Software Terms and Conditions

1. Acceptance of these Terms

These Terms, together with the Privacy Policy, any order form or subscription plan accepted, documentation published, and additional terms for specific features (collectively, the “Agreement”), form the complete agreement between you and 37degrees regarding the Services and supersede any prior understanding. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” also means that organization.

2. Eligibility and accounts

You must be at least 18 years old (or the age of majority in your jurisdiction) and legally able to enter into a binding contract. The Services are not directed to children under 13, and 37degrees does not knowingly collect personal information from children under 13.

You must provide accurate registration information, keep it current, and keep your credentials confidential. You are responsible for all activity under your account, including activity by anyone you allow to use your account or your organization’s account. Notify 37degrees promptly at team@37-degrees.com if you suspect unauthorized access.

37degrees may refuse, suspend, or terminate any account at its discretion, including for violation of these Terms, suspected fraud, non-payment, safety, or legal risk.

2.1 Organization accounts and sub-users

If you create an account on behalf of a company, research group, laboratory, institution, or other organization (each an “Organization”), the Organization is the “you” that is bound by the Agreement, and the individual accepting these Terms represents and warrants that they have authority to bind the Organization. The Organization is fully responsible for its administrators, members, guests, invitees, consultants, and anyone else acting under its workspace, seats, or API keys (“Sub-Users”), including ensuring that every Sub-User complies with the Agreement, the Acceptable Use Policy, and applicable law. Any act or omission of a Sub-User is treated as an act or omission of the Organization for purposes of the Agreement.

A change of control of the Organization (including merger, acquisition, sale of substantially all assets, reorganization, or a change exceeding fifty percent (50%) of beneficial ownership or voting power) does not automatically transfer the Agreement; 37degrees may, at its discretion, require re-execution or terminate the account.

2.2 Identity verification

37degrees may, at any time and for any reason (including for compliance, anti-fraud, sanctions screening, or abuse prevention), require you or an Organization’s authorized representative to verify identity, affiliation, contact details, payment method, tax status, or authority to act on behalf of the Organization, and to provide reasonable supporting documentation. 37degrees may restrict or suspend the account until verification is satisfactorily completed. Repeated failure to verify, or submission of false information, is a material breach.

3. Description of the Services

The “Services” include the omēos software (desktop, cloud, mobile), 37degrees hardware integrations, cloud-hosted workflows, storage, collaboration tools, visualization and analysis features, AI-assisted features, APIs, websites, and anything else made available under the 37degrees or omēos brand. 37degrees may add, remove, replace, throttle, meter, geographically restrict, or otherwise modify any feature at any time. Beta, preview, experimental, early-access or “Labs” features are provided as-is and may be changed or withdrawn without notice.

37degrees does not guarantee the Services will be uninterrupted, error-free, permanently available, or that any particular feature, model, integration, or device will remain supported.

3.1 No service-level or uptime commitment

Unless you and 37degrees have separately signed a written Service-Level Agreement (“SLA”) that expressly applies to your plan, 37degrees makes no commitment as to uptime, availability, response time, time-to-resolution, latency, throughput, or degree of support. Published availability targets, status pages, and roadmap items are informational only and do not create any binding commitment. No credit, refund, or remedy is owed for any outage, degradation, or feature delay absent a signed SLA.

3.2 Beta, preview, and free-tier features

Some features, models, integrations, or plans are offered as “Alpha”, “Beta”, “Preview”, “Early Access”, “Experimental”, “Labs”, or under a free tier (collectively, “Pre-Release Features”). Pre-Release Features are provided for evaluation purposes and are not intended for production use. 37degrees does not guarantee their availability, compatibility, data preservation, performance, accuracy, or security, and may change, throttle, gate, meter, restrict, or withdraw them at any time, without notice and without liability. Any Service Level Agreement, support commitment, warranty, or indemnity otherwise offered under the Agreement does not apply to Pre-Release Features.

3.3 Confidentiality of pre-release information

Any non-public information you learn about the Services while using Pre-Release Features (including features, interfaces, roadmaps, performance characteristics, known issues, metrics, and benchmark results) is 37degrees’ confidential information. You must not disclose, publish, screenshot publicly, blog, present, benchmark publicly, or otherwise reveal this information to any third party, or use it to build, design, train, fund, or advise a competing product, for a period of two (2) years from the date you first accessed it.

