Platform Terms

Effective Date: February 7, 2025

This Terms of Use document (the "Terms") governs the access to and use of Entitl's Platform (as defined below) by Publishers (entities or individuals wishing to provide such material), Buyers (entities providing technology solutions and services), and Users (individuals accessing Entitl's website or services).

Entitl is a company incorporated under the laws of the United States of America. Entitl operates a technology platform facilitating access to content belonging to Publishers for Buyers. References to the term 'Entitl' in these terms shall include, where applicable, any subsidiary, affiliate, or related entity

By accessing or using the Platform or Entitl's websites https://entitl.ai ("Site"), you agree to comply with these Terms, all applicable laws, and regulations of your country of usage. By accessing the Platform, you agree to be legally bound by these Terms and all modifications thereof. Entitl may modify these Terms prospectively from time to time in its sole discretion. Your continued use of the Platform following the posting of any changes to these Terms constitutes your acceptance of such changes. You agree to be notified of changes to the Terms via posting of updates on the Site, and, at Entitl's sole discretion, by electronic mail to Buyer and Publisher through the email address provided by them under any agreement entered into between such Buyer and Publisher with Entitl.

If you do not agree with any part of these Terms, you must discontinue your use of the Platform or website immediately.

I. Definitions

For the purposes of these Terms:

  1. Buyer: Entities providing technology solutions, including artificial intelligence ("AI") services, that access and use the content provided by Publishers through the Platform and has entered into an agreement with Entitl and the Publisher.
  2. Grievance Officer: The individual appointed by Entitl to address complaints and ensure compliance with applicable laws and regulations.
  3. Platform: The Entitl technology platform that allows entities such as third-party enterprises/business customers to access copyright-protected content in the form of text, images, videos etc. for their commercial use from the Publisher. The Platform shall also include all software, tools, website, and services provided by Entitl to facilitate transactions between Publishers and Buyers.
  4. Publisher: Entities involved in online or web publication, providing content through the Platform for use by Buyers or their users.
  5. Services: The tools, functionalities, and support offered by the Platform to facilitate interactions between Publishers and Buyers.
  6. User: Any individual or entity accessing Entitl's website or services, whether or not they are Publishers or Buyers. All Users must comply with these Terms while interacting with the Platform or website.

II. Platform Basis

The Platform is offered on an "as-is" and "as-available" basis, without any warranties or guarantees, express or implied. Entitl does not guarantee that the Platform will meet all specific requirements of Publishers or Buyers, operate without interruption or be free of errors, or that any outcomes derived from the use of the Platform will be accurate, reliable, or suitable for the intended purpose. All Users, including Publishers and Buyers, are responsible for ensuring their compliance with these Terms and the reliability of their respective data or content uploaded, downloaded, or otherwise shared on the Platform. Entitl assumes no liability for the quality, legality, or appropriateness of any content exchanged on the Platform.

III. Additional Terms

For Buyers and Publishers, these Terms are in addition to and supplement any contractual agreement entered into between the Buyer and Publisher with Entitl. In the event of any conflict or contradiction between these Terms and such contractual agreement, the terms of the applicable contractual agreement shall supersede.

IV. General Covenants

In relation to your use and access to the Platform, you represent, warrant, and provide the following undertakings:

  1. For the purposes of use of the Platform, you confirm that you are 18 years of age and have a sound mental capacity.
  2. You are not restricted by any legal, regulatory, judicial, quasi-judicial or other authority, to access the Platform.
  3. You agree to access the Platform only for purposes that are permitted by these Terms, any contractual relationship between Entitl with you and in accordance with applicable laws.

