Terms of Service

These Terms of Service ("Terms") constitute a legal agreement between you and Tasko ("Tasko," "we," "us," "our"), governing your use of the Tasko services (described below) through the website located at www.tasko.ai (the "Site") and its related services (collectively, the "Services"). By accessing or using the Services, you agree to be bound by these Terms of Service.

1. Customers and Authorized Users

These Terms apply to both Customers and Authorized Users, as applicable and as set forth below.

a) Customer: A "Customer" refers to you or the Organization that you represent when agreeing to these Terms and creating an account on the Tasko Service. You will be identified as the Customer based on the information provided during the account creation process. If you create an account without organizational authority, you will be considered the Customer as an individual. For instance, if you signed up with a personal email address and invited a few friends to collaborate on a startup idea before forming a company, you will be the Customer. However, if you sign up using a primary email address associated with your company's domain and possess the necessary authority to bind your company to these Terms, your company will be the Customer.

b) Authorized User: An "Authorized User" is a person who has been invited by a Customer or a person with administrative access to a Customer's account to participate in that Customer's account.

c) Organization: An "Organization" refers to a legal entity, such as a corporation, limited liability company, company, or any other legal entity, excluding natural persons.

2. Acceptance of the Terms

By creating an account or entering into an agreement to purchase a Subscription (as defined below), you agree to be bound by these Terms as a Customer, either as an individual or on behalf of the Organization you represent, as applicable.

By accepting an invitation to join an account created by a Customer or indicating your assent to these Terms, you agree to be bound by these Terms as an Authorized User of a Customer's Subscription.

In either case, you represent and warrant that:

1. You have read, understood, and agree to be bound by these Terms.

2. You are at least 13 years of age.

3. You have the authority to enter into these Terms on behalf of yourself or, if applicable, the Organization you represent.

If you disagree with these Terms, you may not access or use the Services. Please note that our Services are not intended for users under the age of 13; if you are younger than 13, you may not use the Service.

These Terms incorporate the Tasko Privacy Policy available at https://tasko.ai/privacy by reference.

3. Changes to the Terms

These Terms may be revised from time to time. We will notify you of any changes by posting the updated Terms on the Services and indicating the "Last Updated" date below. Material changes will also be communicated to you via email using your provided email address. Any changes to these Terms will become effective thirty calendar days after the notification for existing Customers and Authorized Users. In contrast, for new Customers and Authorized Users who enter into these Terms after the new "Last Updated" date, the changes will be effective immediately. Your continued use of the Services following such changes will indicate your acknowledgment of the revised Terms and agreement to be bound by them.

4. Access to the Service

Customers may agree with Tasko to purchase a subscription that grants access to and use the Service, subject to these Terms ("Subscription"). Tasko, at its sole discretion, may also offer Customers the option to access and use the Service without payment, subject to these Terms ("Unpaid Subscription").

Tasko reserves the right to terminate any Unpaid Subscription at any time, at its sole discretion, without liability to the Customer or any Authorized User. In the case of a Subscription, the Customer and its Authorized Users will have access to and use the Service for the duration specified in the Subscription. However, Tasko reserves the right to modify or discontinue the Service, with or without notice, and without liability to any Customer or Authorized User. If you object to such modifications, your only option is to cease accessing the Services.

5. Use of the Services

a. In order to access the Service, you may be required to provide accurate and up-to-date information about yourself, such as identification or contact details.

b. You agree to use the Services only for purposes that are permitted by the Terms and in compliance with all applicable laws, rules, and regulations.

c. You agree not to access or attempt to access the Service through any automated means, including the use of scripts or web crawlers. You shall comply with any instructions set out in the robots.txt file present on the Services.

d. You agree not to engage in any activity that interferes with or disrupts the Service or the servers and networks connected to the Service.

e. You agree not to reproduce, duplicate, copy, sell, trade, resell, or attempt to create a substitute or similar service using or accessing the Services for any purpose.

f. You agree not to copy, modify, create a derivative work of, reverse engineer, decompile, or attempt to extract the source code of the Services or any part thereof unless expressly permitted or required by law.

