RIZZLE TERMS OF SERVICE

Welcome! and thank you for your interest in Silverlabs Technologies Inc. (“Rizzle,” “We,” or “Us” or “Our”), a company incorporated under the laws of Delaware, USA, and operating from San Jose, California, USA. Our website at rizzle.com and other related websites, networks, applications, mobile applications, and other services we provide (collectively as, the “Services”) is a platform. These Terms of Use are a legally binding contract between you (“User” or “Customer” or “Your”) and Rizzle regarding your use of the Service.

1. RIZZLE OVERVIEW

(1.1) The platform provides software as a Service to its Users, businesses, and third parties. The Platform leverages the power of Artificial Intelligence (“AI”) to enhance Your text-to-video conversion experience.

(1.2) These Terms of Use ( "TOS" or "Terms") regulate how Users may use the Rizzle software and Services that are connected to the Services.

(1.3) Additional terms relating to how Rizzle treats specific end-user-information and data may be included in separate, exclusive, and/or supplementary agreements between Rizzle and its developers, partners, and vendors.

2. ELIGIBILITY

(2.1) The User must be at least 18 years of age to use the Service. By agreeing to these Terms, User (“You”) represent and warrant to us that:

(i) The User, if an individual is at least 18 years of age, or in the case of an incorporated entity, is legal and valid.

(ii) the User has not previously been suspended or removed from the Service, and

(iii) the Users registration and use of the Service complies with any and all applicable laws and regulations. If the User is an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have the authority to bind you to these Terms, and you agree to be bound by these Terms.

3. USING OUR SERVICES

(3.1) By using the Services, the User agrees to the Terms of the TOS. Please read the TOS carefully.

(3.2) Subject to your remaining in full compliance with the TOS, Rizzle hereby grants to you a limited, non-exclusive, non-transferable, worldwide license, without the right to sub-license, solely for the purpose of enabling you to use and enjoy the benefit of Services as provided by Rizzle, in the manner permitted by the TOS. You are not authorized to copy, modify, distribute, sell, or lease any part of the Services or included software in any manner whatsoever, nor may you reverse engineer or attempt to extract the source code of that software unless you have Rizzle's written permission.

(3.3) You shall not, and/or shall not permit any third party to:

(i) use the Services except to the extent permitted above;

(ii) modify or create any derivative work of any part of the Services;

(iii) permit any third parties to use the Services other than contractors with your specific business need; or

(iv) market, sub-license, publish, distribute, reproduce, assign, transfer, rent, lease or loan the Services.

(3.4) Using the Services does not give the users the ownership of any intellectual property rights involved in the Services or the works the user accesses. The TOS does not grant the user the right to use any branding or logos used in the Services unless specifically and expressly agreed by Rizzle. Do not remove, obscure, or alter any legal notices displayed in, or along with the Services.

4. CONSIDERATION, PAYMENTS & CANCELLATION:

(4.1) Rizzle currently provides Users with access to the Service for a  subscription fee. In return for enjoying this access, the user acknowledges and agrees that Rizzle may generate revenues, increase goodwill, or otherwise increase the value of Rizzle from the User's use of the Service, and the User will have no right to share in any such revenues, goodwill or value whatsoever. Rizzle may charge the User fees to access certain Service features at its sole discretion. Rizzle will give the Users advance notice of any such changes before they take effect. The fee charged to the Users for the use of the Service and/or any other reason does not entitle the User any right to share in the revenues or any goodwill or value created in any manner whatsoever. Please refer to the following link to our pricing plan Rizzle Pricing

(4.2) Subscription Fees: Users may subscribe to the Services offered by Rizzle by paying a monthly subscription fee. Subscriptions are billed in advance every month and are non-refundable for the subscription period they are purchased for. Users on a paid plan must provide Us with a valid credit card or other payment method (e.g., PayPal account) to pay the subscription fee. Users agree that We may process Your credit card or other valid payment method on each renewal term on the calendar day corresponding to the first day you subscribed to the Paid Subscription.

(4.3) Auto-renewal and Cancellation: A User's payment to Rizzle will automatically renew at the end of the subscription period unless the User cancels their Paid Subscription through their subscription page before the end of the current subscription period. The cancellation will take effect the day after the end of the current subscription period, and the Users will be downgraded to a Free Account.

