Last updated 1 August 2022

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Thank you for choosing to be part of our community at Briidge Inc. ("briidge", "Company," "we," "us," or "our"). If you have any questions or concerns about these Terms & Conditions, please contact us at hello@briidge.ai.

In these Terms & Conditions, if we refer to:

• “App” means the briidge mobile app.

• "Services," we are referring to our App, and other related services, including any sales, marketing, or events.

• “You” or “Customer” we mean you or any user of the App.

These Terms & Conditions apply to and govern all use of the App on the IOS platform. Please read the following carefully before, using, downloading or installing the App. By doing any of the foregoing, you are agreeing to be bound by and become a party to these Terms &Conditions. If you do not agree with the terms of these Terms & Conditions, you may not use, download or install the App.

 

1. Scope of Agreement. You are being granted rights under these Terms & Conditions for the purpose of accessing and using one or more of briidge’s proprietary, hosted software applications, application platform interfaces, services, features and/or functionalities, including the App.

2. Limited Use Rights. For the term of these Terms & Conditions, briidge grants to Customer a limited, non-transferable, non-exclusive, revocable license to you to download, install (if applicable) and use the App on compatible devices that are owned by you, subject to the terms of these Terms & Conditions. briidge hosts and retains physical control over the App and only makes the App available for access and use by Customer over the internet through a web-browser or mobile device. Nothing in these Terms & Conditions obligates briidge to deliver or make available any copies of computer programs or code from the App to Customer, whether in object code or source code form. briidge reserves the right, in its sole discretion, to revoke access and use of the App at any time. Further, briidge reserves the right to enter Customer’s account on the App as needed to: (i) monitor or measure use of the App; (ii) validate certain features or functionality of the App; and (iii) to provide services or support necessary to maintain the App.

3. The App comprises of copyright works of briidge and its licensors. The App is licensed, not sold. Any use, reproduction or redistribution of the App not in accordance with the terms of these Terms & Conditions is expressly prohibited.

4. Use Restrictions.  You must not do any of the following with the App except to the extent expressly permitted by these Terms & Conditions:

   • sell, copy, reproduce, translate, communicate, reverse engineer, publish, distribute, rent, loan, sub-license, derive source code from, modify, adapt, merge, disassemble, decompile, create derivative works based on or otherwise transfer or deal in copies or reproductions of the App or any part or interest in it to other parties in any way (except where the App expressly permits you to take screen grabs from the App);

   • engage in any act that briidge deems to be in conflict with the spirit or intent of the App including without limitation using cheats, exploits, automation software, bots, hacks, mods or any unauthorized third-party software designed to modify or interfere with the App;

   • attempt to gain unauthorized access to the App or to the computers, devices, servers, or networks connected to them by any means other than the user interfaces provided by briidge;

   • use the App for any illegal or immoral purposes; or

   • upload or post any content to the App that defames, threatens or harasses any person, promotes discrimination on the grounds of race, gender, nationality, religion, sexual orientation or age, or contains material that could harm worry or embarrass another person, or otherwise upload or post any objectionable content or engage in any abusive behavior.

5. Intellectual Property. The parties acknowledge that these Terms & Conditions do not transfer any right, title or interest in any intellectual property right to the other. briidge maintains all rights, title and interest in and to all its patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The limited rights granted to you to access and use the App under these Terms and Conditions do not convey any additional rights in the App, or in or to any Intellectual Property Rights associated therewith. Subject only to the limited rights to access and use the App as expressly provided herein, all rights, title and interest in and to the App and all hardware, software and other components of or used to provide the App, including all related Intellectual Property Rights, will remain with and belong exclusively to briidge.

6. The App may contain certain licensed materials licensed by third parties to briidge. All trade marks and other rights are the property of their respective owners.

7. The App may include intellectual property, or references, relating to third parties such as (without limitation) real-world events, people, organizations, places, stadia, venues, companies and competitions or other real-world references. Except where we may have licensed rights from the relevant party, we do not represent that we have a connection with or any arrangement with such rights owners. We may in some instances make limited use of unlicensed third-party intellectual property for the limited purposes of providing information about and/or to identify real-world facts in an honest and fair way and as permitted by applicable law.

8. Term and Termination. These Terms & Conditions are effective until terminated. We may temporarily discontinue the App, at any time for the purposes of upgrades, maintenance or other service administration reasons. We will use our reasonable endeavours to limit the length of time this occurs for. You may terminate these Terms & Conditions at any time and for any reason by deleting and removing the App from your device. 

9. We may terminate these Terms & Conditions if you fail to abide by any of the terms and conditions of this these Terms & Conditions at any time and for any reason, or if we reasonably suspect that you have failed to abide by any of the terms and conditions of these Terms & Conditions. We may take any action we deem reasonable in our sole discretion against users who do not comply with the terms of these Terms & Conditions, which may include banning users. We reserve the right to determine what conduct we consider to be in violation of, or otherwise outside the intent or spirit of, these Terms & Conditions. However, if what you have done can be put right we will give you a reasonable opportunity to do so.

10. Without prejudice to the other provisions in these Terms & Conditions, we may terminate our agreement with you (in whole or in part) for any reason at our discretion upon reasonable notice to you and you will not be entitled to any compensation or any refund.

11. Following termination of these Terms & Conditions for the App for any cause, you will no longer be permitted to use the App (nor use the Virtual Items in connection therewith) and you will be required to delete the App from your devices. Please be aware that, where applicable, any saved conversations or other information or data relating to your App user account (where applicable) may thereafter be deleted and/or become inaccessible.