g. You agree that before transmitting any personal data (as defined by the European Union General Data Protection Regulation), protected health information (as defined by the United States Health Insurance Portability and Accountability Act of 1996), or any other regulated data to Tasko, you will first enter into a separate agreement with Tasko regarding the transmission and processing of such data and ensure compliance with applicable laws. Tasko does not screen the content you submit and relies on your compliance with this provision.

h. You agree that you are solely responsible for your conduct and the content you submit while using the Services, and you understand and accept any consequences thereof.

i. You agree to maintain the confidentiality and security of your password and other account information. If you become aware of any unauthorized use of your password or account, you agree to notify Tasko immediately at hello@tasko.ai.

j. You acknowledge that certain users assigned as Admin Users by the Customer may have administrative privileges to access and modify your Content on the Service. Admin Users may also remove your access to the Customer account and such Content. Tasko will not be liable to you for any actions taken by Admin Users.

6. Organization Accounts

If the domain of the primary email address associated with your account is determined by Tasko to be owned by an Organization (e.g., detected as a Google Workspace account or referenced on Organization websites), certain account information (such as your username) will be visible to other users who have registered with email addresses from the same domain.

If an authorized representative of the Organization that owns the domain of your primary email address wishes to purchase a Subscription and add you to its account, certain information about your existing account, including your name and email address, will be accessible to the Organization's Admin Users. Your account and related Content will be added to the Organization's account without your prior consent.

If you do not wish to share this information and Content as described in this Section 6, please create your account using a personal email address instead of an email address owned by an Organization. If you believe Tasko has incorrectly identified your email address as being owned by an Organization, please notify us in writing at hello@tasko.ai.

7. Billing and Payment

a. For each Subscription, Tasko will bill the Customer in advance for the use of the Services, as indicated in the Subscription, and in the amount and frequency specified. Tasko reserves the right to modify pricing at any time, subject to compliance with the terms of any existing Subscriptions for the duration of the term. In such cases, price increases during the term will take effect upon the renewal of the Subscription. If a Customer upgrades to a higher pricing level or tier, any remaining balance from previous Subscription payments will be credited to the new level or tier. All fees paid for a Subscription are non-refundable.

b. Each Customer agrees to maintain valid and up-to-date credit card billing information on file with Tasko. Customers may update this billing information at any time in the account settings. Tasko may, at its sole discretion, permit payment by invoice if agreed upon in writing.

c. All payments due are in U.S. dollars, unless otherwise agreed in writing by Tasko. Payments by credit card are due upon the commencement of the Subscription and each subsequent renewal. Payments by invoice are due within 10 days from the invoice date, unless otherwise agreed in writing. Late payments will incur interest at the rate of 1.5% per month or the highest rate permitted by law, whichever is lower. Customer will be responsible for all reasonable expenses incurred by Tasko in collecting late payments, including attorney's fees. Tasko may suspend or downgrade a Customer's account if fees are not paid when due.

d. At the end of each Subscription term, the Subscription will automatically renew for successive terms equal to the original Subscription term, unless the Customer terminates the Subscription prior to the renewal.

e. The Customer is responsible for any taxes, duties, and customs fees associated with its Subscription, except for Tasko's income tax. The Customer agrees to pay Tasko all amounts due under its Subscription without any reduction for Taxes. If Tasko is obligated to collect or pay Taxes, the Taxes will be invoiced to the Customer unless a valid tax exemption certificate authorized by the appropriate taxing authority is provided. If the Customer is required by law to withhold any Taxes from payments to Tasko, official tax receipts or other appropriate documentation must be provided to support such payments.

8. Content in the Services

You understand that all information and web content which you may have access to as part of, or through your use of, the Services (the "Content") is the sole responsibility of the person from which such Content originated. By using the Services, you may be exposed to Content that you may find offensive, indecent, or objectionable, and that, in this respect, you use the Services at your own risk. Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services, may be protected by intellectual property rights owned by the sponsors or advertisers who own such Content. Tasko reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse, or remove any or all Content from any Service. You agree that you are solely responsible for any Content that you create, transmit, or display while using the Services and for the consequences of your actions (including any loss or damage which Tasko may suffer) by doing so.

