Terms of Use

Last updated: March 28, 2025

TERMS OF USE FOR KRISP

Acceptance of the Terms of Use

These terms of use are entered into by and between you (“Customer”) and Krisp Technologies, Inc., a Delaware corporation (“Company”, “we”, “us” or “our”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use” or “Terms”), govern your access to and use of (a) the Krisp AI meeting assistant products and services specified in applicable order forms and as made available to individual Customers and Authorized Users (as defined below) from time to time (“Krisp”); (b) the Krisp website, www.krisp.ai, all subdomains thereof, and social media accounts and pages we operate (collectively, the “Site”), whether you are a guest or an Authorized User; and (c) any other web resources controlled by us. References herein to “Krisp” shall also mean and include the Site, as the context requires. If the individual accepting these Terms is accepting on behalf of a company or other legal entity, such individual represents that they have the authority to bind such entity and its affiliates to these Terms, in which case the term “Customer” shall refer to such entity and its affiliates. If the individual accepting this agreement does not have such authority, or does not agree with these Terms, such individual must not accept these Terms and may not use Krisp or access the Site. All references to “you” and “your” in these Terms mean the person accepting these Terms as an individual. References herein to “you” and “your” shall also mean the entity or organization for which the representative is acting and its internal users who access or use Krisp under your subscription and with whom you have an employment, contractor, or agency relationship or otherwise provided access to your subscription (collectively, “Authorized Users”). Please note that these Terms do not govern the use of the Krisp for Enterprises product. If you are a user of the Krisp for Enterprises product, the description of which is available here, then your access to and use of Krisp and/or the Site is subject to our Master Subscription Agreement or other written contract as may be separately agreed to and signed by you and us (“MSA”). If you are using Free Services (as defined below) or are subscribed to Krisp’s paid services that are not on Business tier (“Pro Services”), the applicable provisions of these Terms shall govern those Free Services and/or Pro Services.

PLEASE READ THE TERMS OF USE CAREFULLY BEFORE YOU START TO DOWNLOAD, INSTALL, REGISTER WITH, USE, OR ACCESS KRISP. BY DOWNLOADING, INSTALLING, REGISTERING WITH, USING, OR ACCESSING KRISP, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS OF USE AND OUR PRIVACY POLICY FOR AI MEETING ASSISTANT, INCORPORATED HEREIN BY REFERENCE; (B) REPRESENT THAT YOU ARE OF LEGAL AGE AND CAPACITY TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY IT. IF YOU DO NOT AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, YOU MUST NOT ACCESS OR USE KRISP OR THE SITE. REFERENCES HEREIN TO “USE” OR “ACCESS” SHALL INCLUDE DOWNLOADING, INSTALLING, REGISTERING WITH, USING, AND/OR ACCESSING KRISP, INCLUDING USING THE CONTENT, FEATURES, FUNCTIONALITY, AND/OR SERVICES OF KRISP.

IMPORTANT: PLEASE REVIEW THE MUTUAL ARBITRATION AGREEMENT SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH KRISP ON AN INDIVIDUAL BASIS (WAIVING YOUR RIGHT TO A CLASS ACTION) THROUGH FINAL AND BINDING ARBITRATION. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS MUTUAL ARBITRATION AGREEMENT AND HAVE TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

THESE TERMS OF USE ALSO CONTAIN RELEASES, LIMITATIONS OF LIABILITY, AND PROVISIONS ON INDEMNITY AND ASSUMPTION OF RISK, ALL OF WHICH MAY LIMIT YOUR LEGAL RIGHTS AND REMEDIES. PLEASE REVIEW THEM CAREFULLY.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction and Binding Arbitration/Class Action Waiver will not apply to any disputes for which the parties have actual notice prior to the date the change is posted on our Site at www.krisp.ai.

Your continued use of Krisp following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you. We will make commercially reasonable efforts to notify Customers via email of any material or significant changes that may affect your access or use of Krisp and/or the Site.

License Grant

Subject to these terms for the applicable term of your subscription, the Company grants you a limited, non-exclusive, non-sublicensable, and non-transferable license to: (a) download, install, register with, use, and access Krisp and/or the Site for your personal use or internal business use on a computer owned or otherwise controlled by you (“Device”) strictly in accordance with these Terms and Krisp’s documentation; and (b) access, download, and use on such Device the services made available in or otherwise accessible through Krisp, strictly in accordance with these Terms. Krisp is delivered electronically and you may extend said license to your Authorized Users, and you are authorized to provide single-user copies of Krisp to each Authorized User in accordance with the Terms. You represent and warrant that your Authorized Users acknowledge and accept these Terms, and you are responsible for the activities of your Authorized Users and their compliance with these Terms. Krisp assumes no responsibility or liability for violations of these Terms by your Authorized Users.

If you are a direct competitor, and you access or use Krisp for purposes of competitive benchmarking, analysis, or intelligence gathering, you waive as against Company, its subsidiaries, and its affiliated companies (including prospectively) any competitive use, access, and benchmarking test restrictions in the terms governing your software to the extent your terms of use are, or purport to be, more restrictive than our terms. If this section applies and you do not waive any such purported restrictions in the terms governing your software, you are not allowed to access or use Krisp, and will not do so.

License Restrictions

You shall not: (a) copy Krisp, except as expressly permitted by this license; (b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of Krisp; (c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of Krisp or any part thereof; (d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from Krisp, including any copy thereof; (e) copy, rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available Krisp, or any content, features, or functionality of Krisp, to any third party for any reason, including by making Krisp available on a network where it is capable of being accessed by more than one device at any time, except as expressly authorized hereunder; (f) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting Krisp; (g) bypass any measures Company may use to prevent or restrict access to Krisp (or other accounts, computer systems or networks connected to Krisp); or (h) use Krisp in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments. You are responsible for all of your activity in connection with Krisp including but not limited to uploading Your Content (as defined below) to Krisp. You (i) shall use Krisp in compliance with all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of Krisp (including those related to data privacy, international communications, export laws and the transmission of technical or personal data laws which, for clarity, includes laws governing the monitoring or recording of conversations (“Recording Laws”)), (ii) shall not use the input, upload, transmit or otherwise provide any information or materials, including Your Input, that contain, transmit, or activate any harmful code, and (c) shall not use Krisp in a manner that violates any third party intellectual property, contractual or other proprietary rights.