V. Your Conduct

By using the Platform, you acknowledge and agree that:

  1. You will access the Platform for lawful purposes and in compliance with applicable laws, and refrain from doing anything which we reasonably believe to be disreputable or capable of damaging our reputation;
  2. You will not use the Platform to cause nuisance, annoyance or inconvenience to Entitl or any other party;
  3. You will not misuse the Platform or attempt to defraud either Entitl or any other party;
  4. You will not indulge in any fraudulent activities including, but not limited to intentionally falsifying information, creating dummy/ duplicate accounts for fraudulent purposes, prevent or impair the proper functioning of the Platform, falsify documents, records, or other data for fraudulent purposes, or any other activity which is in contravention of applicable laws, is in violation of these Terms, or is not intended or permitted under these Terms;
  5. You will not use the Platform for unlawful purposes, including but not limited to sending or storing any unlawful material or for fraudulent purposes;
  6. You will not impair the proper operation of the Platform and you will not use any device, software, routine, file or other tool or technology, which includes any viruses, trojan horses, worms, time bombs or cancelbots, intended to damage, interfere with or affect functionality or operation of the Platform, to surreptitiously intercept or expropriate any system, data or information in connection with the access to the Platform or as hosted/ available on the Platform, or to affect the operation of any other websites or the internet;
  7. You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure associated with the Platform, including but not limited to denial-of-service attacks, crypto-mining, "spam" or any other such unsolicited overload technique;
  8. You will not copy, or distribute the Platform or its contents without written permission from Entitl;
  9. You will not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Platform in any way;
  10. You will not modify or make derivative works based upon the Platform;
  11. You will not disclose to anyone your password or account information or facilitate another person's access to your account;
  12. You will not create internet "links" or "frame" or "mirror" any application on any other server or wireless or Internet-based device; or reverse engineer or access the Platform in order to:
    1. design or build a competitive product or service;
    2. design or build a product using similar ideas, features, functions or graphics of the Platform;
    3. copy any ideas, features, functions or graphics of the Platform; or
    4. launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program that may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Platform;
    5. You will not use the Platform with an incompatible or unauthorized device designed to circumvent technological measures employed to control access to, or the rights in, any element protected by copyright laws.
  13. In addition to the foregoing, you will not upload, display, share, host, publish or transmit any information that:
    1. Belongs to another person and to which you do not have a right to such information or any content that could cause any person, including you, to be in breach of any contractual obligations or fiduciary duties, including any confidentiality obligations;
    2. Is harmful, offensive, harassing, obscene, pornographic, paedophilic, invasive of another's privacy including bodily privacy, hateful, racially or ethnically objectionable, disparaging, relating to or encouraging money laundering or betting and gambling, or online games or dangerous activities (including violence) or self-harm, or otherwise unlawful in any manner whatsoever, or promoting hatred, violence, discrimination including on the basis of race, religion, age, gender, disability or sexuality;
    3. Infringes any patent, trademark, copyright or any other proprietary rights;
    4. Harms minors in any way or is harmful to child;
    5. Any commercial material or content (including solicitation of funds, advertising, or marketing of any good or services);
    6. Deceives or misleads the addressee about the origin of such messages, or communicates any misinformation or information which is patently false and untrue or misleading in nature;
    7. Impersonates another person;
    8. Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;
    9. Threatens the unity, integrity, defence, security or sovereignty of a State, friendly relations between States, or public order or causes incitement to the commission of any offence or prevents investigation of any offence or is insulting any other nation;
    10. Is in the nature of an online game that is not verified as a permissible online game under the applicable law;
    11. Is in the nature of unsolicited or unauthorized advertising or promotional materials, including "junk mail", "spam", "chain letters", "pyramid schemes", or any other prohibited form of solicitation or advertisement or surrogate advertisement under applicable laws, which may include but is not limited to advertisements related to betting and gambling, online gaming, etc.;
    12. Violates any laws of a State or which may disrupt or interfere with the legitimate judicial process of a State.
  14. Entitl reserves the right to immediately terminate/temporarily suspend your access to the Platform should you not comply with any of the rules provided in these Terms.

