Terms and Conditions of use of the platform “Fermat”
The provision of the services rendered by the platform called “Fermat” are offered and made available for the users by BATOU XYZ INCORPORATED and shall be regulated by the provisions of this Terms and Conditions that shall be accepted by the users that want to use “Fermat”.
All the people accessing the platform “Fermat” shall be considered as users and, as such, they shall read carefully this document which contains the Terms and Conditions that govern the use of “Fermat” and accept them prior to the rendering of the service. If the user does not accept this document, BATOU XYZ INCORPORATED shall not be able to provide its services, as prior to such provision, granting the consent is asked in order to be bound by obligations set forth by this Terms and Conditions, as such Terms and Conditions govern the use of the Platform “Fermat”, and the user cannot receive the services provided if the consent is not granted.
Likewise, we inform you that this document shall be modified at any time. BATOU XYZ INCORPORATED shall inform you about the modifications incorporated to the Terms and Conditions and, as the case may be, the process needed in order to accept them. However, we recommend you consult this document on a regular basis on our website in order to be sure that you know the most updated version.
Batou. Means BATOU XYZ INCORPORATED.
Platform. Means an internet environment in which Batou offers the software of a virtual canvas for creative sessions with artificial intelligence and the provision of which to the User constitutes the service provided by Batou and that is called “Fermat” and which is rendered to the User through the web https://fermat.ws .
T&C. Means the document with the terms and conditions that govern and regulate the relation between Batou and the User and the acceptance of which by the User is a condition in order to provide the service to such User by means of the Platform.
User. Means the natural or legal person that accesses to the service offered by Batou and to the Platform.
The objective of this T&C is setting the conditions that shall govern the relation between Batou and the User and according to which Batou shall make the Platform available to the Users, as well as setting the conditions by which the Users can use the Platform and its content, establishing the responsibilities that Users and Batou assume, the permitted use of the Platform and the rights that each of them are entitled to in the context of the Platform and its content.
OPERATION OF THE PLATFORM. WHAT IS FERMAT?
The Platform is a digital software and presented in the form of a whiteboard by which the Users can interact with systems of artificial intelligence to improve their personal and professional activity.
In this sense, the Platform can be used as a marketplace of content in which the User can create their own content and access to the content created by other users and by Batou itself. It is not necessary, in order to create content, having prior knowledge of programming or coding.
As a consequence, the User can create and access to the content:
- Of public use created by Batou.
- Of public use created by other users.
- Of private use created by other users.
The access to the content by this means shall be granted through the creation of a link that the User can share with other users with whom they want to share such content.
TYPES OF CONTENT ACCESSIBLE IN THE PLATFORM
The content is made available to the User through a digital space with the form of a whiteboard. The content can be any type of digital multimedia tools, hypermedia and programmable content such as: images, text, buttons that activate functions, link to websites, etc.
The User can decide to share the content that they have created publicly, or otherwise keep its use restricted to a close group of users, according to the provisions of the T&C.
FORMS OF SHARING CONTENT
The User can share all the content that they have created by means of the Platform. There are several ways to share the content, that the User can choose according to their needs:
1. Share publicly the content through the marketplace. The content shared publicly shall be accessible to all the users of the Platform, regardless if they are or not a part of the private group of the user that created the content. Other users of the Platform can use the content shared publicly to create new content based on the original one.
2. Share the content with a link. To do so, a link to the content shall be generated. Once shared with a third party, that does not need to be necessarily a user of Fermat, the link can be shared again by the original receiver. The creator User can decide whether they grant on the content the following access:
A. Reading. The creator User can create content that allows the rest of users and receivers of the link view in real time their creations and/or modifications.
B. Editing. The creator User can create content that allows the rest of the users and the receivers of the link view in real time their creations and/or modifications and, at the same time, create and/or modify such content.
C. Web. The creator User can create content that allows the rest of the users and receivers of the link view the content and interact with a personal version for the rest of users and receivers which will not create or modify the original content of the creator User.