(4.4) Changes to Subscription Terms: Rizzle may change the price for the paid subscriptions from time to time, and will communicate any price changes to Users in advance and, if applicable, on how to accept those changes. Price changes for paid subscriptions will take effect at the start of the next subscription period following the price change date. As permitted by local law, Users who accept the new price, will be continuing to use the Services after the price change takes effect.

(4.5) Refunds: Any User may cancel their subscription anytime, and the Users will not be charged for the next billing cycle. However, Rizzle offers no refund for the current billing cycle whose payment has already been made. If any User is unsatisfied with the product, they may write it to Us at support@rizzle.com, and We will respond within 3-business days

5. LICENSE TO RIZZLE

(5.1) By using the Services, you give Rizzle a limited, worldwide, non-exclusive, non-sublicensable, non-transferable license to use, reproduce, electronically distribute, transmit, have transmitted, perform, display, store, archive, and create derivative works of your data solely to enable Your use of the Services. Rizzle has the right to combine and anonymize Your data and to publish such combined and anonymized (non-personally identifiable) data or benchmark information/studies. We will not use this information for any other reason or disclose it to any third party.

Nothing shall restrain Us from engaging with any party in a separate, exclusive, and/or supplementary license contract with different terms and conditions as agreed between Rizzle and the other party. In such cases, the Terms in this clause, namely 5.1 shall be superseded by the specific Terms of such license contract.

(5.2) Rizzle shall not be restricted to using the User's name in any of the customer lists and testimonials solely to identify the User as a customer of Rizzle.

(5.3) In relation to any third-party software used by Users in conjunction with the Services, Rizzle will endeavor to maintain the authenticity of the software use but makes no warranties of any kind to any Users or third parties of the same. All fees and costs associated with any third-party software used by Users shall be their sole and exclusive responsibility. Users are solely responsible for the integration, use, and any issues resulting from the use of any third-party software in conjunction with the Services, We shall have no responsibility or liability with regard thereto.

6. MODIFICATION AND TERMINATION OF SERVICES

(6.1) Rizzle may, in its sole discretion, discontinue offering the Services or terminate or suspend the User's access to the Services at any time, giving reasonable notice.

(6.2) Rizzle reserves the right to alter the TOS in any manner whatsoever and at any given time. Any such changes will be posted online at Rizzle Terms of Service Guide  (or another URL that Rizzle may provide from time to time). The responsibility for checking the TOS frequently for update rests with the Users. Any modifications made for new functions or to comply with legal and/or regulatory requirements in the Terms shall take immediate effect. Users who do not accept the modified Terms may stop using the Services.

7. PROTECTION OF THE CUSTOMER DATA

(7.1) In order to protect the privacy and integrity of User data, Rizzle will maintain administrative, physical, and technical safeguards as deemed necessary. We will only access, use, process, modify, delete, or disclose Your data in order to: (a) provide the Services; (b) provide support services and to prevent or address service or technical problems; (c) send to Users communications related to the Services, such as (i) notices of scheduled maintenance; and (ii) of an educational nature. Notwithstanding, any such data may be disclosed to law enforcement or any other government functionary, as required for legal and/or regulatory compliance.

8. LIMITATION OF LIABILITY

(8.1) IN NO EVENT SHALL RIZZLE, ITS AGENTS, OR EMPLOYEES, HAVE ANY LIABILITY TO THE USERS OR ANY THIRD PARTY FOR THE COST OF SUBSTITUTE GOODS OR ANY INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOSS OF DATA, LOSS OF USE, LOSS OF BUSINESS OPPORTUNITY OR CLAIMS OF THIRD PARTIES) RELATING TO THE SERVICES, HOWEVER, CAUSED, WHETHER BY NEGLIGENCE OR OTHERWISE, REGARDLESS OF THE FORM OF ACTION AND REGARDLESS OF WHETHER RIZZLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. INDEMNIFICATION

(9.1) The Users and any company or third party that is subject to the Terms shall fully indemnify, hold harmless, and defend Rizzle and its directors, officers, employees, agents, stockholders, and affiliates (collectively, "Indemnified Parties") from and against all claims, demands, actions, suits, damages, liabilities, losses, settlements, judgments, costs and expenses (including but not limited to reasonable attorney fees), whether or not involving a third party claim, which arises out of, related but not limited to:
(i) any violation of the Terms or Privacy;
(ii) the Users' use of the Services, including any other application, software or hardware in conjunction with the Service;
(iii) the unauthorised use of the Services

10. DISCLAIMERS & WARRANTIES:

(10.1) THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. RIZZLE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING (1) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (2) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. RIZZLE DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND RIZZLE DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

(10.2) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR RIZZLE ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE RIZZLE ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR DISCRETION AND RISK AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.

