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Terms and Conditions

Effective: 17 April 2026

Acceptance of the Terms of Use

These Terms of Use are entered into by and between you and Reducto, Inc., a Delaware corporation ("Company," "we," or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference, including the terms of any Account (collectively, "Terms of Use"), govern your use of and access to (i) the free features of our websites (other than Reducto's Standard Tier), discussion forums or other interactive areas or services ("Website Services") and (ii) the services provided by us to you in exchange for payment, whether through consumption, usage, or subscription fees, including Reducto's Standard Tier, even if your usage is free, and any services related thereto, such as customer support ("Subscription Services", Website Services and Subscription Services, collectively, the Services). The account that you register for (the "Account") may include additional terms and conditions, such as pricing and use limitations. The Services include any software that we include as part of the Services, including, without limitation, mobile and desktop applications, scripts, instruction sets, and related documentation (collectively, the Software). To the extent that you enter into a Main Services Agreement, Enterprise Agreement, or the like ("MSA"), with Company, the terms of the MSA will govern and control your use of the services referenced thereunder, and these Terms of Use will only apply to your use of the Website Services and Reducto's Standard Tier.

In these Terms of Use, you, and your and customer will refer to you. If you are registering for an account or using the Services as an individual, you represent and warrant that you are of legal age to form a binding contract with us. If you are registering for an account or using the Services on behalf of an entity or other organization, you are representing and warranting to us that you have the authority to bind that entity or organization to these Terms of Use (and, in which case, the terms you, your and customer will refer to that entity or organization). If you do not meet these requirements, you must not access or use the Services.

Please read the Terms of Use carefully before you start to use the Services. By using the Services, or registering for an account to use the Services, you accept and agree to be bound and abide by these Terms of Use. If you do not want to agree to these Terms of Use, you must not access or use the Services.

The Company does not provide warranties or indemnities for the Website Services and these Terms of Use limit the Company's liability to you.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time, ranging from cleaning up typos to changes in policy. We will notify you of these changes by posting the updated terms to this website. All changes are effective immediately when we post them. However, any such changes will not apply to any dispute between you and the Company arising prior to the date on which we posted the revised Terms of Use incorporating such changes, or when the Terms of Use otherwise become effective.

Your continued use of the Services following the posting of revised Terms of Use means that you accept and agree to the changes. Please review the Terms of Use regularly. If you do not agree to the amended Terms of Use, you must stop using our Services, as any revised Terms of Use are binding on you. If you object to the changes in writing to us, the Terms of Use remain unchanged and we then have the right to terminate the Services upon notice to you.

Use of the Services

Use of Website Services

Subject to your compliance with these Terms of Use and applicable law, we hereby grant you a non-exclusive, limited, revocable right (as set forth herein) for you to access and use the Website Services that we make available to you. Such right to access and use any Website Services is provided by the Company in its sole discretion and is governed by these Terms of Use. We reserve the right to withdraw, terminate or amend the Website Services, and any service or material we provide on the Website Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the Website Services or the entire Website Services.

Use of Subscription Services

Subject to your compliance with these Terms of Use and applicable law and the terms of your Account, including the payment of applicable Fees, we hereby grant you a non-exclusive, limited, revocable right (as set forth herein) for you to access and use the Subscription Services during the term set forth in your Account. We reserve the right to modify or republish the Subscription Services and discontinue individual features within the Subscription Services from time to time and will provide notice of such changes to you via the Subscription Services web portal/website, email, or otherwise. Your use of the Subscription Services is subject to any limitations on use set forth in your Account.

Term, Termination and Suspension

These Terms of Use will remain in effect until terminated.

Website Services Term

With respect to any Website Services, we may suspend or immediately terminate these Terms of Use, including the licenses and rights granted herein and your access and use of the Website Services, and/or we may suspend or disable your access to the Website Services at any time and in our sole discretion. Upon termination, all licenses and rights of use granted herein immediately expire, and you must cease use of the Website Services. You must comply with our instructions to return or delete data accessed or obtained through the Website Services.

