Free AI generators: Discover this AI Assistant tool

MAGICLEY.AI USER AGREEMENT

LAST UPDATED: AUGUST 30, 2024

IMPORTANT – PLEASE CAREFULLY READ AND UNDERSTAND THESE TERMS OF SALE BEFORE ACCESSING, USING, OR PLACING AN ORDER THROUGH OUR WEBSITE. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES (SEE SECTIONS 12 AND 13). THESE TERMS FORM AN ESSENTIAL BASIS OF OUR AGREEMENT. PLEASE PRINT AND RETAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.

Your use of https://magicley.com, including any sub-domains thereof, affiliated websites, website applications such as our generative-AI web application (“GWA”), and mobile applications (collectively, the “Website”), which are owned and maintained by MAGICLEY.AI, LLC (“Magicley.AI,” “we,” “our,” “us”), are governed by the policies, terms, and conditions set forth below. Please read them carefully. We offer the Website, including all information, tools, products, and services available from the Website to you, the user, conditioned upon your acceptance of all terms, conditions, policies, and notices stated here. By accessing, using, or submitting information over the Website, you agree to the terms set forth herein. If you do not agree to these terms and conditions in their entirety, you are not authorized to use the Website in any manner or form whatsoever.

THIS AGREEMENT CONTAINS ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW IN SECTION 14 OR IF YOU OPT-OUT. PLEASE CAREFULLY REVIEW THE DISPUTE RESOLUTION PROVISIONS IN SECTION 14 BELOW, WHICH DESCRIBES YOUR RIGHT TO OPT-OUT.

You can review the most current version of the terms at any time on this page https://magicley.com/terms (“Terms”, “Agreement”). We reserve the right to update, change, or replace any part of these Terms by posting updates and/or changes to our Website. It is your responsibility to check this page periodically for changes. YOUR CONTINUED USE OF OR ACCESS TO THE WEBSITE FOLLOWING THE POSTING OF ANY CHANGES CONSTITUTES BINDING ACCEPTANCE OF THOSE CHANGES.

‍

TERMS OF USE

‍

1. WEBSITE USE

By using the Website and agreeing to these Terms, you represent that you are at least the age of majority in your state or province of residence. If you use the Website, you affirm that you have the legal capacity to enter into a binding contract with us, have read this Agreement, and understand and agree to its terms.

2. PRIVACY & SECURITY DISCLOSURE

Any personal data we receive from you, whether through the use of our website, GWA or any activity related to Magicley.AI, will be handled in accordance with our Privacy Policy, which may be viewed at https://magicley.com/page/privacy-and-policy. By using our services, you agree the Privacy Policy is incorporated into these Terms by reference and constitutes a part of these Terms. We may collect, use, and disclose your personal data for the purposes described in our Privacy Policy. If you do not agree with our Privacy Policy, please do not use our services.

We control and operate the online and mobile resources from within the United States of America (the “U.S.”). Information collected through the Website may be stored and processed in the United States or any other country in which our vendors or we maintain facilities. Although we do not actively block or monitor visitors from other countries, the Website is directed only at visitors from the U.S. As such, this Agreement is consistent with U.S. law and practice and is not adapted to other laws (including European data security and privacy laws).

3. GENERAL CONDITIONS AND WEBSITE USER CONDUCT RESTRICTIONS

All aspects of our Website are protected by U.S. and international copyright, trademark, and other intellectual property laws. You do not acquire any ownership or other rights by downloading or using the Website or any material on it.

All material on the Website, including, without limitation, all informational text, photographs, animation, illustrations, artwork, software, music, sound, photographs, graphics, audio, video, messages, files, documents, images, or other materials (collectively, the “Materials”), whether publicly posted or privately transmitted, as well as all derivative works, are owned by Magicley.AI. Magicley.AI disclaims any proprietary interest in trademarks, service marks, logos, slogans, domain names, and trade names other than its own. Trademarks, logos, images and service marks displayed on the Website, including on the GWA, are the property of their rightful owners and used with permission. You agree not to display or use such marks and without Magicley.AI's prior written permission.

The Materials on the Website, as well as the GWA but excluding Generated Materials, may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, including by e-mail or other electronic means, without the prior written consent of Magicley.AI. Any modification of the Materials, use of the Materials on any networked computer environment or application, or use of the Materials for any purpose other than for personal, non-commercial use could constitute a violation of the copyright, trademark, and other proprietary rights in the Materials and is expressly prohibited.