(10.3) THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Rizzle does not disclaim any warranty or other right that Rizzle is prohibited from denying under applicable law.

11. OWNERSHIP & PROPRIETARY RIGHTS:

The Services offered are owned and operated by Rizzle. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), software, as composite products and/or entwined services, and all other related elements of the Service (“Materials”) provided by Rizzle are protected by copyright and related rights and/or any other intellectual property rights. All the Materials included in the Services are the property of Rizzle and/or its third-party licensors. Except as expressly authorized by Rizzle, the Users may not make use of the Materials. Rizzle reserves all the rights to the Materials not granted expressly in these Terms.

12. CONFIDENTIALITY:

(12.1) Each party receiving any information (as “Receiving Party”), acknowledges and agrees that all information, including and not limited to code, inventions, know-how, business, technical, and financial information it receives from the disclosing party (the "Disclosing Party"), constitutes "Confidential Information" of the Disclosing Party and is the exclusive property of the Disclosing Party, provided that it is identified as 'Confidential' at the time of disclosure or should be reasonably understood by the Receiving Party to be confidential and/or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure.

(12.2) Any technology developed by Rizzle, performance data pertaining to the Services, and the terms and conditions herein shall be deemed to be Rizzle's Confidential Information without any additional identification, labelling, or marking. Aside from what is expressly permitted here, the Receiving Party shall therefore:
(i) Hold in confidence and not disclose any Confidential Information to the third parties;
(ii) Not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under this Agreement. The Receiving Party may disclose Confidential Information to its employees, agents, contractors and other representatives having a legitimate need to know, provided that such representatives are bound to confidentiality obligations no less protective of the Disclosing Party and that the Receiving Party remains responsible for compliance by any such representative with the terms of this section. The Receiving Party's confidentiality obligations shall not apply to information that the Receiving Party can document:
(ii.a) was rightfully in its possession or known to it prior to receipt of the Confidential Information;
(ii.b) is or has become public knowledge through no fault of the Receiving Party;
(ii.c) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; or
(ii.d) is independently developed by employees of the Receiving Party who had no access to such information. The Receiving Party may make disclosures to the extent required by law or court order, provided the Receiving Party notifies the Disclosing Party in advance and cooperates in any effort to obtain confidential treatment. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party, the Disclosing Party shall be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.

13. DISPUTE RESOLUTION & JURISDICTION

(13.1) If the User faces any dispute/issues while availing the services of Rizzle, the User may write to the support team at support@rizzle.com, and the support team will respond within three business days.

(13.2) In case the dispute/issue faced by the User is not addressed within three business days, We will make attempts to resolve the dispute/issue amicably and mutually through discussion and deliberations.

(13.3) In case any disputes between the parties cannot be resolved through mutual discussion and deliberations, the courts of California, USA, shall have the exclusive jurisdiction to try over any such disputes.

14. MISCELLANEOUS

(14.1) The Terms governs the relationship between Rizzle and its Users. They establish no rights for third-party beneficiaries.

(14.2) If there is a conflict between the Terms and additional Terms/ enterprise level Terms, the additional Terms/ enterprise level Terms will supersede the TOS in that conflict.

(14.3) If the Users do not comply with the Terms; Rizzle does not take action right away, and will not be giving up any rights that may have (such as taking action in the future).

(14.4) No other provisions of the Terms will be impacted if it turns out that a specific provision is not enforceable.

15. DMCA POLICY

(15.1) According to the Digital Millennium Copyright Act of 1998, Our policy is to respond to infringement complaints ("DMCA"). If you are a copyright owner, or you are authorized to act on their behalf, and you believe that a copyright violation is occurring through the Service due to unauthorized use of a copyrighted work, please fill out the following DMCA Notice and deliver it to our designated DMCA agent at the address listed below.