Reservation of Rights

You acknowledge and agree that Krisp is provided under license, and not sold, to you. You do not acquire any ownership interest in Krisp under these Terms, or any other rights thereto other than to use Krisp in accordance with the license granted, and subject to all terms, conditions, and restrictions, under these Terms. Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to Krisp, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms.

Collection and Use of Your Information

You acknowledge that when you download, install, register with, use, or access Krisp, we may use automatic means (including, for example, cookies and web beacons) to collect information about your Device and about your use of Krisp. You also may be required to provide certain information about yourself as a condition to downloading, installing, registering with, using or accessing Krisp or certain of its content, features, or functionality, and Krisp may provide you with opportunities to share information about yourself with others. You acknowledge and accept that Krisp has certain content, features, functionality, or services that are based on artificial intelligence, digital signal processing, and machine learning systems, which may also be collecting information on your use of and access to Krisp. All information we collect through or in connection with Krisp and the Site is subject to our Privacy Policy, available here and incorporated herein by reference. By downloading, installing, registering with, using, accessing and providing information to or through Krisp and the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. Company shall use commercially reasonable efforts to maintain the security and integrity of Krisp and Your Content. Company is not responsible to you for unauthorized access to Your Content or the unauthorized use of Krisp unless such access is due to Company’s gross negligence or willful misconduct.

Updates

We may from time to time in our sole discretion develop and provide application updates for Krisp or otherwise make changes to all or parts of Krisp and/or the Site, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain content, features, and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular content, features, or functionality. You also agree that we don’t guarantee that we will support the version of the system for which you licensed Krisp. Updates may not be compatible with software or services provided by third parties. Based on your Device settings, when your Device is connected to the internet either: (a) Krisp will automatically download and install all available Updates; or (b) you may receive notice of or be prompted to download and install available Updates.

We may or may not backup any or all content, features, functionalities, services, or aspects of Krisp, including your settings; however, we take no responsibility for any such material that is lost, damaged, or deleted, and you hereby acknowledge and agree that we are in no way liable for any damage that this action or omission may cause you.

Further, we reserve the right to in any way modify the content, features, functionality, status, settings, condition, and/or other features of Krisp for a user at any time, for any period, in our sole discretion, with or without reason or cause, and without notice.

You shall promptly download and install all Updates and acknowledge and agree that Krisp or portions thereof may not properly operate or may not operate at all should you fail to do so. You further agree that all Updates will be deemed part of Krisp and be subject to all terms and conditions of these Terms and you acknowledge and agree that you have read and accepted any updated terms and conditions that may accompany such Updates. Failure to comply with this Section may result in termination of your license to use Krisp and/or the Site.

From time to time, we may decide to discontinue support for certain older versions of Krisp. We will provide you with reasonable notice before such discontinuation takes effect, and we encourage you to update to the latest version of Krisp. In the event of version deprecation, we may stop providing maintenance, Updates, and technical support for the deprecated version, and we will not be responsible for any issues that may arise from your continued use of such deprecated version. By continuing to use the deprecated version after the notice period, you acknowledge and accept the risks associated with the use of an unsupported version of Krisp.

Integrating with Third Parties

Use and access of Krisp may involve use and access of third party platforms, software, applications, or other tools (“Third Party Integrations”). In order to provide you with Krisp, we may integrate with such third parties, including transmitting and receiving information (i) as authorized or instructed by you, and/or (ii) in accordance with these Terms, including our Privacy Policy. Customer acknowledges and agrees that (i) Krisp may operate on, with or using Third Party Integrations, (ii) the availability and operation of Krisp or certain portions thereof may be dependent on Company’s ability to access such Third Party Integrations, and (iii) where applicable, Customer’s failure to provide adequate access or any retraction of permissions relating to such Third Party Integrations may result in a suspension or interruption of Krisp. Customer hereby represents and warrants that it has all rights, licenses, permissions and consents necessary to connect, use and access any Third Party Integrations that it integrates with Krisp, and Customer shall indemnify, defend and hold harmless Company for all claims, damages and liabilities arising out of Customer’s use of any such Third Party Integrations in connection with or through Krisp. Company cannot and does not guarantee that Krisp shall incorporate (or continue to incorporate) any particular Third Party Integrations and does not make any representations or warranties with respect to Third Party Integrations. Customer may be responsible for procuring any necessary rights for it to access Third Party Integrations (including any of Your Content or other information relating thereto) and for complying with any applicable terms or conditions thereof, in which case any exchange of data or other interaction between Customer and a third-party provider is solely between Customer and such third party provider is governed by such third party’s terms and conditions. By authorizing Company to transmit Your Content from such Third Party Integrations into Krisp, Customer represents and warrants to Company that it has all right, power, and authority to provide such authorization. Customer acknowledges and agree that the use of Third-Party Integrations through Krisp may involve data transfers subject to third-party terms, including those relating to data privacy and security practices. Customers are strongly advised to review and comply with the privacy policies, data handling, and transfer provisions of any third-party providers integrated with Krisp. Krisp explicitly disclaims any liability arising from the practices, policies, or compliance obligations of Third-Party Integrations.

Accessing Krisp and Account Security

To access Krisp and/or some of its content, features, functionality, and/or services, you may be required to register a user account (“Account”), where you may be required to share certain personal information. It is a condition of your use of Krisp that all the information you provide is correct, current, and complete. You agree that all information you provide to register with Krisp or otherwise, including but not limited to through the use of any content, features, functionality, or services on Krisp, is governed by our Terms of Use, including the Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Terms of Use, including the Privacy Policy.

If you choose, or are provided with, a username, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You agree not to provide any other person with access to Krisp or portions of it using your username, password or other security information, except as authorized by these Terms of Use. You acknowledge and agree that all activities conducted by your Authorized Users in the Account constitute activities conducted by you. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your Account from a public or shared device so that others are not able to view or record your password or other information.