‍

You agree not to use or attempt to use the Website or any products or services in any unlawful manner. You further agree not to commit any unlawful act or attempt to commit any unlawful act on or through the Website including, but not limited to: (1) hacking and other digital or physical attacks on the Website; (2) publishing vulgar, obscene, or defamatory material; (3) any other unlawful act; (4) use the GWA in a way that infringes, misappropriates, or violates any person’s rights; (5) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the GWA (except to the extent such restrictions are contrary to applicable law); (6) use output from the GWA to develop models that compete with Magicley.AI; (7) except as permitted through the GWA, use any automated or programmatic method to extract data or output from the GWA, including scraping, web harvesting, or web data extraction; (8) represent that output from the GWA was human-generated when it is not; (9) buy, sell, or transfer GWA keys without our prior consent; or (10), send us any personal information of children under 13 or the applicable age of digital consent.

4. ACCOUNT REGISTRATION

In order to access some of the products or services of the Website, you will be required to create an account. By creating this account, you agree to the following:

You may only maintain a single account per product or service offered through our Website;
You may never share your account user name or password or knowingly provide or authorize access to your account;
You may never use another user’s account without permission;
When creating your account, you must provide accurate and complete information;
You are solely responsible for the activity that occurs on your account, and you must keep your account password secure;
You must notify us immediately of any breach of security or unauthorized use of your account; and
You will be liable for any use made of your account or password and the losses of Magicley.AI or others due to such unauthorized use. We will not be liable for your losses caused by any unauthorized use of your account.

Magicley.AI has the right, in its sole discretion, to cancel your account or suspend your access to the Website.

5. TRIAL PERIOD FOR SUBSCRIPTIONS

Subscription payments are non-refundable after three (3) days of your last monthly or annual billing cycle, and all sales are final unless otherwise indicated. When you cancel your subscription, you will have access to the product or service until the end of that subscription period. If you request to cancel within three (3) days of your last monthly billing cycle, we will gladly issue you a refund for that current month. If you request to cancel after the “3 Calendar Day Refund Window”, please enjoy the benefits of your membership for the remainder of the billing cycle. Then, we will automatically remove your membership access and make sure you aren’t billed moving forward. You may rejoin a membership product or service at any time after cancellation so long as we are accepting memberships at that time. We simply make your account “inactive” and will reactivate your membership upon request, pending availability.

From time to time, Magicley.AI may advertise a money-back guarantee in connection with the purchase of a particular product or service. The terms of that guarantee will be stated at the time of purchase. Regardless of the specific terms of any advertised money-back guarantee, the money-back guarantee shall only be available for the stated period. Additionally, customers who elect a refund under any money-back guarantee and then resubscribe to the same product or service within a two-year period will not be entitled to any applicable money-back guarantee.

From time to time, Magicley.AI may advertise a three (3) day “Free Trial” for certain products and services when you purchase directly from Magicley.AI. By signing up for our free trial, you are agreeing to automatic enrollment in any subscription services at the end of the trial period. Unless you choose to cancel before the end of your free trial, the payment method you provided will be automatically charged the subscription fee applicable to the plan you selected at sign-up. You may then cancel your subscription at any time by accessing your account or by contacting Customer Support by email at contact@magicley.com. Free trials are only available one time per product and service offered by Magicley.AI.

6. ORDER PLACEMENT AND ACCEPTANCE; SUBSCRIPTION BILLING DISCLOSURE

Your electronic order confirmation, or any form of confirmation, does not signify our acceptance of your order. We reserve the right to accept or deny anyone’s order for any reason. In the event we deny your order, you will receive a refund to your original form of payment. You understand and agree that we will not be liable for any losses or damages that may result from our refusal to provide you any product or service. We reserve the right to require additional information before processing any order.