(15.2) For Us to move forward with your DMCA notice, you must provide Us with the following information in writing:

(15.2.a) Specify the allegedly infringing copyrighted work;

(15.2.b) Describe the allegedly infringing content and its location on the Service;

(15.2.c) Specify all the details that will allow Us to get in touch with you, such details involve your address, phone number, and email address and other details that we might request;

(15.2.d) Put out a declaration stating that you have a good faith belief that the copyright owner, its agent, or the law has not given permission for use of the material in the manner complained of;

(15.2.e) Put out a declaration under oath or affirm under penalty of perjury that the aforementioned information is true and that you are the owner of the copyright or have the owner's permission to act on your behalf; and

(15.2.f) Provide Us a signature, either physical or digital, of a representative of the copyright owner who is qualified to do so;

Deliver the DMCA Notice, with the above information completed, to Our designated DMCA agent at:

DMCA Notice

Designated Agent/Grievance Officer:

Sana Afreen

Silverlabs Technologies, Inc.

Kapil Towers, Gachibowli

Hyderabad, India.

support@rizzle.com

ACCORDING TO THE FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS OF INFRINGING NATURE, YOU MAY FACE CRIMINAL PROSECUTION FOR PERJURY AS WELL AS CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES.

Please be aware that this process will only be intended to alert Us to the infringement of your copyrighted material. The preceding requirements do not constitute legal advice but are meant to strictly comply with Our rights and duties under the DMCA, including 17 U.S.C. 512(c).

We have a policy of deleting accounts for Users deemed to be repeated infringers in accordance with the DMCA and other applicable laws, as deemed appropriate. Notwithstanding, suppose a User violates another's intellectual property rights, whether or not it occurs repeatedly. In that case, we can restrict their access to the Service and/or terminate their accounts.

16. Usage Terms:

17. Billing:

If You are a paid User, you can sign up for a monthly or annual subscription. Your subscription will automatically renew on a monthly or annual basis as applicable. You can cancel your subscription at any time. If you cancel your subscription with Rizzle, You acknowledge and agree that you will not receive a refund or credit for any amounts already billed.

18. Cancellation & Refund:

If You are a paid User and You intend to cancel your subscription, You may do so after the completion of a billing cycle. If You intend to cancel Your subscription in the middle of a billing cycle, the same shall be effective from the actual completion of the billing cycle.

You understand that under no circumstances Rizzle will issue you any refund.

19. Don'ts while using Rizzle's services

You acknowledge and agree that while using the Services offered by Rizzle, You will not:

• Generate demeaning, dehumanizing, or otherwise harmful representations of people, their environments, cultures, religions, etc;
• Intentionally promote or propagate discriminatory content or harmful stereotypes;
• Impersonate individuals without their consent;
• To generate or distribute Sexual content;
• To generate or distribute Mis- and disinformation;
• Represent violence and gore;
• Share of copyrighted or licensed material in violation of its terms of use;
• Share content that is an alteration of copyrighted or licensed material in violation of its terms of use;
• In any way that violates any applicable national, federal, state, local, or international law or regulation;
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way;
• To generate or disseminate verifiably false information and/or content to harm others;
• To generate or disseminate personally identifiable information that can be used to harm an individual;
• To defame, disparage or otherwise harass others;
• For fully automated decision-making that adversely impacts an individual’s legal rights or otherwise creates or modifies a binding, enforceable obligation
• For any use intended to or which has the effect of discriminating against or harming individuals or groups based on online or offline social behavior or known or predicted personal or personality characteristics;
• To exploit any of the vulnerabilities of a specific group of persons based on their age, social, physical or mental characteristics in order to materially distort the behavior of a person pertaining to that group in a manner that causes or is likely to cause that person or another person physical or psychological harm;
• For any use intended to or which has the effect of discriminating against individuals or groups based on legally protected characteristics or categories;
• To provide medical advice and medical results interpretation;
• To generate or disseminate information for the purpose to be used for the administration of justice, law enforcement, immigration, or asylum processes, such as predicting an individual will commit fraud/crime commitment (e.g., by text profiling, drawing causal relationships between assertions made in documents, indiscriminate and arbitrarily-targeted use).

20. Your Right to Create or Post Content

Our Service allows You to generate and post video content. You are responsible for the content You generate using Our Product(s), including its legality, reliability, and appropriateness. By generating and posting content to the Service, You grant Us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such content on and through the Service. You retain any of Your rights to any content You create, post, or display on or through the Service, and You are responsible for protecting those rights. You represent and warrant that: (i) the content is Yours (You own it) or You have the right to use it and grant Us the rights and license as provided in these Terms, and (ii) the posting of Your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

21. Content Backups:

Although regular content backups are performed, Rizzle does not guarantee there will be no loss or corruption of data. Corrupt or invalid backup points may be caused by, without limitation, corrupted content before being backed up or changes during the time a backup is performed. We will provide support and attempt to troubleshoot any known or discovered issues that may affect the content backups. But You acknowledge that Rizzle has no liability related to the integrity of content or the failure to restore content to a usable state successfully. You agree to maintain a complete and accurate copy of any content in a location independent of the Service.