Subscription Services Term

With respect to any Subscription Services:

  • The Subscription Services will start on the date set forth in the Account and continue for the term set forth in the Account (the "Subscription Period"), and automatically renew for additional Subscription Periods unless one party gives notice of non-renewal to the other party 30 days prior to the end of the applicable Subscription Period.
  • Either party may terminate the Terms of Use immediately: (i) if the other party fails to cure a material breach of the Terms of Use following 30 days' notice; or (ii) immediately upon notice if the other party (A) materially breaches the Terms of Use in a manner that cannot be cured; (B) dissolves or stops conducting business without a successor; (C) makes an assignment for the benefit of creditors; or (D) becomes the debtor in insolvency, receivership, or bankruptcy proceedings that continue for more than 60 days.
  • Termination of the Terms of Use will automatically terminate all Accounts governed by the Terms of Use. Upon any expiration or termination: (i) Customer will no longer have any right to use the Services, and (ii) we will submit a final bill or invoice for all outstanding Fees accrued before termination and you will pay the invoice according to Section "Payment & Taxes."
  • If you (i) have any outstanding Fees due and payable in the Account for more than 10 days; (ii) breach Section "Intellectual Property Rights" or "Prohibitions on Use"; or (iii) use the Subscription Services in violation of the Terms of Use in a way that negatively impacts the Subscription Services or others, then we may temporarily suspend your access to the Subscription Services with or without notice. However, we will try to inform you before suspending your Account when practical. We will reinstate your access to the Subscription Services only if you resolve the underlying issue.

Account Security

To access the Services or some of the resources it offers, you may be asked to provide certain registration details or other information, including in your Account. It is a condition of your use of the Services that all the information you provide on the Services and in your Account is correct, current, and complete.

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Services or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated any provision of these Terms of Use.

You are responsible for ensuring that all persons and users who access the Services through your account are aware of these Terms of Use and comply with them.

Payment & Taxes

You agree to pay the subscription fees, additional usage fees and other fees (the "Fees") set forth in our standard schedule of fees for the Subscription Services to be provided to you, as may be updated from time, or as otherwise set forth in your Account. All Fees are due and payable as set forth in the standard schedule of fees or as otherwise set forth in your Account. You are responsible for all duties, taxes, and levies that apply to Fees, including sales, use, VAT, GST, or withholding, that we itemize and includes in an invoice or through your Account. However, you are not responsible for our income taxes.

Privacy

For information about how we collect, use, share, or otherwise process information about you and your use of our Services, please see our Privacy Policy here. You agree that all information you provide to register your Account, with the Services or otherwise, including, but not limited to, through the use of any interactive features on the Services, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

Transfer of Personal Data

We process and store information in the U.S. and other countries. By using our Services, you authorize us to transfer your Personal Information across national borders and to other countries where we operate, in accordance with applicable laws and regulations.

Intellectual Property Rights

The Services and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use (i) the Website Services for your personal, non-commercial use only and you must not access or use any part of the Services for any commercial purposes and (ii) the Subscription Services for use by your authorized users ("Authorized Users") for your personal or business purposes, subject to any restrictions herein, and (iii) to the extent expressly permitted in your Account, to incorporate the Subscription Services into your own service offerings and make such service offerings available to your customers ("Downstream Customers").

You must not:

  • Modify copies of any materials from the Services.
  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
  • Reproduce, distribute, modify, create derivative works of, reverse engineer (except to the extent applicable laws prohibit this restriction), publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services.
  • Use the Services, or any content, data, output, or other information received or derived from the Services, to directly or indirectly create, train, test, or otherwise improve any machine learning algorithms or artificial intelligence system, including but not limited to any architectures, models, or weights, to the extent such algorithms or artificial intelligence systems do or may directly or indirectly compete with the Services or any products or services offered by Company or on Company's roadmap.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services in breach of the Terms of Use, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Services or any content on the Services is transferred to you, and all rights not expressly granted are reserved by the Company. You are solely responsible and liable for all use of the Services under your Account, including by any Authorized User or Downstream Customer.

Trademarks

The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.