4. Plans, pricing and billing

Some features are free; others require a paid plan or pay-per-use usage. Plan details, prices, quotas, and metering rules are presented at purchase or in a separate order form. By ordering or enabling a paid plan you authorize 37degrees (and its payment processors) to charge the applicable fees, taxes, and usage charges to your designated payment method on a recurring basis until cancelled.

Unless your order form expressly says otherwise: fees are non-refundable, subscriptions auto-renew for successive terms of equal length, taxes are your responsibility, and 37degrees may change pricing or metering with reasonable advance notice (in which case the change applies on your next renewal). If you exceed your plan’s limits 37degrees may meter overage, upgrade your plan, throttle, or suspend usage.

If 37degrees does not receive payment when due, it may suspend or terminate the Services, retain or delete your data consistent with Section 18, and charge interest and reasonable collection costs to the maximum extent permitted by law.

5. User Content and your responsibility

“User Content” means any content, data, files, images, videos, device readings, experiments, datasets, documents, code, prompts, outputs, or other information you or your authorized users submit to, generate in, upload through, or connect to the Services — including content uploaded by instruments, bots, or other automated means operating under your credentials.

You are solely responsible for your User Content. 37degrees does not own, curate, validate, or verify User Content. 37degrees is not a controller, custodian, or fiduciary of your User Content; it acts as a processor on your instructions solely to provide the Services.

In particular, 37degrees is not responsible for, and disclaims any liability arising out of:

• the accuracy, quality, integrity, legality, or completeness of User Content;
• any patient data, personal health information, protected health information (PHI), electronic protected health information (ePHI), genetic data, biometric data, or any data identifying or relating to an identifiable natural person that you choose to upload, even if 37degrees did not ask for it;
• compliance with HIPAA, HITECH, GDPR, UK GDPR, CCPA/CPRA, state or foreign health or biometric laws, IRB or ethics board rules, consent requirements, or any institutional data-use agreement;
• any decision made, action taken, or harm resulting from User Content or outputs produced from User Content;
• any unauthorized access to User Content caused by your credentials, your users, your network, or your devices.

If you are subject to HIPAA or a similar regime and intend to process regulated data, you must obtain a separate written Business Associate Agreement or data-processing addendum signed by an authorized officer of 37degrees before uploading any regulated data. Absent such a signed agreement, you must not upload any PHI, ePHI, or similarly regulated data to the Services. Uploading regulated data without such an agreement is a material breach of these Terms.

Your warranties about User Content

You represent and warrant that: (a) you own or have all necessary rights, licenses, consents, permissions, and authorizations for all User Content and for its use through the Services; (b) no User Content violates any applicable law, regulation, third-party right (including privacy, publicity, intellectual property, contract, or export-control rights), or institutional policy; and (c) every individual whose personal data is included in User Content has received all notices and given all consents required by applicable law.

License you grant us

You grant 37degrees a worldwide, non-exclusive, royalty-free, sublicensable (to its service providers) license to host, store, reproduce, transmit, display, cache, index, analyze, create derivative works of, and otherwise process User Content solely as necessary to operate, secure, support, bill, and improve the Services for you, and to perform its obligations under the Agreement. 37degrees does not sell User Content and does not use it to train generally available AI models without your explicit opt-in.

Your responsibility to back up

You are responsible for maintaining your own backups of User Content. 37degrees does not warrant the availability of backups or the integrity of any particular dataset. Loss, deletion, or corruption of User Content is at your sole risk.

5.1 No data-retention obligation; no data-loss liability

37degrees has no obligation to retain, preserve, back up, archive, or be able to recover any User Content for any period.

37degrees may delete, truncate, deduplicate, compress, migrate, move between regions or providers, decommission, overwrite, redact, or otherwise render unavailable any User Content at any time, with or without notice, including (a) when you or your account is suspended, terminated, or dormant; (b) when your subscription ends, lapses, or is not paid; (c) when storage, retention, or usage quotas are exceeded; (d) when a feature, region, or integration is retired; (e) in response to a legal order, subpoena, sanctions requirement, or claimed infringement; (f) when 37degrees reasonably believes the content is unlawful, infringing, malware, abusive, or in violation of the Agreement; (g) when required by its service providers; or (h) for operational, security, or efficiency reasons.