We have the right to disable any username, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

You acknowledge and accept that certain content, features, functionality, and/or services of Krisp may be unavailable to you unless you register an Account. You further acknowledge and accept that certain content, features, functionality, and/or services of Krisp may be available subject to payment by you.

We reserve the right to withdraw or change Krisp, and any content, features, functionality, and services we provide on Krisp, in our sole discretion, with or without reason or cause, and without notice. We will not be liable if for any reason all or any part of Krisp is unavailable at any time, for any period, or at all. Further, we also reserve the right to suspend, restrict, or otherwise limit users’ access to or use of Krisp at any time, for any period, or at all, in our sole discretion, with or without reason or cause, and without notice. From time to time, we may restrict access to some or all parts of Krisp to you.

You are responsible and liable for all uses of Krisp resulting from access provided by you, directly or indirectly, whether such access or use is permitted by or in violation of these Terms. Without limiting the generality of the foregoing, Customer is responsible for all acts and omissions of Authorized Users, and any act or omission by an Authorized User that would constitute a breach of these Terms will be deemed a breach of this Agreement by the Customer. Customer shall use reasonable efforts to make all Authorized Users aware of this Agreement’s provisions as applicable to such Authorized User’s use of Krisp and shall cause Authorized Users to comply with such provisions.

Krisp may be made available to you as a free plan subscription (“Free Services”) with certain limitations of features and/or functionalities. Free Services are provided to you without charge up to certain limits as described in our documentation. Usage over these limits may require you to purchase additional resources or services. You agree that we, in our sole discretion and for any or no reason, may terminate your access to the Free Services or any part thereof. You agree that any termination of your access to the Free Services may be without prior notice, and you agree that we will not be liable to you or any third party for such termination. You are solely responsible for exporting Your Content from the Free Services prior to termination of your access to the Free Services for any reason, provided that if we terminate your account, except as required by law, we will provide you a reasonable opportunity to retrieve Your Content. NOTWITHSTANDING THE “REPRESENTATIONS, WARRANTIES, EXCLUSIVE REMEDIES AND DISCLAIMERS” SECTION AND “COMPANY INDEMNIFICATION” SECTION BELOW, FREE SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY AND COMPANY SHALL HAVE NO INDEMNIFICATION OBLIGATIONS NOR LIABILITY OF ANY TYPE WITH RESPECT TO FREE SERVICES UNLESS SUCH EXCLUSION OF LIABILITY IS NOT ENFORCEABLE UNDER APPLICABLE LAW IN WHICH CASE COMPANY’S LIABILITY WITH RESPECT TO THE FREE SERVICES SHALL NOT EXCEED FIFTY US DOLLARS ($50). WITHOUT LIMITING THE FOREGOING, COMPANY AND ITS AFFILIATES AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF FREE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF FREE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) DATA PROVIDED THROUGH FREE SERVICES WILL BE ACCURATE. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE “LIMITATION OF LIABILITY” SECTION BELOW, YOU SHALL BE FULLY LIABLE UNDER THESE TERMS TO COMPANY AND ITS AFFILIATES FOR ANY DAMAGES ARISING OUT OF YOUR USE OF FREE SERVICES, ANY BREACH BY YOU OF THIS AGREEMENT AND ANY OF YOUR INDEMNIFICATION OBLIGATIONS HEREUNDER.

Confidentiality

Use. If the parties disclose Confidential Information to each other, the recipient will only use the disclosing party’s Confidential Information to exercise its rights and fulfill its obligations under these Terms. The recipient will use at least reasonable care to protect Confidential Information. For the purposes of these Terms, “Confidential Information” means information exchanged by the parties that would reasonably be understood to be confidential given the nature of the information and manner of disclosure, including business, product, technology, and marketing information, purchase orders, non-public payment terms, Your Content. Confidential Information does not include information that (i) is or becomes publicly known through lawful means; (ii) was known to the recipient prior to disclosure without confidentiality obligations; (iii) is received from a third party without breach of confidentiality obligations; or (iv) was independently developed by the recipient without use of or access to any Confidential Information.

Non-use and Non-disclosure. The recipient shall not use any Confidential Information of the disclosing party for any purpose except as necessary to perform their duties under these Terms. The recipient will not disclose Confidential Information to anyone except to its affiliates, employees, agents, or contractors who need to know it and who are bound by confidentiality obligations at least as protective of Confidential Information as those described in this section. The recipient will be responsible for those parties’ breach of this section. A breach of this section may cause irreparable harm and entitle the disclosing party to injunctive relief.

Compelled Disclosure. If recipient becomes legally compelled to disclose any Confidential Information, other than pursuant to a confidentiality agreement, recipient will provide disclosing party prompt written notice, if legally permissible, and will use its best efforts to assist disclosing party in seeking a protective order or another appropriate remedy. If disclosing party waives recipient’s compliance with this Agreement or fails to obtain a protective order or other appropriate remedy, recipient will furnish only that portion of the Confidential Information that is legally required to be disclosed; provided that any Confidential Information so disclosed shall maintain its confidentiality protection for all purposes other than such legally compelled disclosure.

Intellectual Property Rights

Krisp, the Site, and its and their entire contents, features, functionality, and services (including but not limited to any and all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof, user accounts, Accounts, titles, computer code, themes, objects, avatars, avatar names, stories, dialogue, catch phrases, locations, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, any related documentation, “applets” incorporated into Krisp and/or the Site, and the client and server software, are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

Except as otherwise provided herein, you agree that you have no rights or title in or to any content that appears in Krisp and/or the Site, including any virtual goods or currency appearing or originating in Krisp and any other attributes associated with your access and use of Krisp or stored on Krisp’s server. As provided above, all such content, features, and functionality shall be owned by the Company, its licensors, or other providers of such material.