Prohibited Uses

You agree not to collect, process, parse or store any Sensitive Personal Information (as defined below) using the Services. "Sensitive Personal Information" means an individual's financial information, Protected Health Information under HIPAA, data concerning an individual's sexual behavior or sexual orientation, medical, or health information protected under any health data protection laws, biometric data, personal information of children protected under any child data protection laws (such as the personal information defined under the U.S. Children's Online Privacy Protection Act (COPPA)) and any additional types of information included within this term or any similar term (such as sensitive personal data or special categories of personal information or protected health information) as used in applicable data protection or privacy laws. If you are a business, you also agree to ensure business users compliance with this section (Prohibited Uses).

We may require that you enter into a data processing agreement with us (a "DPA") to use the Services to process, collect, parse, or store Personal Information. If we have a DPA, each party will comply with its obligations in the DPA, the terms of the DPA will control each party's rights and obligations as to Personal Information, and the terms of the DPA will control in the event of any conflict with these Terms of Use. Personal Information means any information that: (i) identifies or relates to an individual who can be identified directly or indirectly from that data alone or in combination with other information in our possession or control or that we are likely to have access to; or (ii) applicable privacy law defines as protected personal information or personal data.

You agree not to:

  • Use the Services in violation of these Terms of Use.
  • Use the Services in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries) or that violates any third party rights.
  • Use the Services for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  • Use the Services to send, knowingly receive, upload, download, use, or re-use any material that is defamatory, libelous or obscene; or that threatens or incites violence or terrorism against any individual or group.
  • Use the Services to transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
  • Use the Services to impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
  • Use the Services to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm the Company or users of the Services, or expose them to liability.
  • Use the Services in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Services, including their ability to engage in real time activities through the Services.
  • Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the Services.
  • Access or use the Services for any competitive purpose.
  • Use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Services.
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer, or database connected to the Services.
  • Attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Services.

User Content and Output

User Content shall mean any text, information, communication, or material, such as audio files, video files, electronic documents, or images, that you upload, import into, embed for use by, or create using the Services. No User Content shall violate any of the Prohibited Uses set forth in these Terms of Use.

Any User Content you post to or upload or process through the Services will be considered non-confidential and non-proprietary. By providing, uploading or processing any User Content on or through the Services, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the non-exclusive, worldwide, royalty-free license and right to use, analyze, aggregate, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such User Content to provide the Services to you, to develop and improve the Services, to develop new offerings or features, and for our other business purposes.

Nothing in this Section will reduce or limit our obligations regarding Personal Information that may be contained in User Content under applicable data protection laws. You represent and warrant that you own or control all rights in and to the User Content and have the right to grant the license granted above to us and our affiliates and service providers, and our licensees, successors, and assigns. You are responsible and liable for obtaining any consents, providing any notices, and otherwise obtaining any rights necessary for us to process and use the User Content as permitted by these Terms and as otherwise instructed by you.

We are not responsible or liable to any third party for the content or accuracy of any User Content posted or uploaded by you or any other user of the Services.

We do not review User Content before it is uploaded or posted to the Services, but we reserve the right to remove or refuse to post any User Content for any or no reason in our sole discretion. We assume no liability for any action or inaction regarding User Content or other transmissions, communications, or content provided by any user or third party.

The Services may generate inferences, parsed data, or other output (collectively, Output), based on prompts or documents that you submit to the Services. We make no representation, warranty, or guarantee that Output will be accurate, unique, or non-infringing, or that the Output will be suitable for any particular purpose. You are solely responsible for evaluating the accuracy, completeness, and suitability of any Output before relying on or using it for any purpose. You acknowledge that Output may contain errors, inaccuracies, or biases, and you agree to implement appropriate human review and validation processes before using Output in any production environment or for any critical business purpose.

Subscription Services Warranty.

We represent and warrant to you that: (i) we will provide the Subscription Services in a professional and workmanlike manner; and (ii) we will not materially reduce the general functionality or security of the Subscription Services during the Subscription Period, provided that we may make such modification on at least 15 days prior written notice to you (the "Subscription Services Warranty"). If we breach this warranty, you must give us notice (with enough detail for us to understand or replicate the issue) within 30 days of discovering the issue. Within 30 days of receiving sufficient details of the warranty issue, we will attempt to restore the general functionality and security of the Subscription Services. If we cannot resolve the issue, you may terminate the affected Account and we will pay you a prorated refund of prepaid Fees, or refund of unused consumption Fees, for the remainder of the Subscription Period. Our restoration obligation, and your termination right, are your only remedy if we don't meet the warranty in this Section.