Many of Magicley.AI’s products and services are offered on a subscription basis. If you purchase a subscription, it is automatically billed each stated period (e.g. monthly or annual) to the payment method you provided when you purchased the subscription unless and until you cancel the subscription. We may use an account updater to automatically update your payment information in the event it changes, in which case, your renewal will be billed to the updated account information. If you wish to cancel your subscription, you may do so at any time; however, you must cancel your subscription at least forty-eight (48) hours prior to your next billing date to avoid being billed for the next renewal period. You can cancel your subscription by accessing your account. You may also cancel your subscription by contacting us by email at: contact@magicley.com

7. MODIFICATIONS TO THE WEBSITE AND PRICES

We reserve the right to modify or discontinue access to the Website (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of access to the Website. Certain products or services may be available exclusively online through the Website.

All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. Any offer for any product or service made on this Website is void where prohibited.

8. THIRD PARTY WEBSITES

This section applies to everyone who interacts with our online presence, including social media postings, comment sections, feeds, and other elements of social media postings viewable on YouTube, TikTok, Meta, LinkedIn, or any of the many other available external third-party platforms we may use (“Social Media Presence”).

The sites and platforms that host our Social Media Presence are not controlled by us and therefore have their own privacy policies and terms of use. We have no obligation to monitor or remove any material.

9. TESTIMONIALS, REVIEWS, AND OTHER SUBMISSIONS

Anything that you submit or post to the Website and/or provide us, including without limitation, photographs, testimonials, ideas, know-how, techniques, questions, reviews, comments, testimonials, and suggestions (collectively, “Submissions”) is and will be treated as non-confidential and nonproprietary, and we shall have the right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, and create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions. You represent and warrant that you are the owner or have sufficient rights to share the Submissions with us. Magicley.AI does not guarantee anyone’s success or that anyone will earn/experience the results that are portrayed on this Website. The testimonials and reviews portrayed on this Website are exceptional results from our most successful users. These testimonials do not represent the generally expected user experience, nor do they guarantee future success.

Furthermore, by using any of the communications tools available as part of our services, you acknowledge and agree that (a) all communications tools constitute public, and not private, means of communication between you and the other party or parties, (b) communications sent to or received from third party service providers or other third parties are not endorsed, sponsored or approved by Magicley.AI in any manner (unless expressly stated otherwise by Magicley.AI) and (c) communications are not pre-reviewed, post- reviewed, screened, archived or otherwise monitored by Magicley.AI in any manner, though Magicley.AI reserves the right to do so at any time at its sole discretion in accordance with these Terms. Additionally, through such communication tools, Magicley.AI may make certain types of services available to you. You acknowledge and agree that such services (e.g., chat room services) may be monitored or recorded for quality control purposes and that the information or material provided as part of the services is provided for educational purposes only.

Magicley.AI reserves the right to correct grammatical and typing errors, to shorten testimonials prior to publication or use, and to review all testimonials prior to publication or use. Magicley.AI shall be under no obligation to use any, or any part of, any testimonial or review submitted.

10. USER COMMUNICATIONS

By using any Magicley.AI services, and accessing the services, you expressly consent to receive electronically all communications, agreements, documents, notices and disclosures (“Notices'') that we provide in connection with your account and your use of the services. Notices may, without limitation, take the form of electronic mail, in-app messages, and in-Website communications. Additionally, Notices may take the form of electronic mail containing promotional, marketing, and advertising information and recommendations that we believe may be of interest to you. If you do not wish to receive such promotional emails, you may unsubscribe at any time by following the instructions within, and Magicley.AI will honor any requests to unsubscribe within 30 days.

Magicley.AI may, at its discretion, use SMS services to deliver Notices to end users and clients. The information received is requested by the end user or is based on an existing business relationship or transaction with Magicley.AI. The information sent does not contain advertising or a solicitation. Message frequency varies. Message and data rates may apply. Users can text HELP to the sending number for help and reply STOP to cancel receiving text messages. Carriers are not liable for delayed or undelivered messages.

11. PAYMENT

All charges are in U.S. Dollars. All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. Any offer for any product or service made on this Website is void where prohibited.

By submitting payment information to us, you represent and agree that: (i) you are fully authorized to use that card or account; (ii) all payment information provided is complete and accurate; (iii) you will be responsible for any payment card fees; and (iv) that sufficient funds exist to pay us the amount(s) due.

We and our third-party payment service providers may request, and we may receive, updated credit card information from your credit card issuer, such as updated card numbers and expiration date information when your credit card has expired. If such updated information is provided to us and our third-party payment service providers, we will update your account information accordingly. Your credit card issuer may give you the right to opt-out of providing vendors and third-party payment service providers with your updated credit card information. If you wish to opt-out of your credit card’s updating service, you should contact your credit card issuer.