Likewise, the creator User can decide whether grants on the content that they created the following permits:
A. Duplicate the content. The User who creates the content can decide whether the rest of the users and the receivers of the link can import copies of the content created to their own personal spaces.
B. Check the code. The creator User of the content can decide whether the rest of the users and receivers of the link can or not access to the programming code of the content they created.
3. Share the content in private. By means of this form of sharing content, the User can share the content with those Users that they shall deem appropriate inside the Platform, with restriction of the users that shall have access to such a content.
CONTENT OF BATOU
Batou grants to the Users a temporary, personal, non-exclusive, non-transferable and non-sublicensable license to use the Platform in the terms provided by the T&C, as well as all of the content created in the Platform by Batou. None of the rights of intellectual or industrial property owned by Batou are transferred to the Users as a consequence of the licence provided hereto or as a consequence of the provisions of the T&C.
This license does not entitle the User to copy, change or modify the content that has been created by Batou, or the source code or program object that is offered through the Platform, or to publish, diffuse, spread or otherwise make it available to third parties (with or without commercial purposes), decompile or apply reverse engineering on the Platform, eliminate, suppress, share, render, publicly communicate, distribute or in any way whatsoever exploit the intellectual and industrial property owned by Batou.
CONTENT CREATED BY THE USER
By providing any kind of information to a space and/or create any type of content within the Platform, the User grants Batou a temporary, non-exclusive, transferable, sub-licensable and free of charge license to use, storage, keep, reproduce, publicly communicate (in the event that the content has been publicly shared by the User in accordance with the section FORMS OF SHARING CONTENT of the T&C) and distribute the content created by the User, as well as to modify or transform the content created by the User (in case it is necessary to adapt the format), limited to the operative needs of Batou and with the purpose that Batou can render its services according to the provisions of the T&C, showing the content of the User to the User themselves and, according to the permits that the User granted, to other users of the Platform, all of it in accordance with the permits that the User granted on the content created regarding this T&C and adapted to the content of such permits.
Without prejudice of the previous provisions of the aforementioned license and granted for the provided purpose, there is no other transfer of the ownership of the right of intellectual or industrial property, which is consequently owned by the user in question, as creator of the specific content within the Platform.
Batou is a third party and outside the relations between users. Therefore, in the event that the User provides information, documents, images, designs, logos, trademarks or, in general, any content to another User’s space, the specific agreements set by such users shall be respected. Batou shall not be liable for the use that each User does of the content provided to spaces by Users to which they have been invited to share with an editing permit.
USER ACCOUNT IN THE PLATFORM
Likewise, the User can register for the use of the Platform using their Google account. In that event, the User is informed that Google has its own terms and conditions that the User shall have already accepted prior to the register within the Platform. The relation between the User and Google is outside the context of Batou and the Platform. Therefore, Batou has no liability regarding the use of the data provided to Google. The access to the account of the User of the Platform shall be managed with the platform Firebase, owned by Google.
The User of the Platform is the only liable of keeping their keys of access private and, as a consequence, they shall not communicate them to anyone. The communication of the private keys of access to third parties is prohibited. Likewise, the User is the only liable to assure that their account or any of its devices shall not be accessed.
The User shall inform Batou immediately when it comes to their knowledge of any theft of their keys of access or any unauthorised access to their User account.
The use of the account is personal an untransferable by the User. If it comes to the knowledge of Batou that the User has shared their keys of access to third parties and, consequently, the account is being used by several people, the right of cancelling such an account is reserved.
Batou provides its services regarding making the Platform available through the access to such a Platform. Currently, the access to the Platform is made available to the User
without the need of having a subscription. Therefore, once registered in the Platform according to the T&C, the User can make use of the Platform.
SUBSCRIPTION FEES AND CHANGES. FREEMIUM USE.
Currently, Batou makes the Platform available to the User on a free basis, so only the registration process in the Platform I needed in order to use it, in accordance with the T&C.