Feedback.

You may choose to provide us with feedback regarding the Services, including in the form of ideas, suggestions, proposals, or examples involving your User Content ("Feedback"). In such event, you agree that we are free to use the Feedback for our business purposes, including by incorporation into the Services without any payment or attribution or other obligation to you.

Third Party Terms

We may make third-party software and services (including plug-ins and extensions) available to you through the Services as a convenience. Third-party software and services are not Services as defined in the Terms of Use and your acquisition and use of such third-party software and services is solely between you and the third party. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them.

Geographic Restrictions

We provide the Services for use only by persons located in the United States. We make no claims that the Services or any of its content is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

OTHER THAN THE SUBSCRIPTION SERVICES WARRANTY (WHICH DOES NOT APPLY TO ANY WEBSITE SERVICES), THE SERVICES AND OUTPUT ARE PROVIDED "AS-IS WITH ALL FAULTS," AND "AS AVAILABLE." YOU BEAR THE RISK OF USING THE SERVICES AND OUTPUT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY, ITS AFFILIATES, LICENSORS AND THIRD-PARTY PROVIDERS (COVERED PARTIES) DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. THE COVERED PARTIES MAKE NO COMMITMENTS ABOUT THE USER CONTENT OR OTHER CONTENT WITHIN THE SERVICES OR THE OUTPUT. THE COVERED PARTIES FURTHER DISCLAIM ANY WARRANTY THAT (A) THE SERVICES OR OUTPUT WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, VIRUS OR ERROR-FREE; (B) THE RESULTS OBTAINED FROM THE USE OF THE SERVICES OR OUTPUT WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (C) THE QUALITY OF THE SERVICES OR OUTPUT WILL MEET YOUR EXPECTATIONS; OR (D) ANY ERRORS OR DEFECTS IN THE SERVICES WILL BE CORRECTED.

THE COVERED PARTIES SPECIFICALLY DISCLAIM ALL LIABILITY FOR ANY ACTIONS RESULTING FROM YOUR USE OF ANY SERVICES OR OUTPUT. YOUR USE AND ACCESS TO THE SERVICES AND OUTPUT IS AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE USE OF AND ACCESS TO ANY SERVICE, OUTPUT, OR SOFTWARE.

THE COVERED PARTIES ARE NOT RESPONSIBLE FOR: (A) ANY LOSS, CORRUPTION, OR DAMAGE TO YOUR USER CONTENT; (B) THE DELETION OF USER CONTENT; OR (C) THE INCLUSION OF YOUR USER CONTENT BY THIRD PARTIES ON OTHER WEBSITES OR IN OTHER MEDIA.

YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THESE TERMS OF USE IS INTENDED TO AFFECT THOSE RIGHTS, IF AND SOLELY TO THE EXTENT THAT THEY ARE APPLICABLE.

Limitation on Liability

IN NO EVENT SHALL THE COVERED PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, MORAL, EXEMPLARY OR PUNITIVE DAMAGES WHATSOEVER, REGARDLESS OF CAUSE, INCLUDING LOSSES AND DAMAGES (A) RESULTING FROM LOSS OF USE, DATA, REPUTATION, REVENUE, OR PROFITS; (B) BASED ON ANY THEORY OF LIABILITY, INCLUDING BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE, OR OTHER TORTIOUS ACTION; OR (C) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR ACCESS TO THE SERVICES OR OUTPUT. TO THE MAXIMUM AMOUNT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY IN ANY MATTER ARISING OUT OF OR RELATED TO THE TERMS OF USE IS LIMITED TO THE AGGREGATE AMOUNT OF THE GREATER OF (I) ANY FEES PAID AND PAYABLE BY YOU TO COMPANY FOR THE SUBSCRIPTION SERVICES UNDER ITS ACCOUNT AND PURSUANT TO THESE TERMS OF USE IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY OR (II) $500. OUR SUPPLIERS WILL HAVE NO LIABILITY IN ANY MATTER ARISING OUT OF OR RELATED TO THE TERMS OF USE. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION (LIMITATION OF LIABILITY) APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW EVEN IF (A) A REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE; OR (B) THE COVERED PARTIES KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF DAMAGES. THE TERMS OF USE SET FORTH THE ENTIRE LIABILITY OF THE COVERED PARTIES AS WELL AS YOUR EXCLUSIVE REMEDY WITH RESPECT TO ACCESS AND USE OF THE SERVICES.