To the extent you send or transmit any communications, comments, questions, or suggestions, or related materials to Krisp, whether by letter, e-mail, telephone, or otherwise, whether originating from you or Authorized User, suggesting or recommending changes to Krisp including, without limitation, new features or functionality relating thereto (“Feedback”), you hereby fully and exclusively assign to Company and its affiliates any such Feedback upon creation. For any rights to such Feedback that cannot be assigned, you hereby grant Company and its affiliates a perpetual, irrevocable, non-exclusive, royalty-free, fully-paid-up, fully-transferable, worldwide license (with rights to sublicense through multiple tiers of sublicensing) under your and your licensors’ intellectual property rights to reproduce, prepare derivative works of, distribute, perform, display, and otherwise fully use, practice and exploit such Feedback for developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You agree and understand that Company is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.

You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on Krisp, except as follows: (i) your Device may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials; (ii) you may store files that are automatically cached by your Device for display enhancement purposes. For the avoidance of doubt, the limitations in this paragraph do not pertain to Your Content (as defined below).

You must not: (i) modify copies of any materials from Krisp; (ii) use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of Krisp in breach of the Terms of Use, your right to use Krisp may be ceased immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to Krisp or any content on Krisp is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of Krisp not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

Trademarks

The Company name, the names and application icons of Krisp, the Company and Krisp logo and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use any of the foregoing without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on Krisp are the trademarks of their respective owners.

Your Content

You may provide, upload, originate or otherwise transmit information, data, or other materials, in any form or medium (collectively, “Your Input”) in accessing or using Krisp, and Company may provide, create, or make available to you, in its sole discretion or as part of Krisp, certain derivatives, transcripts, meeting summaries, or other output generated by Company’s proprietary artificial intelligence models or Third-Party Models (collectively, “AI Output(s)”), resulting from Your Input (AI Output together with Your Input is hereinafter referred to as “Your Content”). As between you and us, you retain all ownership rights in Your Content; provided, however, that none of Your Content provided, created, or made available by Company results in any conveyance, assignment, or other transfer of Company’s proprietary rights contained or embodied in Krisp, or other technology used to provide, create, or make available any of Your Content in any way and Company retains all proprietary rights therein. You further acknowledge that any of Your Content provided, created, or made available to you by Krisp is for your use solely in connection with use of Krisp and/or the Site, and that you are solely responsible for Your Content. You or any Authorized User are strongly advised to independently verify and validate AI Outputs, especially in scenarios involving important business decisions, legal compliance, financial matters, or safety-critical applications. You accept full responsibility for any reliance on the accuracy, completeness, or usefulness of AI Outputs. You agree that Company will not be liable for any loss or damages arising from or related to AI Outputs and shall defend, indemnify and hold harmless Company with respect to any claims, damages or liability related thereto. Notwithstanding anything to the contrary, the warranties and indemnities provided by Company in this Agreement do not apply with respect to AI Outputs.

Permitted Use of Your Content. Company may import, access, store, transmit, preserve, extract, modify, reproduce, share, display, copy, transcribe, create derivative works, and process Your Content: (i) in accordance with these Terms and as required to perform our obligations under these Terms, including our Privacy Policy; (ii) as authorized or instructed by you; or (iii) as permitted or required by law.

Customer License Grant. You agree to grant and hereby grant Company a perpetual, worldwide, non-exclusive, royalty-free, sublicensable, and transferable license and all other rights required or necessary to use Your Content as described in the paragraph above to perform all acts with respect to Your Content as may be necessary for Company to provide its services to you. With respect to Your Content which is in aggregate, de-identified form and cannot in any way be linked specifically to Customer or an Authorized User (“Aggregated De-Identified Data”), you expressly grant Company permission to use and modify (but not disclose) Your Content for the purposes of generating Aggregated De-Identified Data for use (a) to the extent permitted herein; or (b) freely use, retain and make available Aggregated De-Identified Data for Company solely for Company’s internal business purposes of improving, testing, and operating Company’s products and services, including for development, diagnostic and corrective purposes to optimize and maintain performance of Krisp. We may also ask for your explicit consent, which you can revoke at any time, to publish, import, access, use, store, transmit, review, disclose, preserve, extract, modify, reproduce, share, display, copy, distribute, translate, transcribe, create derivative works, and process Your Content for the purpose of product and service development, analytics, quality assurance, machine learning, artificial intelligence, training, testing, improvement of Krisp, or Company’s other products, services, and software, or any combination thereof. Notwithstanding the foregoing, and to the extent permissible under applicable laws, with respect to Your Content related to or arising out of Free Services, you expressly grant Company permission to use Your Content to train Company’s and Third Party Models for the sole purpose of improving Krisp.

Our Obligations Over Your Content. Company will maintain reasonable and appropriate physical and technical safeguards to prevent unauthorized disclosure of or access to Your Content. Company will notify you if it becomes aware of an unauthorized disclosure or unauthorized access to Your Content. We do not monitor, or sell Your Content for any purpose. We do not control how Your Content is processed. Only if you opt to get summaries of your meeting transcripts will we share your meeting transcripts with an authorized third-party service provider in order to provide AI-generated meeting summaries to you, in which case your use of Krisp will also be subject to such third-party terms. The list of our current authorized third party service providers under these Terms is available here. Company will ensure that any sharing of Your Content with an authorized third party service provider will be in compliance with applicable laws. Company has no other obligations with respect to Your Content.

Your Responsibilities, Acknowledgement, and Consents. You agree that you are solely responsible for Your Content sent, uploaded, displayed, or transmitted in the use of Krisp, including its accuracy, and for compliance with all laws pertaining to Your Content. Company may provide features that allow you to transcribe and/or record individual conversations. You, not Company, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Your Content including, without limitation, your compliance with all applicable Recording Laws. You represent and warrant that you have all rights and/or consents necessary to provide Your Content to Company as contemplated hereunder, in each case without any infringement, violation or misappropriation of any third party rights (including, without limitation, intellectual property rights and rights of privacy). Based on your instructions, we may send meeting recap emails to meeting participants after each meeting session and you will have the option to disable such functionality from your Account settings at any time. Under no circumstances will Company be liable in any way for (i) Your Content that is transmitted or viewed while using Krisp, (ii) errors or omissions in Your Content, or (iii) any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to Your Content. Company may delete any of Your Content, at any time without notice to you, if Krisp becomes aware that it violates any provision of these Terms or any applicable law.