However, it is possible that, in the future, Batou creates modalities of use of the Platform that may require a subscription to the service and the payment of certain fees linked to such use of the Platform or its subscription. The modification in this sense, creating new models of subscription and establishing systems of payment of fees of the Platform shall be informed to the User in the same manner as any modification of the T&C.
If that would be the case, once created the subscription models and the subscription fees of each of them, the User can decide:
- Assuming a model of subscription in accordance to the fees associated that, as the case may be, are provided.
- Keep a model of free subscription, in the conditions that, if that would be the case, are set in the new T&C.
- Erase their account within the Platform, if they refuse to assume a model of subscription subject to the payment of the fees or adapt their model of subscription to the new conditions of the freemium subscription.
RESTRICTIONS AND PROHIBITED CONTENT
The User commits to make a use of the Platform that is adequate to the Law, the morality and the good customs and to not use it for any illegal, unfair, unlawful or fraudulent purpose or that in any way constitutes a defamation, harassment or infringement or provide the Platform with material that may be deemed pornographic or obscene or that in any way infringes intellectual or industrial property rights of third parties. Each User shall be personally liable for the use they make of the Platform and shall indemnify Batou for any liability that may arise against it, eventually, as a consequence of the inadequate use of the Platform by the User.
Likewise, it is prohibited to make use of tha Platform or provide any content to it or, in general, performing any act that may:
- Imply the Platform as a means to commit a crime.
- Imply any illegitimate, unlawful or illegal purpose.
- Imply an evasion of the law, or a circumvention of certain regulation or to infringe the right of intellectual or industrial property of third parties.
- Imply a diffusion or transmission of viruses, malware, malicious code, spam, trojan horses or fraudulent acts such as phishing or spamming or to scam other users or third parties.
- Imply scrapping, a bot introduction, web spiders, data mining, the use of informatic codes or programs, tools algorithms or processes to access, acquire, track copy or follow up on the Platform or any of the data, documents or information that it contains.
- Imply a threat or a risk to the safety of the Platform or its users or is aimed at achieving unauthorised access to the Platform or a part of its content.
- Induces to commit infractions or infringements or promote behaviours that are contrary to the law or that may arise civil or criminal liability.
- Is fraudulent, false, induces error or is misleading in any way whatsoever.
- Promotes discrimination against any person by reason of birth, race, sex, gender, region, opinion or any personal circumstance whatsoever that implies a persecution for such a reason.
- Duplicates, decompiles, implies an operation of reverse engineering or decodifies the Platform o is aimed to do so.
- Involves or may involve the failure, damage or prejudice or overload of the platform or an interference on its use by other users.
- Involves a use of the Platform that is in any way contrary to the T&C.
In the event that the User registers within the Platform, according to the T&C using a corporate email address, Batou shall have the right to insert the logo of the company in question in its website and in the rest of corporate material. The right mentioned in this paragraph shall be of application only to inform third parties of the fact that the company in question uses the Platform.
Likewise, such a company shall have the right to insert the logo of Batou in its own website, as well as in the rest of corporate material to the same purposes, informing third parties that it is using the Platform.
For the purposes of this section, it shall be deemed that a User is using of a corporate email address when the domain used in the aforementioned address is not generic or of one of the usually used by the general public in order to obtain an email address (such as Gmail, Yahoo, Hotmail or Outlook, among others).
The revisions of this section shall not be understood, in any case and under any circumstance, as a license, assignment, purchase or, in general, transfer of any kind of any of the intellectual or industrial property rights in favour of any of the parties involved.
CONTROL OF CONTENTS
For the purposes of the previous sections, the User commits to not create or use content, from any of the sources of the Platform, that involves an infringement of the provisions of the T&C. In this regard, Batou reserves the right to check and analyse all of the content created by the User, in order to check the fulfilment with the T&C and that no rights are being infringed.