To the maximum extent permitted by law, 37degrees is not liable for any loss, deletion, corruption, inaccessibility, delay, delivery failure, exfiltration, unauthorized access, or exposure of User Content, regardless of cause — including 37degrees’ own negligence, the acts or omissions of its service providers, network or hardware failures, cyberattacks, force majeure, user error, misconfiguration, concurrent writes, incorrect credentials, or anything else.

Deleted data may be immediately and permanently unrecoverable. Even after deletion from the Services, residual copies may exist in backups, caches, logs, and third-party systems for limited periods; 37degrees does not warrant the completeness or timing of deletion in those systems.

6. No patient, clinical or diagnostic use

THE SERVICES ARE PROVIDED FOR GENERAL RESEARCH, WORKFLOW, COLLABORATION AND PRODUCTIVITY PURPOSES ONLY. THEY ARE NOT A MEDICAL DEVICE, NOT INTENDED TO DIAGNOSE, CURE, TREAT, MITIGATE OR PREVENT ANY DISEASE, AND HAVE NOT BEEN EVALUATED OR CLEARED BY THE U.S. FOOD AND DRUG ADMINISTRATION, THE EUROPEAN MEDICINES AGENCY, OR ANY OTHER REGULATOR.

You must not rely on the Services (including any AI feature, workflow output, chart, summary, anomaly detector, or visualization) to make, inform, or support any clinical, diagnostic, prognostic, or therapeutic decision about an identifiable person. Any such use is at your sole risk and is expressly outside the intended use of the Services.

7. Acceptable Use

You agree not to, and not to allow any third party to:

1. use the Services in violation of any law, regulation, or third-party right;
2. upload malware, viruses, ransomware, or any content that is unlawful, infringing, defamatory, harassing, hateful, or sexually exploitative of minors;
3. reverse engineer, decompile, disassemble, or attempt to derive the source code of the Services, except where such activity is expressly permitted by law despite this limitation;
4. circumvent, disable, or interfere with rate-limits, access controls, license keys, security features, metering, or usage quotas;
5. use the Services to build or train a competing product, to benchmark without 37degrees’ prior written consent, or to enable any of 37degrees’ competitors to do so;
6. resell, sublicense, rent, lease, or provide the Services to third parties as a commercial service without 37degrees’ prior written consent;
7. scrape, crawl, or harvest content, data, or user information other than via interfaces 37degrees expressly provides for that purpose;
8. misrepresent your identity, impersonate any person or entity, or use someone else’s account without authorization;
9. overload, flood, ping-flood, DDOS, or otherwise disrupt the Services or the networks connected to them;
10. use the Services for high-risk activities where failure could lead to death, serious injury, environmental damage, or major financial loss (including life-support, nuclear facility operation, air-traffic control, weapons systems, or autonomous control of physical systems).

37degrees may investigate and take any action it considers appropriate in response to violations, including removing content, suspending or terminating accounts, restricting access, and notifying law enforcement.

7.1 Content moderation and removal

37degrees has no obligation to monitor, screen, pre-approve, curate, or moderate User Content. 37degrees does, however, reserve the right, at its sole discretion and without notice, to reject, filter, block, blur, quarantine, redact, remove, throttle, watermark, sandbox, or disable access to any User Content (including model outputs, shared items, comments, uploads, attachments, and messages) for any reason or no reason, including suspected violation of the Acceptable Use Policy, response to an automated detection signal, complaint from a third party, legal process, or operational concern. Exercise of these rights does not make 37degrees a publisher, editor, or guarantor of any User Content, and does not waive any other right under the Agreement.

8. AI features and third-party models

The Services may include features powered by artificial intelligence, large language models, and other machine-learning systems, some of which are provided by third parties. These features are probabilistic and can produce output that is incorrect, outdated, biased, offensive, or infringing. You must treat AI output as a starting point only and independently verify anything important. Do not rely on AI output for clinical, legal, financial, safety-critical, or otherwise consequential decisions without independent professional review.