Access to Your Content. Krisp may permit you to share some of Your Content with other users of Krisp, or share Your Content outside of Krisp, or even make some of Your Content public for anyone to view. You acknowledge and agree that, although Company may provide certain features intended to allow you to restrict access to some of Your Content you create from others, you and not Company, are ultimately responsible for making Your Content secure and accessible to your intended audience. Company cannot guarantee that such part of Your Content will never be accessible by others. To the fullest extent permitted by law, Company is not responsible for the use of any of Your Content by users or non-users of Krisp or any third parties.

Representations and Warranties over Your Content. Company assumes no liability for Your Content and it is your sole responsibility for any consequences arising from sharing Your Content through Krisp. By sharing Your Content through or outside of Krisp, you represent and warrant that: (a) you are the creator and owner of Your Content, or have the necessary licenses, rights, consents, and permissions to authorize Company and users of Krisp to use and distribute Your Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by Company, Krisp, and these Terms; (b) Your Content, and its use as set out in these Terms, will not (i) infringe, violate, or misappropriate any third-party rights, including any intellectual property or proprietary right, such as copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other right; (ii) slander, defame, libel, or invade any other person’s privacy, publicity or other property rights, or (iii) cause Company to violate any law or regulation; and (c) Your Content cannot be deemed by a reasonable person to be profane, indecent, harassing, threatening, hateful, or otherwise inappropriate.

Your Obligations and Prohibited Uses

You may use Krisp and the Site only for lawful purposes and in accordance with these Terms of Use. You agree, represent and warrant that you have obtained all necessary licenses, permissions, consents and agreements necessary for the lawful use of Krisp. You shall comply with, and ensure that all Authorized Users comply with, all applicable laws in connection with your obligations under these Terms, including laws requiring you to provide proper notifications and to obtain proper consents from your online meeting guests, which may be necessary to allow Company and Company’s authorized third parties to provide certain features of Krisp and to access, use, and share Your Content. In the event that you are unable to ensure compliance with these Terms, including obtaining the consents above, you should not use Krisp and any feature of Krisp that enables you to record or transcribe online meetings.

You agree not to use Krisp or the Site:

In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, anti-spam, import and export control, intellectual property, privacy, anti-terrorism, anti-bribery, foreign corrupt practices and any other laws requiring the consent of subjects of audio and video recordings) or to circumvent any law, regulation or investigation;
For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise;
To send, knowingly receive, upload, download, use or re-use any material which does not comply with these Terms of Use;
To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation;
To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing); or
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of Krisp or the Site, or which, as determined by us, may harm the Company or users of Krisp or the Site or expose them to liability.

Additionally, you agree not to:

Use Krisp in any manner that could disable, overburden, damage, or impair Krisp or interfere with any other party’s use of Krisp, including their ability to engage in real time activities through Krisp;
Use any robot, spider or other automatic device, process or means to access Krisp for any purpose, including monitoring or copying any of the material on Krisp;
Use any manual process to monitor or copy any of the material on Krisp or for any other unauthorized purpose without our prior written consent;
Use any device, software or routine that interferes with the proper working of Krisp;
Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful;
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of Krisp, the server on which Krisp is stored, or any server, computer, Device, or database connected to Krisp;
Attack Krisp via a denial-of-service attack or a distributed denial-of-service attack;
Otherwise attempt to interfere with the proper working of Krisp;

Reliance on Information Posted

The information presented on or through Krisp and/or the Site is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor of Krisp and/or the Site, or by anyone who may be informed of any of its contents.

Third-Party Materials, Links and Models

Krisp and/or the Site may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials provided by other users and third parties) or provide links (each, a “Link”) to third-party websites, sites, resources, or services, including through links contained in advertisements, including banner advertisements and sponsored links, as well as links to websites or applications (collectively, including Links, the “Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. All statements and/or opinions expressed in Third-Party Materials, other than the content provided by the Company, are solely the responsibility of the person or entity providing the same. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. We have no control over the contents of Third-Party Materials and Links, sites, or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the Third-Party Materials and Links linked to Krisp and/or the Site, you do so entirely at your own risk and subject to the terms and conditions of use for such Third-Party Materials and Links. Third-Party Materials, Links, and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions and privacy policies.

You acknowledge and agree that artificial intelligence or machine learning algorithms, programs or other models, including any large language model, developed or operated by a third party service provider used in connection with Krisp (“Third-Party Models”) are not developed by Company. Company does not control or influence the training of Third Party Models, and is unable to guarantee the suitability, accuracy, availability, quality, security, legality and reliability of Third Party Models. Customer agrees that Company will not be liable for any loss or damages arising from or related to Third-Party Models and shall defend, indemnify and hold harmless Company with respect to any claims, damages or liability related thereto. Third-Party Models may be subject to additional terms and conditions and Customer is solely responsible for complying with such terms and conditions where presented to Customer through Krisp. Notwithstanding anything to the contrary, the warranties and indemnities provided by Company in this Agreement do not apply with respect to Third-Party Models.

Purchases and Payments

Krisp will be provided according to the subscription plan level you select. You may opt to upgrade or downgrade to any other plan level that Company offers at any time during the period of your plan; provided that a downgrade will not be effective until the next renewal date. If you opt to upgrade to the Enterprise plan, the terms governing the use of the Krisp for Enterprises product will apply to your use of Krisp with immediate effect.

If you fail to pay applicable fees when they are due (excluding amounts disputed reasonably and in good faith), we may, without limiting our other rights and remedies and in any case upon reasonable notice, downgrade you to a free plan until those amounts are paid in full. If you are downgraded, you may lose access to certain features or functionality and to Your Content, but these Terms will continue to apply.