9. Proprietary Rights

a. You acknowledge and agree that Tasko owns and retains all legal right, title, and interest in and to the Services, including all intellectual property rights related thereto (whether registered or unregistered, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information designated as confidential by Tasko, and you shall not disclose such information without Tasko's prior written consent.

b. Tasko hereby grants you a personal, worldwide, royalty-free, non-sublicensable, non-assignable, non-exclusive, non-transferable, and revocable license to access and use the Services in compliance with these Terms. You acknowledge and agree that you do not acquire any intellectual property rights under these Terms, except for the limited license explicitly granted herein.

c. You retain copyright and any other rights you already hold in the Content that you submit, share, upload, post, or display on or through the Services. You hereby grant Tasko a limited license to use your Content to provide the Services. This includes the right to access, use, process, reproduce, adapt, modify, translate, publish, and distribute the Content:

• as requested by you or a User;

• as necessary to manage accounts, provide Support, and provide and improve the Services, including identifying, investigating, or resolving technical or security problems and detecting and protecting against fraud; and

• as required by applicable law, regulation, legal process, or enforceable governmental request and to detect and prevent violations of these Terms.

d. Tasko may anonymize and aggregate your Content (referred to as "Anonymized Content") for the purpose of analyzing and improving the Service's performance, developing machine learning algorithms, recommending publicly available applications or web content to other users, producing and publishing marketing content, and other business operations. You hereby grant Tasko a worldwide, non-exclusive, royalty-free license to use, copy, reproduce, distribute, prepare derivative works of, display, and perform any and all Anonymized Content for such purposes, provided that no use of the Anonymized Content identifies you, the Customer, or any Authorized User.

e. You represent and warrant to Tasko that you have all the rights, power, and authority necessary to grant the above licenses. You agree that you will not submit, share, upload, post, or display Content on or through the Service that is copyrighted, protected by trade secret, or otherwise subject to third-party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from the rightful owner to submit, share, upload, post, or display the Content and to grant Tasko all the license rights granted herein.

10. Publicity

If you are creating an account on behalf of an Organization, you hereby grant Tasko permission to use and display your Organization's name and logo on Tasko's website and in marketing materials, and to identify you as a customer of Tasko. To request the removal of this identification, please notify us in writing at hello@tasko.ai. Please note that in certain cases, we may be unable to remove your information. If we are unable to fulfill your request, we will inform you of the reasons for such inability.

11. Termination

These Terms will remain in effect until terminated by either you or Tasko as outlined below.

Either party may terminate any Subscription in the event that the other party materially breaches these Terms and fails to remedy such breach within 30 days after receiving written notice of the breach.

A Customer may terminate a Subscription at any time by: (a) notifying Tasko at hello@tasko.ai; or (b) using the interface provided as part of the Services. Please note that no refund of prepaid but unused fees will be provided to the Customer.

An Authorized User may terminate these Terms at any time by: (a) notifying Tasko at hello@tasko.ai; or (b) using the interface provided as part of the Services.

Tasko may terminate these Terms or any Subscription at any time if: (a) the Customer or any Authorized User breaches any provision of the Terms, or it becomes evident that they do not intend to or cannot comply with the provisions of the Terms; (b) Tasko is required to do so by law, making the provision of Services unlawful; (c) Tasko is transitioning to no longer provide Services in your area of residence or use; or (d) the provision of Services to you is no longer commercially viable in Tasko's sole opinion.

Tasko may terminate any Unpaid Subscription at any time with or without notice.

Upon termination of these Terms or any Subscription, all legal rights, obligations, and liabilities arising prior to the termination or expressed to continue indefinitely shall survive such termination indefinitely.

