other professional advice, or for any harmful, abusive, or illegal activity, including without limitation:
   1. Using the Chatbot Service in a way that infringes, misappropriates or violates anyone’s rights.
   2. Using the Chatbot Service in a way that deceives or attempts to deceive any person.
   3. Modifying, copying, sublicensing, or distributing the Chatbot Service or otherwise making the Chatbot Service available to any third party.
   4. Reverse engineering, decompiling, or discovering the source code or underlying components of the Chatbot Service, or attempting or assisting anyone to do the same (in each case, except to the extent this restriction is prohibited by applicable law).
   5. Automatically or programmatically extracting any data of the Chatbot Service, including Output.
   6. Representing that Output was human-generated when it was not.
   7. Interfering with or disrupting the Chatbot Service in any way.
   8. Using the Chatbot Service or any Output to develop or train any AI model or any system or software that competes with Mastercard or its affiliates.
3. Chatbot Inputs and Outputs. Any output of the Chatbot Service (“Output”) is provided for informational purposes only. As between the parties, we retain all rights to Outputs, and nothing in these Chatbot Terms shall be construed as granting you any rights in or to Outputs. We may use any text, images, data, or other information submitted by you to the Chatbot Service (“Input”) to provide, develop, and improve our products and services, including to train the Chatbot Service and other artificial intelligence models. You hereby grant us a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, reproduce, modify, and create derivative works of your Input in order to exercise our rights under the Terms and to otherwise develop, improve, or commercialize our products, services, and technology. By submitting Inputs, you represent and warrant that you have all rights, have provided any necessary notices, and have obtained any necessary consents to submit such Inputs and for us to process such Inputs without any violation of applicable law, regulation, or third party rights.
4. Ownership. As between the parties, Mastercard and its affiliates reserve all rights, title, and interest, including intellectual property rights, in and to the Chatbot Service. Other than the rights to access and use the Chatbot Service expressly granted herein, these Chatbot Terms do not grant you any right, title, or interest in or to the Chatbot Service.
5. Limitations. You must evaluate whether Outputs are appropriate for any particular use case. You acknowledge that any statements, factual assertions or references in Outputs do not constitute any kind of investment, legal, or professional advice and should not be relied upon without independently checking their accuracy and consulting your applicable professional advisor, as they may be false, incomplete, misleading or not reflective of recent events or information. You further acknowledge that Outputs may contain content inconsistent with our views.
6. Accounts; Registration. You may be required to register for an account to access the Chatbot Service or certain features of the Chatbot Service. When you register for an account, you may be required to provide us with certain information about yourself. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create log-in credentials. You are solely responsible for maintaining the confidentiality of your account and log-in credentials, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at smbfeedback@createlabs.io.
7. Termination. We may terminate these Chatbot Terms at any time by providing notice to you. These Chatbot Terms will automatically terminate upon any breach or violation by you of the Chatbot Terms. Upon termination, the rights granted to you under these Chatbot Terms will automatically terminate. Sections 2, 7, 8, 9 and 11 survive any expiration or termination of the Chatbot Terms.
8. Modification and Suspension. We may immediately suspend your access to the Chatbot Service if: (a) you breach Section 2 (Restrictions) or Section 6 (Accounts; Registration); (b) your account is overdue; (c) changes to applicable law or regulations require that we suspend the Chatbot Service or otherwise may impose additional liability on us; or (d) in our sole discretion, your actions risk harm to any of our other customers or the security, availability, or integrity of our products or services. We will not be liable for any suspension, discontinuation, or modification of the Chatbot Service, to the maximum extent permissible under applicable law.
9. Third Party Services. The Chatbot Service may use or be used in connection with third-party content, platforms, or services (“Third Party Services”). We do not control, and do not accept responsibility for, any loss or damage that may arise from your use of any Third Party Services, which use is at your own risk and subject to any terms, conditions, or policies applicable to such Third Party Services.