Additional product purchases, when and if available, within Krisp will be added to your subscription, and you will be charged a fee and any applicable tax. Such purchases, including additional storage purchases, may be provided to you up to certain limits as described in our documentation. Usage over these limits may require you purchase additional resources or services. If you cancel additional storage purchases or downgrade to a lower storage plan, you may be required to delete some of Your Content before you are able to cancel or downgrade. You understand and agree that your Authorized Users may conduct activities, such as inviting a new user to join your subscription, which may result in additional fees to you. If you would like to limit the ability of your Authorized Users to invite a new user, you can disable this ability from the settings section of your Account. You agree to pay Company or Company’s authorized reseller, as applicable, all fees. Fees will be billed by our authorized resellers or our third party payment provider to the credit card or other payment account you provide in accordance with the billing terms in effect at the time a fee or charge is due and payable. Unless you have purchased Krisp through an authorized reseller, you acknowledge and agree that Company or its third party payment provider will automatically charge your credit card or other payment account on record with Company in connection with your use of Krisp: in advance of each subscription term and at the time of purchase for any additional product purchases, when and if available, you make during the subscription term. Subscriptions will automatically renew for the same term as the initial term, as set forth in the Term; Cancellation and Refund Section below. You represent and warrant to the Company that all of your payment information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. If payment is not received by Company or Company’s authorized reseller or cannot be charged to your credit card or other payment account for any reason, Company reserves the right to either suspend or terminate your access to Krisp (or any part thereof) and terminate this Agreement. All fees are non-refundable, except as expressly stated otherwise in this Agreement.

We will provide, at no additional costs, standard support as set forth in our then-current documentation (see Our Help Center), during the subscription term. In accordance with applicable laws and these Terms, we reserve the right to discontinue, modify our standard support and charge you for standard support.

You will pay all applicable taxes, duties, withholdings, backup withholding and the like; when Company has the legal obligation to pay or collect such taxes, the appropriate amount shall be paid by you directly to Company or Company’s authorized reseller, as applicable. If all or any part of any payment owed to Company under these Terms is withheld, based upon a claim that such withholding is required pursuant to the tax laws of any country or its political subdivisions and/or any tax treaty between the U.S. and any such country, such payment shall be increased by the amount necessary to result in a net payment to Company of the amounts otherwise payable under these Terms. Company may change its fees and payment terms at its discretion; provided however, that such changes will not take effect for you until the start of the next subscription term. Company will provide written notice to you (or, if you have purchased through an authorized reseller, notice to the reseller) for any changes to the fees that affect the Krisp subscription purchased by you. Your continued use of Krisp after the price change becomes effective constitutes your agreement to pay the changed amount.

Company may offer rewards to users, in the form of credits or other forms, based on their actions on Krisp and in accordance with Company policies.

Term; Termination and Refund

The term of your subscription to Krisp will automatically renew for successive terms equal in duration to the initial subscription term unless you cancel in advance of the renewal date by following the instructions in your account. If you do not cancel in advance of the renewal date, you will be charged applicable fees and taxes and such fees and taxes are non-refundable.

Termination. A party may terminate these Terms for cause upon thirty (30) days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period. Company may terminate these Terms, effective on written notice to Customer, if Customer: (i) fails to pay any amount when due hereunder, and such failure continues more than ten (10) calendar days after Company’s delivery of written notice thereof; or (ii) breaches any of its obligations under License Restrictions section or Confidentiality section above.

Survival. All sections of these Terms which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.

Effects of Termination. Upon the termination of these Terms for any reason: (i) the licenses granted under these Terms for Krisp shall immediately terminate and you or your Authorized Users, shall cease use of Krisp; (ii) Company will cease providing Krisp to you; (iii) you shall pay to Company or Company’s authorized reseller, as applicable, the full amount of any outstanding fees due hereunder; and (iv) each party will return or delete any Confidential Information of the other party in its possession. whether in written, electronic, or other form or media. Each party’s obligations of non-use and non-disclosure with regard to Confidential Information will expire three (3) years from the date of termination or expiration of these Terms; provided, however, with respect to any Confidential Information that constitutes a trade secret (as determined under applicable law), such obligations of non-disclosure will survive the termination or expiration of these Terms until such Confidential Information is no longer considered a trade secret under applicable law through no wrongful act or omission of the receiving party.

Refunds. If these Terms are terminated by Customer in accordance with the “Termination” section above, Company will refund Customer any prepaid fees covering the remainder of the subscription term after the effective date of termination. If these Terms are terminated by Company in accordance with the “Termination” section above, Customer will pay any unpaid fees covering the remainder of the subscription term of to the extent permitted by applicable law. In no event will termination relieve Customer of its obligation to pay any fees payable to Company for the period prior to the effective date of termination.

REPRESENTATIONS, WARRANTIES, EXCLUSIVE REMEDIES AND DISCLAIMERS

Representations. Each party represents that it has validly entered into these Terms and has the legal power to do so.

Company Warranties. Company warrants that during an applicable subscription term (a) these Terms and the documentation will accurately describe the applicable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Content, (b) Company will not materially decrease the overall security or functionality of Krisp, and (c) Krisp will perform materially in accordance with the applicable documentation. For any breach of a warranty above, Customer’s exclusive remedies are those described in the “Termination” and “Refunds” sections above.

Disclaimers. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR DEVICE, DEVICE PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF KRISP OR ANY SERVICES OR ITEMS OBTAINED THROUGH KRISP OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY LINKS, APPLICATION OR WEBSITE ( EACH, A “PAGE”) LINKED TO IT.EXCEPT AS EXPRESSLY SET FORTH HEREIN, YOUR USE OF KRISP, ITS CONTENT, FEATURES, , FUNCTIONALITY, INCLUDING WITHOUT LIMITATION FUNCTIONALITIES ENABLED BY THIRD PARTY SERVICE PROVIDERS, AND ANY SERVICES OR ITEMS OBTAINED THROUGH KRISP IS AT YOUR OWN RISK. KRISP, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH KRISP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE OWNERS, SHAREHOLDERS, PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, SERVICE PROVIDERS, AGENTS, REPRESENTATIVES, LICENSORS, SUCCESSORS, AND ASSIGNS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO KRISP, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF KRISP, ITS CONTENT, FEATURES, FUNCTIONALITY, AND SERVICES, AND ITEMS OBTAINED THROUGH KRISP, OR THAT THE SAME ARE ACCURATE, RELIABLE, WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED, OR THAT KRISP OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT KRISP OR ANY SERVICES OR ITEMS OBTAINED THROUGH KRISP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. KRISP IS NOT RESPONSIBLE FOR THE FAILURE TO STORE OR MAINTAIN ANY OF YOUR CONTENT, ACCOUNT INFORMATION, OR PERSONAL SETTINGS. BETA SERVICES, FREE SERVICES AND PRO SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” EXCLUSIVE OF ANY WARRANTY WHATSOEVER.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