Likewise, Batou reserves the right to erase or suppress any content that involves an infraction or infringement of the provisions of the T&C or that may be inadequate for the Platform. The User shall have no rights for indemnification or compensation in this case.
In the event that the User perceives the existence of any content that infringes the provisions of the T&C and, however, such infringement has not been identified by Batou, they shall inform Batou immediately so that it can proceed to its suppression. In this regard, Batou puts itself into disposition of all the Users to analyse and check all the content that may infringe the Laws or the T&C and commits to act adequately against inappropriate content.
LIMITATION OF WARRANTIES
The User accesses the Platform under their own responsibility and accepts that the services of Batou are rendered as is, according to the technical possibilities, and the content created by the Users is not controlled by Batou, as it is impossible control the creation of content by third parties or check the whole content created and permanently.
Batou does not warrant, not even implicitly, the provision of the service. Particularly, Batou does not warrant the correction or adequation of the service, or that it can be rendered in complete. As a consequence, Batou shall not be responsible for the damages caused or the losses suffered that may arise from the unavailability or the impossibility of rendering the services or the access to the content of the Platform, or for any claims arising from errors, omissions or impropriety of the service.
Batou works so that the Platform is accessible during twenty-four (24) hours a day during all the days of the year. However, Batou shall not be responsible for any interruptions that may occur or the damages that may be caused by the unavailability, maintenance and effective functioning of the website or its services and contents, the existence of viruses, malware or harmful programs or in the contents, the unlawful, negligent, fraudulent use or that is contrary to the T&C, or because of the lack of legality, quality, reliability, utility or availability of the services rendered by third parties and accessible to the users through the Platform.
INDEMNITY OF BATOU
The User commits to defend and keep Batou unscathed or, as the case may be, indemnify Batou as well as its subsidiaries, branches, companies of the group, administrators, managers, representatives, directors and workers for any liability that may be subject to arising from the access of the User (or any third party that has identified themselves with their keys of access) to the Platform and the use of the Platform, for the breach of the User of the provisions of the T&C or for the content provided by the User to the Platform.
The indemnification in favour of Batou shall include all of the damages and prejudices suffered (including the loss of profit), losses, expenses, debts, liabilities and fees paid by Batou (including the fees of lawyers, attorneys at law, solicitors or other equivalent law professionals with no limitation).
Likewise, regarding the links to share the content of the Users in the Platform in accordance with the section 3 of the T&C, the User knows and assumes that the links are not protected by password and, therefore, any person that has access to the link can access the content, since Batou does not control or have the possibility to control the use of the links or how they are shared. In this regard, the User shall be responsible for the appropriate use of the links and for not accessing the links without permission of its creator. In the same way, the User assumes the responsibility of sharing the link only with third parties of their trust and exempt Batou in the event of unauthorised access by third parties or that may have the link because it is shared without authorisation or as a result of a negligent use of the link, waiving any claims or actions that may correspond against Batou in this regard.
The lack of exercise of any of the actions or remedies to enforce any of the provisions of the T&C shall not imply a waiver of any of the right to which Batou is entitled or that such actions cannot be exercised in the future.
The nullity, voidance, invalidity, unenforceability, illegality of any disposition of the T&C shall not affect or prejudice the enforcement of the rest of the document. Batou shall establish a provision valid, legal, enforceable that replaces the original one in terms as close to the original as possible.
JURISDICTION AND APPLICABLE LAW
The T&C have a civil nature and shall be interpreted in its own terms. In the lack of provision by the T&C, it shall be a subsidiary application of the Law of the United States of America, particularly the law of application in the estate of Delaware.
Batou and the User agree to submit the resolution of any discrepancy or controversy that may arise with occasion of the interpretation or the fulfilment or compliance of the T&C to the courts and tribunals of the city of Dover, Delaware, expressly waiving any other jurisdiction that may be of application.
This T&C has been drafted in English. The T&C available, as the case may be, in other languages are a translation of the English version and only for information purposes. In the event of discrepancy between versions, it shall prevail over the provisions of the English version.