We are not responsible for any fees or charges that your bank or credit card issuer may apply. If your bank or credit card issuer reverses a charge to your credit card, we may bill you directly and seek payment by another method, including a mailed statement.

12. DISCLAIMER OF WARRANTIES

ANY GENERATED MATERIALS CREATED BY THE GWA IS THE SOLE RESPONSIBILITY OF THE ENTITIES WHO HAVE PROVIDED THE SUBMISSIONS TO THE GWA. MAGICLEY.AI MAKES NO REPRESENTATIONS ABOUT AND DOES NOT ASSUME ANY RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, COMPLETENESS, TRUTHFULNESS OR TIMELINESS OF SUCH GENERATED MATERIALS, INCLUDING WITHOUT LIMITATION, THE ACCURACY AND TRUTHFULNESS OF ANY GENERATED MATERIALS. MAGICLEY.AI SHALL NOT BE RESPONSIBLE FOR ANY DECISIONS RELATED TO THE GENERATED MATERIALS MADE BY YOU. IN ADDITION, EXCEPT WHERE PROHIBITED BY LAW, THIS WEBSITE AND ALL SERVICES PROVIDED ARE PROVIDED ON AN “AS IS”, AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO AND EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) OUR SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH THE WEBSITE OR THE GWA WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR (B) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. 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 DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

13. DISCLAIMER OF LIABILITIES

EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT SHALL MAGICLEY.AI OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE CONTENT, THE GWA, THE PRIVACY POLICY, THE SERVICES, OR YOUR OR A THIRD-PARTY’S USE OR ATTEMPTED USE OF THE WEBSITE OR ANY SERVICE, REGARDLESS OF WHETHER Magicley.AI HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE. IF, NOTWITHSTANDING THE LIMITATIONS OF LIABILITY SET FORTH ABOVE, Magicley.AI IS FOUND LIABLE UNDER ANY THEORY, Magicley.AI ’S LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO USD $500.00. THIS LIMITATION OF LIABILITY SHALL APPLY FOR ALL CLAIMS, REGARDLESS OF WHETHER Magicley.AI WAS AWARE OF OR ADVISED IN ADVANCE OF THE POSSIBILITY OF DAMAGES OR SUCH CLAIMS. SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

14. DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS PROVISION CAREFULLY; IT REQUIRES YOU TO ARBITRATE ANY DISPUTE OR CLAIM BETWEEN YOU AND Magicley.AI ON AN INDIVIDUAL BASIS.

YOU AGREE THAT ANY DISPUTE OR CLAIM ARISING FROM OR RELATING TO THIS ARBITRATION PROVISION, Magicley.AI’S PRIVACY POLICY OR TERMS OF SALE, Magicley.AI’S ADVERTISING OR MARKETING PRACTICES, OR Magicley.AI’S PRODUCTS OR SERVICES SHALL BE SUBMITTED TO BINDING, FINAL, AND CONFIDENTIAL ARBITRATION BEFORE A SINGLE ARBITRATOR ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) UNDER ITS CONSUMER ARBITRATION RULES. THIS ARBITRATION PROVISION SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT (“FAA”), 9 U.S.C. §§ 1-16, AND THE ARBITRATOR SHALL BE BOUND BY THE TERMS OF THIS ARBITRATION PROVISION. THE ARBITRATOR SHALL HAVE THE EXCLUSIVE AND SOLE AUTHORITY FOR DETERMINING WHETHER A DISPUTE OR CLAIM IS ARBITRABLE. THE ARBITRATOR SHALL FOLLOW APPLICABLE SUBSTANTIVE LAW OF THE STATE OF TEXAS TO THE EXTENT CONSISTENT WITH THE FAA, AND SHALL BE AUTHORIZED TO AWARD ALL REMEDIES AVAILABLE IN AN INDIVIDUAL LAWSUIT UNDER SUBSTANTIVE LAW, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, STATUTORY AND PUNITIVE DAMAGES, DECLARATIVE, INJUNCTIVE AND OTHER EQUITABLE RELIEF, INCLUDING PUBLIC INJUNCTIVE RELIEF, AND ATTORNEYS’ FEES AND COSTS WHERE AVAILABLE UNDER APPLICABLE SUBSTANTIVE LAW. THE ARBITRATOR MAY ONLY RESOLVE DISPUTES OR CLAIMS BETWEEN YOU AND Magicley.AI AND MAY NOT CONSOLIDATE CLAIMS OR PROCEEDINGS WITHOUT Magicley.AI’S CONSENT. THE ARBITRATOR MAY NOT HEAR CLASS OR REPRESENTATIVE CLAIMS OR REQUESTS FOR RELIEF ON BEHALF OF OTHER INDIVIDUALS. IF A COURT OR ARBITRATOR DECIDES THAT ANY PART OF THIS AGREEMENT TO ARBITRATE CANNOT BE ENFORCED AS TO A PARTICULAR CLAIM FOR RELIEF OR REMEDY, THEN THAT CLAIM OR REMEDY (AND ONLY THAT CLAIM OR REMEDY) MUST BE BROUGHT IN COURT AND ANY OTHER CLAIMS MUST BE ARBITRATED.

NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, YOU AGREE THAT Magicley.AI HAS THE RIGHT TO BRING A CLAIM AGAINST YOU IN THE STATE OR FEDERAL COURTS OF TEXAS FOR INJUNCTIVE RELIEF, EQUITABLE RELIEF, OR OTHERWISE ARISING FROM ANY POTENTIAL OR ACTUAL MISAPPROPRIATION OR INFRINGEMENT OF Magicley.AI’S INTELLECTUAL PROPERTY RIGHTS AND YOU AGREE THAT VENUE IS PROPER AND THAT YOU ARE SUBJECT TO PERSONAL JURISDICTION IN SUCH FORUM.

UNLESS YOU TIMELY OPT-OUT, YOU WILL NOT HAVE THE RIGHT TO: (A) HAVE A COURT OR JURY DECIDE YOUR DISPUTE OR CLAIM; (B) OBTAIN INFORMATION PRIOR TO THE HEARING TO THE SAME EXTENT THAT YOU WOULD HAVE IN COURT; (C) PARTICIPATE IN A CLASS ACTION IN COURT OR IN ARBITRATION, EITHER AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR CLASS OPPONENT; (D) ACT AS A PRIVATE ATTORNEY GENERAL IN COURT OR IN ARBITRATION; OR (E) JOIN OR CONSOLIDATE YOUR DISPUTE OR CLAIM WITH THE DISPUTE OR CLAIM OF ANY OTHER PERSON. OTHER RIGHTS THAT YOU WOULD HAVE HAD IF YOU WENT TO COURT MAY ALSO NOT BE AVAILABLE IN ARBITRATION.

YOU MAY OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE THAT YOU PURCHASED A PRODUCT OR SERVICE THROUGH Magicley.AI’S WEBSITE BY SENDING AN EMAILTO: contact@magicley.com STATING YOUR NAME, THE PRODUCT YOU PURCHASED, AND YOUR INTENT TO OPT OUT OF ARBITRATION.

15. INDEMNIFICATION

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Magicley.AI , its parent, subsidiaries, predecessors, successors and affiliates, and their respective partners, officers, directors, agents, representatives, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, from and against any and all claims, actions, losses, liabilities, damages, expenses, demands and costs of any kind, including, but not limited to, reasonable attorneys’ fees, arising out of, resulting from, or in any way connected with or related to (1) your breach of these Terms, the documents they incorporate by reference, (2) your breach of any representations or warranties in this Agreement; (3) your use or distribution of the Submissions or Generated Materials, or (4) your violation of any law or the rights of a third-party.

16. THIRD-PARTY WEBSITES AND LINKS

Our Website may include materials from third-parties or links to third-party websites. We are not liable for any third-party materials or websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the applicable third-party.

17. AI GENERATED SCRIPTS

You may submit or post to and/or provide us through the GWA information, including without limitation, basic information, questionnaire information, product background, know-how, techniques, reviews, comments, testimonials, and suggestions (collectively, “Submissions”) and receive the output generated and returned by the GWA based on the Submissions (“Generated Materials”). Submissions and Output are collectively (“Content”).