10. Disclaimers; Limitation of Liability. Without limiting any disclaimer or limitation of liability in the Site Terms:
    1. THE CHATBOT SERVICE, OUTPUTS, AND ALL RELATED FEATURES OR MATERIALS ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE CHATBOT SERVICE AND ALL SUCH OUTPUTS AND MATERIALS, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND WE DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
    2. ANY USE OF THE CHATBOT SERVICE AND/OR OUTPUTS IS AT YOUR SOLE RISK AND YOU WILL NOT RELY ON OUTPUTS AS A SOURCE OF FACTUAL INFORMATION OR AS A SUBSTITUTE FOR PROFESSIONAL ADVICE. THE CHATBOT SERVICE AND ITS OUTPUTS DO NOT CONSTITUTE INVESTMENT, MEDICAL, LEGAL, OR ANY KIND OF PROFESSIONAL ADVICE, AND NO INFORMATION AVAILABLE THROUGH THE CHATBOT SERVICE WILL CREATE ANY WARRANTY REGARDING US, THE CHATBOT SERVICE, OR ANY OTHER PRODUCTS OR SERVICES PROVIDED BY US.
    3. YOU ACKNOWLEDGE AND AGREE THAT: (A) OUTPUT MAY NOT BE UNIQUE, NOVEL, EXCLUSIVE, OR OTHERWISE SPECIFIC TO YOU AND OTHER USERS OF THE SERVICES MAY RECEIVE SIMILAR OUTPUT VIA THE SERVICES; (B) THERE MAY BE ERRORS, INCONSISTENCIES, OR INACCURACIES IN OUTPUT FOR VARIOUS REASONS (INCLUDING THE QUALITY OR TYPE OF INPUTS AND THE INHERENT LIMITATIONS AND PROBABILISTIC NATURE OF MACHINE LEARNING TECHNOLOGY USED IN CONNECTION WITH THE CHATBOT SERVICE); AND (C) OUTPUT OR ANY PART THEREOF MAY (1) BE OWNED OR CONTROLLED BY A THIRD PARTY, OR (2) PROTECTED OR PROTECTABLE BY INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHTS. WE MAKE NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY OF THE FOREGOING ACKNOWLEDGMENTS AND WILL NOT BE LIABLE FOR ANY ERRORS, INCONSISTENCIES, OR INACCURACIES IN THE OUTPUT.
    4. WE DO NOT ENDORSE ANY SPECIFIC THIRD PARTY OR ANY THIRD PARTY PRODUCTS OR SERVICES, AND SHALL IN NO EVENT BE LIABLE FOR ANY DECISION MADE OR ACTION TAKEN BY ANY PARTY IN RELIANCE ON INFORMATION PROVIDED BY OR THROUGH THE CHATBOT SERVICE. ANY PRODUCTS, SERVICES, OR THIRD PARTIES IDENTIFIED BY THE CHATBOT SERVICE ARE FOR INFORMATIONAL PURPOSES ONLY.
    5. IN NO EVENT WILL MASTERCARD, ITS BUSINESS PARTNERS, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS (COLLECTIVELY, THE “MASTERCARD ENTITIES”), BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE CHATBOT SERVICE, THE OUTPUTS, OR THESE CHATBOT TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHER THEORY, EVEN IF ANY MASTERCARD ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, AND EVEN IF THE DAMAGES ARE FORESEEABLE.
    6. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE MASTERCARD ENTITIES’ TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION ARISING OUT OF OR IN ANY WAY RELATED TO THE CHATBOT SERVICE, THE OUTPUTS, OR THESE CHATBOT TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU HAVE PAID US FOR ACCESS TO AND USE OF THE CHATBOT SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (B) $100. THE FOREGOING LIMITATIONS ARE ESSENTIAL TO THESE TERMS, AND WE WOULD NOT OFFER THE SERVICES TO YOU UNDER THESE TERMS WITHOUT THESE LIMITATIONS.
    7. THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THIS SECTION 10 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
11. Indemnification. You agree to indemnify, defend, and hold the Mastercard Entities harmless from any and all liabilities, damages, claims, expenses, and other losses, including reasonable attorneys’ fees and expenses, related to or arising from (a) your breach or alleged breach of these Chatbot Terms; (b) your use of the Chatbot Service, including your provision of any Inputs or use of any Outputs; (c) your violation of any applicable law or third-party right; and (d) any actual or alleged fraud, intentional misconduct, or gross negligence by you or any person under your control.