22. Intellectual property rights:

Rizzle respects the intellectual property rights of others. Our policy is to respond to any claim with regards to infringement a copyright or other intellectual property infringement of any User/ third party. At Rizzle we deal with infringing claims as per the following steps:

• To remove or disable access to the infringing material;
• Notify the content provider, member, or user that infringing material has been removed or access has been to the material; and
• In case there are repeating offenders infringing the intellectual property rights of User/ third person, such offenders shall be completely restricted from the access to Rizzle's services.

The Users will have the following options while selecting stock media for their content:

• Storyblocks & Getty
• Self-Upload media
• Combination of both
• Third party sources

Scenarios and Intellectual Property Rights Ownerships:

A. Storyblocks & Getty: Whenever You use the media from the stock options made available to You either from these sources, You understand and acknowledge that You shall only be a licensed User for such content as per our Terms.

B. Self-Upload Media: Whenever You use the media from Your own media or sources to which You have complete ownership and liability, You will own the rights related to such content as per our Terms.

C. Combination of both: In the event You upload media from Your device and use the media from the stock options made available to You either from Getty or Storyblocks, You shall only be a licensed user to use such content as per our Terms but will have liability on the content.

D. Third-Party Clips: If You intend to upload third-party media from any third-party sources such usage shall fall within the doctrine of fair usage.

23. Riders: In order to use Rizzle's services You hereby acknowledge that You will agree to the set of Riders.

24. Team-Level Subscriptions:

(24.1) For all “Grow” and “Scale” Users:

You can create or join a team on Rizzle that allows You to collaborate with others. There is a designated team owner. Each team may have one or more people identified as administrators (each, an “Administrator”) by the team owner or another Administrator. Both the team owners and Administrators can add, modify or remove people from the team as well as manage their permissions and access to the contents. Only the team owner may assign a new team owner.

If You add a person to a team, You represent and warrant that You or Your organization have obtained all necessary consent from that person to be added. Suppose You enable account management services that allows You to manage the teams and users using Rizzle at your organization. In that case, You represent and warrant that You are authorized to do so on behalf of Your team and/or organization.

You hereby acknowledge that Rizzle is not responsible for any actions taken by team owners or Administrators.

25. Third-Party Services:

Rizzle, for offering its Services, has associated with certain third party service providers ( “Mandatory Third Party Services”). Rizzle acknowledges and agrees that it shall not share any personal and sensitive information of Yours with any such third parties.

Apart from the Mandatory Third Party Services, You may elect to use the Service in conjunction with third-party websites, platforms, or apps. Your use of a third party service is subject to the Terms applicable to that third party service. Rizzle makes no representations or warranties in relation to the third party services and expressly disclaims all liability arising from Your use of third party services.

To read more about Rizzle's third-party policy, kindly refer here

26. Social Media:

You hereby acknowledge and agree that You shall be solely responsible for all actions/liabilities arising from sharing the contents created using Rizzle's Services on social media platforms with the help of third parties.

27. Takedown Clause:

(27.1) In circumstances where the relationship between Us and the third parties whose licenses Rizzle holds is terminated or discontinued, We will inform You about such discontinuation and the impact such discontinuation shall have on Our Services.

(27.2) In circumstances when the media stocks that You have used/have access to are removed from Rizzle's Services incidental to the conduct of the third parties who either owned or were the rights holder of such media stock, then You shall not be further eligible to use such media stocks either in existing videos or in future videos.

28. Data security:

Rizzle shall maintain physical, technical, and administrative security measures to protect Your information from unauthorized access, destruction, use, modification, or disclosure.

29. Changes to the Terms:

Rizzle reserves the right, at its sole discretion, to modify or replace these Terms at any time. We will inform You promptly about such changes. By continuing to access Our Service after such changes are effective, You agree to be bound by the revised Terms.

If you have any questions, complaints, or claims with respect to Our services, you may contact Us at legal@rizzle.com  For other queries, email Us at support@rizzle.com