VI. Disclaimer

  1. ENTITL MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES PROVIDED ON THE PLATFORM AND/OR THE PLATFORM. ENTITL DOES NOT REPRESENT OR WARRANT THAT (A) THE ACCESS OF THE PLATFORM WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE ACCESS TO THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (F) THE PLATFORM OR THE SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE PLATFORM IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS.
  2. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third-party rights, are hereby excluded and disclaimed to the highest and maximum extent. You acknowledge and agree that the entire risk arising out of your access to the Platform remains solely and absolutely with you, and you will have no recourse whatsoever to Entitl.
  3. Entitl does not represent or endorse the accuracy or reliability of any information or advertisement contained on, distributed through, or linked, downloaded or accessed from any of the services contained on the Platform, or the quality of any products, information or other materials displayed, or obtained by you as a result of any product, information or other materials displayed, or obtained by you as a result of an advertisement or any other information or offer in or in connection with a service.
  4. All rights not otherwise claimed under these Terms or by Entitl are hereby reserved.
  5. Entitl is not responsible for the behaviour, actions, or inactions of the Publisher or the quality, factual accuracy, intellectual property of the content provided by the Publisher or the services that may be provided to you by the Publisher. The Platform's role is limited to the facilitation of access of Publisher's content to Buyer.
  6. For the avoidance of doubt, it is clarified that the Platform itself does not provide license or access to copyrightable content, and is not a service provider. You acknowledge and understand that Entitl's role is limited to that of an intermediary between a Buyer and a Publisher.
  7. Entitl will not be responsible for failures in the performance of any service provided by the Publisher to the Buyer or any action or omission of an action by Buyer or Publisher likewise. The Platform makes no guarantee or warranty with respect to the accuracy or reliability of the content provided by the Publisher.
  8. Entitl has no responsibility and no obligation on how the Buyer uses the information/content it accesses from the Platform. Nor does Entitl have any responsibility or obligation for any content/output generated by any application/technology developed by the Buyer which is including but not limited to chatbots, virtual assistants, or other artificial intelligence applications.
  9. Entitl is not responsible for any third-party websites and their content. Entitl makes no warranties or conditions regarding such third-party websites, and has no responsibility for the contents of or materials made available to you by such third-party websites, and will not be liable for any loss or damage caused by your use of or reliance on such third-party websites and their contents.
  10. Entitl will reasonably keep the Platform functioning and offer you uninterrupted access but does not guarantee that the Platform is or shall be free of errors, defects, malware and viruses or that the contents in the Platform are correct, up to date and accurate. Entitl assumes no liability whatsoever for any monetary or other damage or loss suffered by you on account of the inaccuracy in the content available through the Platform and/or failure, interruption or errors in the operation of the Platform.
  11. Entitl will further not be liable for damages resulting from the use of or the inability to use the Platform, including but not limited to damages resulting from failure or delay in delivery of electronic communications, interception or manipulation of electronic communications by third parties or by computer programs used for electronic communications and transmission of viruses.
  12. Access to the Platform may occasionally be unavailable, delayed, limited or slowed, from time to time, due to the inherent nature of the internet, among other factors, including but not limited to:
    1. Failures in servers, networks, hardware (including your own computer or mobile device), telecommunication lines and connections, or other electronic and mechanical equipment;
    2. Software malfunctions, including but not limited to bugs, errors, viruses, configuration issues, system incompatibility, utilities or application issues, firewall operations, screening programs, unreadable codes, or irregularities in specific documents or content;
    3. Overload of system capacities;
    4. Damage caused by extreme weather, earthquakes, wars, insurrection, riots, civil disturbances, acts of God, accidents, fires, water damage, explosions, mechanical breakdowns, or natural disasters;
    5. Interruptions (whether partial or complete) of power supplies or other utility services, strikes, or other labour disruptions (whether partial or complete);
    6. Any governmental or regulatory restrictions, exchange rulings, court or tribunal orders, or other forms of human intervention; or
    7. Any other cause (whether similar or dissimilar to the above) beyond the control of Entitl.
  13. Any issues related to payment processing, such as transaction failures, delays, or errors, are the responsibility of the respective banks or payment service providers. For assistance with such matters, please contact your bank or payment service provider directly, as Entitl has no control over their systems or processes.
  14. You agree to indemnify and hold Entitl, its employees, officers, directors, investors, agents, consultants, assignees, affiliates, partners, contractors, attorneys, accountants, advertisers, and any and all other individuals and organizations providing services on behalf of Entitl harmless from all claims, liabilities, losses, damages, and expenses (including attorneys' fees and expenses) arising out of or relating to (a) your use of any part of the Platform; (b) your use of any content, products or services made available by third-parties through the Platform, including without limitation any damage to any software or hardware as a result of any viruses; (c) your alleged breach of these Terms; or (d) a Tax Claim. Indemnification under these Terms is in addition and supplemental to any indemnification provided by you under any contractual arrangement between you and Entitl.
  15. If this limitation of liability or the exclusion of warranty set forth above is held inapplicable or unenforceable for any reason, then Entitl's maximum liability, unless otherwise provided under a contractual arrangement between you and Entitl, for any type of damages shall be limited to one-hundred US dollars ($100). If you are dissatisfied with any portion of the Platform, or with any of these Terms, your sole and exclusive remedy is to discontinue using the Platform in accordance with any contractual arrangement between you and Entitl.