EXCEPT FOR ITS INDEMNIFICATION OBLIGATIONS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE OWNERS, SHAREHOLDERS, PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, SERVICE PROVIDERS, AGENTS, REPRESENTATIVES, LICENSORS, SUCCESSORS, AND ASSIGNS BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, PROPERTY DAMAGE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, KRISP, THE SITE, OR ANY CONTENT ON KRISP AND/OR THE SITE. YOUR SOLE AND EXCLUSIVE REMEDY IN CASE OF ANY GRIEVANCE, ACTION, OR COMPLAINT IN REGARDS TO KRISP OR BREACH BY US OF THESE TERMS IS TO DISCONTINUE YOUR USE OF KRISP. NOTWITHSTANDING ANYTHING CONTRARY IN THESE TERMS, IN NO EVENT WILL COMPANY’S AGGREGATE LIABILITY FOR ANY DIRECT DAMAGES ARISING OUT OF RELATED TO THIS AGREEMENT EXCEED (IN THE AGGREGATE) THE FEES PAID (OR PAYABLE) BY CUSTOMER TO COMPANY HEREUNDER IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO A CLAIM HEREUNDER

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

Company Indemnification. Company shall (a) defend Customer and its shareholders, directors, officers, employees, successors and assigns (collectively, the “Customer Indemnitees”) from and against any claim by a third party alleging that the technology underlying Krisp, when used as authorized under this Agreement, directly infringes such third party’s copyright, U.S. patent, or trademark and (b) in relation to such claim, indemnify and hold harmless the Customer Indemnitees from any damages and costs finally awarded or agreed to in settlement by Company (including reasonable attorneys’ fees). If Customer’s use of Krisp is, or in Company’s opinion is likely to be, enjoined due to the type of infringement specified above, if required by settlement, or if Company determines such actions are reasonably necessary to avoid material liability, Company may, in its sole discretion: (i) substitute substantially functionally similar products or services; (ii) procure for Customer the right to continue using Krisp; or if (i) and (ii) are not commercially reasonable, (iii) terminate the Agreement and refund to Customer the fees paid by Customer for the portion of the subscription term which was paid by Customer but not rendered by Company. This section will not apply to the extent that the alleged infringement arises from (a) use of Krisp in combination with data, software, hardware, equipment, or technology not provided by Company or authorized by Company in writing; (b) modifications to Krisp not made by Company; (c) Your Content; (d) use of Krisp outside the scope of the license granted hereunder. or (e) Third Party Integrations. This Section sets forth Company’s sole liability and Customer’s sole and exclusive remedy with respect to any claim of intellectual property infringement. Notwithstanding anything to the contrary herein, Company shall have no obligation under this section with respect to Beta Services, Free Services or Pro Services.

Customer Indemnification. Customer shall indemnify, hold harmless, and, at Company’s option, defend Company from and against any Losses resulting from any Third Party Claim alleging that Your Content, or any use of Your Content in accordance with these Terms, infringes or misappropriates such third party’s intellectual property or other rights and any Third Party Claims based on Customer’s or any Authorized User’s (i) negligence or willful misconduct; (ii) use of Krisp in a manner not authorized by these Terms; or (iii) use of Krisp in combination with data, software, hardware, equipment or technology not provided by Company or authorized by Company in writing; in each case, provided that Customer may not settle any Third Party Claim against Company unless Company consents to such settlement in writing, and further provided that Company will have the right, at its option, to defend itself against any such Third Party Claim or to participate in the defense thereof by counsel of its own choice.

Sole Remedy. THIS SECTION SETS FORTH CUSTOMER’S SOLE REMEDIES AND COMPANY’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS THAT THE SERVICES INFRINGE, MISAPPROPRIATE, OR OTHERWISE VIOLATE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.

Beta Services

You may choose to use early access trials or releases of new Krisp features or services identified as “alpha,” “beta,” “preview,” “early access,” “evaluation,” or other words or phrases with similar meanings (“Beta Services”) in your sole discretion. Notwithstanding anything to the contrary, Beta Services: (a) may not be supported and may be changed or discontinued at any time; (b) may not be as reliable or available as the main services made available in or otherwise accessible through Krisp; (c) have not been subjected to the same security or compliance reviews as the main services made available in or otherwise accessible through Krisp; (d) are Company’s Confidential Information; and (e) ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY, INDEMNITY, OR SUPPORT AND COMPANY’S LIABILITY FOR BETA SERVICES WILL NOT EXCEED FIFTY DOLLARS.

Publicity

You grant us the right to use your company name and logo as a reference for marketing or promotional purposes on the Site and in other public or private communications with our existing or potential customers. We will use any of your trademarks in accordance with your standard trademark usage guidelines as made available to us from time to time. You may opt-out of our use of your company name and logo at any time by providing written notice to Krisp at [email protected]. Upon receipt of such notice, Krisp will promptly cease use of your company name and logo for marketing and promotional purposes.

Export Regulation

Krisp may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release Krisp to, or make Krisp accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making Krisp available outside the US.

U.S. Government Rights

Krisp is commercial computer software, as such term is defined in 48 C.F.R. §2.101. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the Application as are granted to all other end users under license, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors.

Governing Law

Except as expressly set forth in the Binding Arbitration/Class Action Waiver section below, all matters relating to Krisp and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).