12. Access Rights. Customer will not share their personal App access rights with any other individual.

13. Suspension of Services. briidge may immediately suspend Customer’s access to and use of the App if: (i) Customer is in breach of Section 12, provided that the suspension will continue only for as long as reasonably necessary for Customer to remedy the breach; (ii) Customer is in breach, or briidge reasonably suspects that Customer is in breach, of Section 4, and in which case Customer’s rights under these Terms and Conditions .

14. Third Party Tool Integrations. If applicable, the App may integrate with third party services. Customer hereby consents to the sharing of the information in the App with these third party services and certifies that it has any and all required consents for doing so.

15. Disclaimer of Warranties. THE APP IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY OTHER WARRANTY OR GUARANTEE OF ANY KIND (EXPRESS OR IMPLIED) OTHER THAN THOSE SET OUT IN THE TERMS OF THESE TERMS & CONDITIONS. BRIIDGE MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE APP, INCLUDING ANY REPRESENTATION THAT THE SERVICES THEREUNDER WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, BRIIDGE DISCLAIMS ANY IMPLIED OR STATUTORY WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IN RESPECT OF THE APP. IN NO EVENT SHALL BRIIDGE BE LIABLE FOR ANY DAMAGE WHATSOEVER ARISING OUT OF THE USE OF OR INABILITY TO USE THE APP, EVEN IF BRIIDGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ARE ADVISED TO SAFEGUARD IMPORTANT DATA, TO USE CAUTION AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE APP.

16. Indemnity.  Customer agrees to indemnify and hold briidge, its officers, directors and employees harmless from and against any and all losses, liabilities, claims, costs and expenses (including attorneys’ fees) that result from any claims related to Customer’s access, use or misuse of the App, or any act or omission by Customer in violation of these Terms & Conditions. For the avoidance of doubt, Customer agrees briidge shall not be liable for any content created through the platform, or as a result of any connection made through the platform and customer agrees to hold briidge harmless from and against any and all losses, liabilities, claims, costs and expenses (including attorneys’ fees) in relation to such content. 

17. Dispute Resolution, Governing Law and Venue. The parties will attempt to resolve any dispute related to these Terms & Conditions through good faith, informal negotiation. If initial negotiation does not resolve the dispute, the parties will select a mutually agreed mediator in a mutually agreed location to attempt to resolve the dispute. If mediation fails to resolve the dispute, either party may file an action in a federal court in the Northern District of California only and each party irrevocably submits to the jurisdiction and venue of the applicable courts. The laws of the State of California govern these Terms & Conditions. The prevailing party in any litigation may seek to recover its legal fees and costs. Any breach of confidentiality obligations in these Terms & Conditions, or any unauthorized use of the services or a party’s intellectual property by the other, may cause irreparable harm. In no event may these Terms & Conditions be governed by the United Nations convention on contracts for the international sale of goods.

18. Compliance with Laws and Legal Advice. Each party must comply with all laws, rule or regulations applicable to such party’s activities in relation to these Terms & Conditions, including export control laws of the United States which are applicable to the App and which may prohibit use of the App in certain sanctioned or embargoed countries. briidge will not provide Customer with any legal advice regarding compliance with data privacy or other relevant laws, rules or regulations in the jurisdictions in which Customer uses the App (“Laws”). The parties acknowledge and agree that not all features, functions and capabilities of the App may be used in all jurisdictions and Customer recognizes that certain features, functions and capabilities may need to be configured differently or not used in certain jurisdictions in order to comply with applicable local Laws, and in certain jurisdictions consents may need to be obtained from individuals submitting data via the App as to the intended purpose, storage, distribution, access and use of the data submitted (“Local Use Decisions”). Customer is responsible for Local Use Decisions and briidge disclaims all liability for Local Use Decisions.

19. Miscellaneous. These Terms & Conditions does not create a partnership, agency relationship, or joint venture between the parties. Any assignment of these Terms & Conditions by Customer in whole or in part without briidge’s prior written consent will be null and void, except an assignment to a successor that is not a competitor of briidge’s made in connection with a merger or sale of all or substantially all of Customer’s assets or stock or to an affiliate. If these Terms & Conditions is translated into a language other than English, the translation is for convenience only, and the English language version will prevail. If any provision of these Terms & Conditions is unenforceable, that provision will be modified to render it enforceable to the extent possible to affect the parties’ intention and the remaining provisions will not be affected. Failure of briidge to enforce a right under these Terms & Conditions shall not act as a waiver of that right or the ability to later assert that right relative to the particular situation involved. These Terms & Conditions include the Privacy Policy and any schedules and exhibits attached hereto. Such documents encompass the entire agreement between Customer and briidge with respect to the subject matter hereof and supersede all prior representations, agreements and understandings, written or oral. These Terms & Conditions may only be altered, amended or modified by duly executed written instrument. All notices to be provided by briidge to Customer under these Terms & Conditions may be delivered in writing (a) by nationally recognized overnight delivery service (“Courier”) or US mail to the contact mailing address provided by Customer on any form; or (b) electronic mail to the electronic mail address provided for eta Customer’s Existing Account owner. Customer must give notice to briidge in writing either by email at hello@briidge.ai or by Courier or US Mail to the following address: 511 North 14th street, Nashville, TN 37206, United States. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above. You may not assign these Terms & Conditions without the prior written consent of briidge. Subject to the foregoing, these Terms & Conditions shall be binding upon the parties and their respective administrators, successors and assigns.