As between the parties and to the extent permitted by applicable law, you own all Submissions. Subject to your compliance with this Agreement, Magicley.AI hereby assigns to you all its rights, title, and interest in and to Generated Materials. This means you can use Generated Materials for any purpose, including commercial purposes such as sale or publication if you comply with this Agreement. Magicley.AI may use Generated Materials to provide and maintain the GWA, comply with applicable law, and enforce our policies. You are responsible for Content, including for ensuring that it does not violate any applicable law or this Agreement.

Generated Materials may not be unique across users, and the GWA may generate the same or similar output for Magicley.AI or a third party. Furthermore, due to the probabilistic nature of machine learning, the use of our GWA may, in some situations, result in incorrect Generated Materials that do not accurately reflect real people, places, or facts. You must evaluate the accuracy of any Generated Materials as appropriate for your use case, including by using human review of the Generated Materials. Magicley.AI will not be liable in any way for any General Materials posted by you, including, without limitation, any errors or omissions in the content, any violations of the rights of any third parties, including intellectual property rights, or for any loss or damage of any kind incurred by you as a result of the use or display of any Generated Materials posted, e-mailed or otherwise transmitted.

In the event that you distribute or publish the Generated Materials, you represent and warrant that (i) all claims and other information contained within the Generated Materials are true, not misleading, and have reliable substantiation, (ii) the Generated Materials do not infringe, misappropriate or violate any person’s rights and (iii) the Generated Materials and distribution of Generated Materials complies with all applicable federal and state law, including without limitation advertising, consumer protection, and intellectual property law.

18. DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE

This Website maintains specific contact information provided below, including an email address, for notifications of claimed infringement regarding materials posted to this Website. All notices should be addressed to the following contact person:

Notification of Claimed Infringement:

Magicley.AI

Email: contact@magicley.com

You may contact our agent for notice of claimed infringement specified above with complaints regarding allegedly infringing posted material, and we will investigate those complaints. If the posted material is believed in good faith by us to violate any applicable law, we will remove or disable access to any such material, and we will notify the posting party that the material has been blocked or removed.

In notifying us of alleged copyright infringement, the Digital Millennium Copyright Act requires that you include the following information: (i) a description of the copyrighted work that is the subject of claimed infringement; (ii) a description of the infringing material and information sufficient to permit us to locate the alleged material; (iii) contact information for you, including your address, telephone number and/or email address; (iv) a statement by you that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law; (v) a statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the authority to enforce the copyrights that are claimed to be infringed; and (vi) a physical or electronic signature of the copyright owner or a person authorized to act on the copyright owner’s behalf. Failure to include all of the above-listed information may result in a delay of the processing of your complaint.

19. ELECTRONIC COMMUNICATIONS

You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.

20. ASSIGNMENT

You may not assign any of your rights under these Terms, and any such attempt will be null and void. Magicley.AI and its affiliates may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms if some or all of Magicley.AI ’s business is transferred to another entity by way of merger, sale of its assets or otherwise.

21. NO WAIVER

No waiver by Magicley.AI of any term or condition set forth in these Terms 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 by Magicley.AI to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

22. SEVERABILITY

In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms. Such determination shall not affect the validity and enforceability of any other remaining provisions.

23. TERMINATION

Magicley.AI reserves the right to terminate your access to the Website or any of its products or services if it determines that you (1) do not comply with these Terms; (2) provide false, inaccurate, or incomplete information during our registration process; (3) engage in any conduct that would otherwise harm any of Magicley.AI’s rights or interests in its Website, products, services, or other property; or (4) for any or no reason whatsoever without prior notice to you. Magicley.AI may take any other actions necessary in this regard or seek any remedies permitted by law. In the event that we terminate this Agreement, any representations, warranties, and other obligations made or taken by you, shall survive the termination of this Agreement.

24. ENTIRE AGREEMENT

These Terms, the Agreement, and any policies or operating rules posted by us on the Website or with respect to the Website constitute the entire agreement and understanding between you and Magicley.AI, and supersede and replace any prior or contemporaneous agreements. Any ambiguities in the interpretation of these Terms or the Agreement shall not be construed against the drafting party.

25. QUESTIONS OR ADDITIONAL INFORMATION

If you purchased a product or service through the Website, please contact Customer Support by phone or email.

Email address: contact@magicley.com

Terms and Conditions