THESE TERMS OF USE DO NOT EXCLUDE OR RESTRICT LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM A COVERED PARTY'S NEGLIGENCE, NOR DOES IT EXCLUDE OR RESTRICT LIABILITY ARISING FROM GROSS NEGLIGENCE OR FRAUD.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Services or Output, including, but not limited to, your User Content, any use of the Services expressly authorized in these Terms of Use, or your use of any information obtained from the Services.

In connection with any use of the Subscription Services, the Company shall indemnify, defend, and hold you harmless from and against any and all losses, damages, liabilities, and costs (including reasonable attorneys' fees) incurred by you resulting from any third-party claim, suit, action, or proceeding that the Subscription Services, or any use of the Subscription Services in accordance with these Terms of Use, infringes or misappropriates such third party's intellectual property rights (an "IP Claim"). The foregoing obligations do not apply to an IP Claim to the extent that the alleged infringement arises from: (i) your use of the Subscription Services in combination with data, software, hardware, equipment, or technology not provided by us or authorized by us in writing; (ii) modifications to the Subscription Services made or authorized by you; or (iii) User Content. If, due to an IP Claim, the Subscription Services are held by a court of competent jurisdiction to be or is believed by us to be infringing, we may, at our option and expense: (i) replace or modify the Subscription Services to be non-infringing provided that such modification or replacement contains substantially similar features and functionality; (ii) obtain for you a license to continue using the Subscription Services; or (iii) if neither of the foregoing is commercially reasonable, terminate your Account and these Terms of Use and refund to you any pre-paid Fees for the Subscription Services, pro-rated to the remainder of the term set forth in your Account. This paragraph, together with any termination rights, describes your exclusive remedy and the Company's entire liability for IP Claims.

The indemnitee shall promptly notify the indemnitor in writing of any claim, action, or proceeding for which indemnification is sought under these Terms of Use and allow the indemnitor to control the defense and settlement of the claim, provided that no settlement that imposes any liability or obligation on the indemnitee shall be made without the indemnitee's prior written consent, which shall not be unreasonably withheld or delayed. Failure to give prompt notice shall not relieve the indemnitor of its indemnification obligations except to the extent that the indemnitor is materially prejudiced by such failure.

Governing Law and Jurisdiction

All matters relating to the Services and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in San Francisco County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Arbitration

At our sole discretion, we may require you to, and you agree to, submit any disputes arising from these Terms of Use or use of the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration in San Francisco County, California before one arbitrator, administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures, and if applicable, its International Arbitration Rules. Except as provided in the Federal Arbitration Act, the arbitration award will be final and binding on the parties. Judgment on the award may be entered in any court having jurisdiction.

Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms of Use 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 of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Notice to the Company

You may send notices to us at the following address: Reducto, Inc., 717 California Street, San Francisco, CA 94108, Attention: Legal.

Notice to You

We may notify you by your email or postal mail associated with your Account (with respect to any Subscription Services), postings within the Services, or other legally accepted means. It is your responsibility to keep your account information current to receive notifications.

Non-Assignment

You may not assign or otherwise transfer the Terms of Use or your rights and obligations under the Terms of Use, in whole or in part, without our written consent, and any such attempt will be void. We may assign or transfer our rights under the Terms of Use to a third party without your consent.

Independent Contractors

Nothing in these Terms of Use shall be construed as creating an employer-employee relationship, joint controller, processor-subprocessor relationship, a partnership, or a joint venture between the parties.

Entire Agreement

Unless the Company and you have entered into another binding, written agreement, the Terms of Use (including your Account, if any) and our Privacy Policy constitute the sole and entire agreement between you and the Company regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, regarding the Services.

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