VII. Intellectual Property Rights

  1. Entitl is the sole owner and lawful licensee of all the rights to the Platform or any other digital media and its contents. Content includes its design, layout, text, images, graphics, sounds, video, etc. the website, Entitl, or any other digital media content that embodies trade secrets and Intellectual Property Rights protected under worldwide copyright and other laws. All titles, ownership, and Intellectual Property Rights in the Platform and its content remain with Entitl except the third-party content and any link to third-party websites on the Platform.
  2. The term "Intellectual Property Rights" means all intellectual property rights or similar proprietary rights, including:
    1. patent rights and utility models,
    2. copyrights and database rights including moral rights,
    3. trademarks, trade names, domain names and trade dress and the associated goodwill,
    4. trade secrets, and
    5. industrial design rights;
    6. and for each of the foregoing includes any registrations of, applications to register, and renewals and extensions of, any of the foregoing in any jurisdiction in the world.
  3. All related icons and logos are registered trademarks or service marks or word marks of Entitl in various jurisdictions and are protected under applicable copyrights, trademarks and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
  4. Subject to your compliance with these Terms, Entitl grants you a limited, revocable, non-exclusive, non-transferable license to access the Platform.
  5. Aggregated Statistics:
    1. Notwithstanding anything else in these Terms, Entitl may monitor Buyer's access to Publisher's content in an aggregate and anonymous manner, for the purpose of preparing usage reports and invoices including compiling statistical and performance information related to the provision and operation of the Platform ("Aggregated Statistics"). All rights, titles and interest in the Aggregated Statistics and all Intellectual Property Rights therein, belong to and are retained solely by Entitl. User, Buyer and Publisher acknowledge and agree that Entitl may: (i) make such Aggregated Statistics publicly available, and (ii) use such information to the extent and in the manner required by applicable law and for purposes of data gathering, analysis, service enhancement and marketing, provided that such data and information does not identify User, Buyer or Publisher.

VIII. Governing Law and Dispute Resolution

  1. Unless otherwise specified in any agreement between the Publisher and Buyer with Entitl, these Terms shall be governed by the laws of the United States of America, without respect to its conflict of laws principles. Jurisdiction for any claims, lawsuits, or other actions (collectively, "Claims") arising under this agreement shall lie exclusively with the courts within the United States of America. The U.N. Convention of Contracts for the International Sale of Goods is expressly excluded from any interpretation of this Agreement. If any provision of these Terms are found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect. No waiver of any terms herein shall be deemed a further or continuing waiver of such term or any other term. You agree that neither you, nor your representatives, shall have the right or authority to bring any Claims on a class action basis or on bases involving Claims brought in a purported representative capacity on behalf of the general public, other subscribers, or other persons similarly situated.

IX. Contact Information

For any queries, concerns, or grievances, please contact:

  1. Grievance Officer: Abhishek Dadoo
  2. Email: legal@entitl.ai
  3. Phone: +1 857-800-8380
  4. Address: 36 Carpenter Street, #02-01, Singapore 059915