23 July 2019
These Terms are binding on any use of the Service and apply to You from the time that Antenn.AI provides You with access to the Service.
By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any entity for whom you use the Service.
These Terms were last updated on the date first shown above. The changes will be effective immediately.
"Access Fee" means the monthly or yearly fee (excluding any taxes and duties) payable by You in accordance with the Fee Schedule.
"Antenn.AI" means AIBC Pte Ltd which is a company incorporated in the Republic of Singapore and all current and future global subsidiaries of AIBC Pte Ltd.
"Confidential Information" includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
"Data" means any data inputted by You or with Your authority into the Website.
"Fee Schedule" means the information relating to subscriptions and billing set out on the Antenn.AI subscriptions and billing pages on the Website, or any other page(s) on the Website notified by Antenn.AI, which may be updated or amended by Antenn.AI from time to time.
"Intellectual Property Right" means any patent, trademark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
"Invited User" means any person or entity, other than the Subscriber, that uses the Service with the authorisation of the Subscriber from time to time. More than one Invited User shall be collectively referred to as "Invited Users".
"Service" or "Services" means the online political monitoring tools and services made available (as may be changed or updated from time to time by Antenn.AI) via the Website.
"Subscriber" means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
"Website" means the Internet site at the domain www.Antenn.AI.com or any other site operated by Antenn.AI.
"You" means the Subscriber, and where the context permits, an Invited User. "Your" and "Yours" have a corresponding meaning.
Use of Software
Antenn.AI grants You the right to access and use the Service via the Website with the particular user roles available to You according to Your subscription type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement. You acknowledge and agree that, subject to any applicable written agreement between the Subscriber and the Invited Users, or any other applicable laws:
i. the Subscriber determines who is an Invited User and what level of user role access to the relevant organisation and Service that Invited User has ii. the Subscriber is responsible for all Invited Users’ use of the Service; iii. the Subscriber controls each Invited User’s level of access to the relevant organisation and Service at all times and can revoke or change an Invited User’s access, or level of access, at any time and for any reason, in which case that person or entity will cease to be an Invited User or shall have that different level of access, as the case may be; iv. if there is any dispute between a Subscriber and an Invited User regarding access to any organisation or Service, the Subscriber shall decide what access or level of access to the relevant Data or Service that Invited User shall have, if any.
As a condition of these Terms, when accessing and using the Services, You must:
i. not attempt to undermine the security or integrity of Antenn.AI's computing systems or networks or, where the Services are hosted by a third party, that third party's computing systems and networks;
ii. not use, or misuse, the Services in any way which may impair the functionality of the Services or Website, or other systems used to deliver the Services or impair the ability of any other user to use the Services or Website;
iii. not attempt to gain unauthorised access to any materials other than those to which You have been given express permission to access or to the computer system on which the Services are hosted;
iv. not transmit, or input into the Website, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use); and
v. not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Services or to operate the Website except as is strictly necessary to use either of them for normal operation.
vi. not compete with AIBC Pte Ltd in the provision of political monitoring or research tools that are accessed online, in any market in the world.
Confidentiality and Privacy
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
The provisions of Clauses 4.1.1 and 4.1.2 shall not apply to any information which:
i. is or becomes public knowledge other than by a breach of this Clause;
ii. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
iii. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
iv. is independently developed without access to the Confidential Information.
Warranties and Acknowledgements
You acknowledge that:
i. The Subscriber and Invited Users are authorised to use the Services and the Website and to access the information and Data that they input into the Website, including any information or Data input into the Website by any person you have authorised to use the Service. You are also authorised to access the processed information and Data that is made available to You through Your use of the Website and the Services (whether that information and Data is Your own or that of anyone else).
ii. For each Invited User account, the Subscriber may nominate only one Invited User, unless the Subscriber has written consent from AIBC Pte Ltd. Where multiple users are found to be using a single Invited User account, the Subscriber agrees to purchase additional licences for the service at an undiscounted price, back-dated to a date in accordance with the Service’s best estimate of when such unauthorised use first took place.
iv. Antenn.AI has no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer a benefit on any person other than You. If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
a. You are responsible for ensuring that You have the right to do so; b. You are responsible for authorising any person who is given access to information or Data, and you agree that Antenn.AI has no obligation to provide any person access to such information or Data without Your authorisation and may refer any requests for information to You to address; and c. You will indemnify Antenn.AI against any claims or loss relating to Antenn.AI's refusal to provide any person access to Your information or Data in accordance with these Terms and/or Antenn.AI’s making available information or Data to any person with Your authorisation.
v. The provision of, access to, and use of, the Services is on an "as is " basis and at Your own risk.
vi. Antenn.AI does not warrant that the use of the Service will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. Antenn.AI is not in any way responsible for any such interference or prevention of Your access or use of the Services.
vii. Antenn.AI is not Your adviser and use of the Services does not constitute the receipt of advice.
viii. It is Your sole responsibility to determine that the Services meet the needs of Your business and are suitable for the purposes for which they are used.
ix. You remain solely responsible for complying with all applicable laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
Limitation of Liability
i. breach any of these Terms and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied; ii. breach any of these Terms and the breach is not capable of being remedied (which includes (without limitation) any breach of Clause 3.4 or any payment of Access Fees that are not paid in full in accordance with the requirements set out in the Fee Schedule); or iii. You or Your business become insolvent or Your business goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction,
Antenn.AI may take any or all of the following actions, at its sole discretion:
a. Terminate this Agreement and Your use of the Services and the Website; b. Suspend for any definite or indefinite period of time, Your use of the Services and the Website; c. Suspend or terminate access to all or any Data. d. Take any of the actions in sub-clauses a, b and c of this Clause 8.4 in respect of any or all other persons whom You have authorised to have access to Your information or Data.
For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of Your Billing Contacts, Billing Plans or any of Your Organisations (as defined at Clause 3) is not made in accordance with the requirements set out in the Fee Schedule, Antenn.AI may: suspend or terminate Your use of the Service, the authority for all or any of Your Organisations to use the Service, or Your rights of access to all or any Data.