12. Exclusion of Warranties

THE SERVICES ARE PROVIDED "WITH ALL FAULTS," "AS IS," AND "AS AVAILABLE." TASKO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING THE OPERATION OF THE SERVICES. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND ACCURACY. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

TASKO DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT YOUR ACCESS TO THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR BUGS. TASKO MAKES NO WARRANTY REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE.

TO THE EXTENT THAT TASKO MAY NOT DISCLAIM ANY IMPLIED WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED UNDER SUCH APPLICABLE LAW.

13. Limitation of Liability

IN NO EVENT WILL TASKO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOSS OF USE, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, REGARDLESS OF THE CAUSE OF ACTION OR THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, EVEN IF TASKO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, TASKO'S MAXIMUM AGGREGATE LIABILITY UNDER THIS AGREEMENT OR RELATED TO THE SERVICE SHALL NOT EXCEED THE GREATER OF (I) $50, AND (II) THE TOTAL AMOUNT OF FEES PAID BY YOU TO TASKO DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE LIABILITY FIRST ARISES.

TO THE EXTENT THAT TASKO MAY NOT LIMIT LIABILITIES AS A MATTER OF APPLICABLE LAW, THE EXTENT OF TASKO'S LIABILITY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.

14. Indemnification

You hereby agree to indemnify, defend, and hold Tasko, its resellers, partners, officers, directors, agents, affiliates, and licensors (the "Indemnified Parties") harmless from and against any claim or liability arising out of:

(a) any Content you submit, share, upload, post, or display on or through the Service; (b) any use of your Content by Tasko end users; (c) any breach or noncompliance with any representation, warranty, or obligation in these Terms or applicable policies; and (d) any claim that your Content violates any applicable law, including without limitation, the rights of a third party.

You shall fully cooperate in the defense of any claim. Tasko reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You acknowledge that damages for improper use of the Services may be irreparable; therefore, Tasko is entitled to seek equitable relief, including injunction and preliminary injunction, in addition to all other remedies.

15. Copyright Policies

Tasko does not tolerate infringement of intellectual property rights on its Services. Tasko may remove any Content if it believes or has reason to believe that such Content infringes on another's copyright. Without prior notice and at its sole discretion, Tasko reserves the right to:

(a) Remove any Content that violates these Terms; (b) Disable your ability to share or upload Content within the Service; or (c) Terminate your access to the Service,

Tasko may take such actions if:

(a) You upload or share Content that violates these Terms; or (b) You are determined to be a repeat infringer, under appropriate circumstances.

Tasko reserves the right, in its sole discretion, to determine whether your conduct is inappropriate or compliant with these Terms for violations other than copyright infringement. Such violations may include, but are not limited to, pornography, obscene or defamatory material, etc. Tasko may terminate your access to the Service and remove any objectionable Content without prior notice, at its sole discretion.

If you believe that Tasko or any user of the Services has violated your copyright, trademark, or other rights in your work, please contact us in accordance with the U.S. Digital Millennium Copyright Act ("DMCA") at hello@tasko.ai.

16. General Legal Terms

a. The Terms constitute the entire legal agreement between you and Tasko and govern your use of the Services, superseding any prior agreements between you and Tasko regarding the Services.

b. You agree that Tasko may provide you with notices, including those regarding changes to the Terms, via email, regular mail, or postings on the Services.

c. You agree that if Tasko does not exercise or enforce any legal right or remedy contained in the Terms (or granted under any applicable law), it does not constitute a waiver of Tasko's rights, and such rights and remedies will still be available to Tasko.

d. If any court of law with jurisdiction rules that any provision of these Terms is invalid, that provision will be removed from the Terms without affecting the validity and enforceability of the remaining provisions.

e. The Terms, and your relationship with Tasko under the Terms, shall be governed by the laws of the State of California, without regard to its conflict of laws provisions. You and Tasko agree to submit to the exclusive jurisdiction of the courts located within San Mateo County, California, to resolve any legal matter arising from the Terms. However, Tasko retains the right to seek injunctive remedies or an equivalent type of urgent legal relief in any jurisdiction.