Binding Arbitration/Class Action Waiver

Dispute Resolution. Certain portions of this Section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act (“FAA”). You and Company expressly agree and intend that this Section satisfies the “writing” requirement of the Federal Arbitration Act. This Section can only be amended by mutual agreement. For purposes of this Section, “Claims” means collectively, and without limitation, any and all claims, injuries, demands, liabilities, disputes, causes of action (including statutory, contract, negligence, or other tort theories), proceedings, obligations, debts, liens, fines, charges, penalties, contracts, promises, costs, expenses (including attorneys’ fees, whether incurred pre-litigation, pre-trial, at trial, on appeal, or otherwise), damages of any kind whatsoever (including consequential, compensatory, or punitive damages), or losses (whether known, unknown, asserted, non-asserted, fixed, conditional, or contingent) that arise from or relate to (i) Krisp or the Site, including any and all contents, materials and software related thereto, and/or (ii) your use of Krisp or the Site.

Informal Resolution of Disputes and Excluded Disputes. If any Claim arises out of or relates to Krisp, the Site or these Terms of Use, other than as may be provided herein, then you and Company agree to send notice to the other providing a reasonable description of the Claim, along with a proposed resolution of it. Company notice to you will be sent to you based on the most recent contact information that you provide Company. If no such information exists or if such information is not current, the Company has no obligation under this Section. For a period of sixty (60) days from the date of receipt of notice from the other party, you and Company will engage in a dialog to attempt to resolve the Claim, though nothing will require either you or Company to resolve the Claim on terms with respect to which you and Company, in each of our sole discretion, are not comfortable.

Binding Arbitration. If you and Company cannot resolve a Claim, within sixty (60) days of the receipt of the notice, then you agree that that any such Claim and all other disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms of Use, including, but not limited to any claim that all or any part of these Terms of Use are void or voidable, or whether a claim is subject to arbitration relating to your use of Krisp or the Site, will be resolved by binding arbitration, rather than in court. The FAA, not state law, shall govern the arbitrability of such disputes, including the class action waiver below. However, you and Company agree that California state law or United States federal law shall apply to, and govern, as appropriate, any and all Claims or disputes arising between you and Company regarding these Terms of Use, Krisp and the Site, whether arising or stated in contract, statute, common law, or any other legal theory, without regard to choice of law principles. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator must follow the terms of these Terms of Use as a court would. THIS SECTION, INCLUDING THE PROVISIONS ON BINDING ARBITRATION AND CLASS ACTION WAIVER, SHALL SURVIVE ANY TERMINATION OF YOUR ACCOUNT OR THESE TERMS OF USE.

Initiating Arbitration. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Company at 2342 Shattuck Ave., #367, Berkeley, CA 94704. The arbitration will be conducted by JAMS in accordance with the JAMS Streamlined Arbitration Procedure Rules in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. Payment of all filing, administration and arbitrator fees will be governed by JAMS’s rules. The arbitration shall take place in San Jose, California or at such other venue (and pursuant to such procedures) as is mutually agreed upon. You can obtain JAMS procedures, rules, and fee information as follows: JAMS: 800.352.5267 and http://www.jamsadr.com.

Fees. You and Company will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Company to pay a greater portion or all of such fees and costs in order for this Section to be enforceable, then Company will have the right to elect to pay the fees and costs and proceed to arbitration. Arbitration rules may permit you to recover attorneys’ fees. Company will not seek to recover attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.

Class Action Waiver. YOU AND COMPANY EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. You and Company each agree that such proceeding shall take solely by means of judicial reference pursuant to California Code of Civil Procedure section 638.

Exclusions; Venue. Notwithstanding the agreement to resolve all disputes through arbitration, you or Company may bring suit in court to enjoin infringement or other misuse of intellectual property rights (including patents, copyrights, trademarks, trade secrets, and moral rights, but not including privacy rights). You or Company may also seek relief in small claims court for Claims within the scope of that court’s jurisdiction. In the event that the arbitration provisions above are found not to apply to you or to a particular Claim, either as a result of your decision to opt-out of the arbitration provisions or as a result of a decision by the arbitrator or a court order, you agree that the venue for any such Claim or dispute is exclusively that of a state or federal court located in Santa Clara County, California. You and Company agree to submit to the personal jurisdiction of the courts located within Santa Clara County, California for the purpose of litigating all such Claims or any other disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms of Use or your use of Krisp or the Site in the event that the arbitration provisions are found not to apply. In such a case, should Company prevail in litigation against you to enforce its rights under the Terms of Use, Company shall be entitled to its costs, expenses, and reasonable attorneys’ fees (whether incurred at or in preparation for trial, appeal or otherwise) incurred in resolving or settling the dispute, in addition to all other damages or awards to which Company may be entitled.

Limited Time to File Claims. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF YOU OR COMPANY WANT TO ASSERT A DISPUTE AGAINST THE OTHER, THEN YOU OR COMPANY MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH HEREIN) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES OR IT WILL BE FOREVER BARRED. “Commencing” means, as applicable: (i) by delivery of written notice as set forth herein; (ii) filing for arbitration with JAMS as set forth herein; or (iii) filing an action in state or federal court. This provision will not apply to any legal action taken by Company to seek an injunction or other equitable relief in connection with any losses (or potential losses) relating to Krisp or the Site, intellectual property rights of Company, and/or Company’s provision of Krisp or the Site.

Your Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt-out to: [email protected] with the subject line “KRISP ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of your first use of Krisp or the Site (whichever is earlier), otherwise you shall be bound to arbitrate any disputes in accordance with the terms of these Terms of Use providing for binding arbitration. If you opt-out of these arbitration provisions, the Company also will not be bound by them.

Waiver and Severability

No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Krisp Technologies, Inc. with respect to the application Krisp and its Site, www.krisp.ai, and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to Krisp and the Site. Your use of and access to the Company’s pages on social media platforms may also be subject to the respective terms of use and privacy policy of such platforms. Any purchase order, order form or other document issued by you and/or us is for administrative convenience only. Unless a written master services agreement is signed between you and us, in the event of any conflict between the provisions of these Terms and any purchase order, order form or other document signed by you and us prior to or after the date of your acceptance of these Terms, the provisions of these Terms shall prevail and govern.

Your Comments and Concerns

Krisp is operated by Krisp Technologies, Inc., a Delaware corporation with an address at 2150 Shattuck Ave, Penthouse 1300, Berkeley, CA 94704.

All other feedback, comments, requests for technical support and other communications relating to Krisp should be directed to: [email protected].

Terms of use