By using AI features, you authorize 37degrees to transmit your inputs (and, where required, associated context) to the AI provider necessary to produce the output. You are responsible for not submitting content you are not entitled to submit.

8.1 No reliance for professional advice

The Services, including any AI output, workflow output, visualization, chart, summary, classification, or recommendation, are not a substitute for professional advice. You must not rely on the Services for medical, clinical, diagnostic, prognostic, therapeutic, legal, tax, accounting, financial, investment, engineering, environmental, regulatory, safety, or other professional decisions. Always consult a qualified licensed professional before acting on anything produced by the Services. Any action you take based on the Services is at your sole risk.

9. Hardware, firmware and integrations

The Services integrate with physical hardware (including 37degrees devices and third-party instruments) and may download firmware, drivers, or update packages to such hardware. The sale, warranty, return, repair, and replacement of 37degrees hardware is governed exclusively by the separate Hardware Terms provided with your order; those topics are not covered by these Terms. These Terms govern only the software side of hardware use — i.e., how the Services behave when connected to hardware.

Accordingly, and in addition to any rights or remedies you may have under the Hardware Terms, you acknowledge that: you are responsible for the safe and lawful installation, calibration, operation, maintenance, and environmental conditions of any hardware you connect; 37degrees makes no warranty under these Terms that any device will remain software-compatible, that firmware updates delivered through the Services will succeed, that a firmware update will not render a device temporarily or permanently inoperable, or that data streamed or received from a device through the Services is accurate. You assume all risk of property damage, data loss, or personal injury arising from your hardware use, except to the extent expressly covered by the Hardware Terms.

10. Third-party services

The Services interoperate with third-party cloud platforms (including AWS and similar providers), AI model providers, email providers, payment processors, authentication providers, storage systems, and other infrastructure. Use of third-party services is subject to the third party’s own terms and privacy policies; those third parties are not agents of 37degrees for purposes of those terms. 37degrees is not responsible for the availability, performance, security, accuracy, or content of any third-party service, or for changes third parties make to their APIs, pricing, or data handling.

11. Intellectual property

37degrees owns or licenses all intellectual property rights in the Services, including all software, designs, models, user interfaces, documentation, marks, logos, trade dress, and the “omēos” and “37degrees” names. Subject to your compliance with the Agreement and the payment of any applicable fees, 37degrees grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal business or research purposes during your subscription. No other rights are granted by implication, estoppel, or otherwise.

You retain ownership of your User Content subject to the license granted in Section 5. Any output generated by the Services from your User Content is, as between you and 37degrees, your User Content — except that common or generic output that is also produced for other users is not exclusively yours.

12. Feedback

If you send 37degrees ideas, suggestions, feature requests, bug reports, or other feedback (“Feedback”), you grant 37degrees an unrestricted, perpetual, irrevocable, royalty-free, worldwide license to use that Feedback for any purpose, without any obligation or compensation to you. You waive any claim based on the use of the Feedback to the maximum extent permitted by law.

13. Privacy

37degrees’ processing of personal information in connection with the Services is described in the Privacy Policy, which is incorporated by reference. Where you use the Services to process personal data of your end users, patients, research subjects, or employees, you are the data controller (or equivalent) and 37degrees acts as a processor only, under the Agreement and any separately signed data-processing addendum.

13.1 Aggregated and de-identified usage data

37degrees may collect and generate telemetry, diagnostic, performance, usage, and metadata about how the Services are accessed and used (for example: feature usage counts, error rates, session durations, environment metadata, device identifiers, and request volumes). 37degrees may retain and use such information indefinitely in aggregated or de-identified form for any lawful purpose, including to operate, secure, support, analyze, improve, and develop the Services, to produce benchmarks and product insights, to demonstrate market adoption, and to train or tune its internal models. Aggregated or de-identified data does not identify you or any individual and is not considered User Content.

14. Security and bugs

37degrees uses commercially reasonable administrative, technical, and physical measures designed to protect the Services. No system is perfectly secure. You are responsible for security at your end (device security, credential hygiene, multi-factor authentication, network security, user offboarding, and physical access to your hardware).

Report suspected vulnerabilities to team@37-degrees.com. Do not publicly disclose a vulnerability before 37degrees has had a reasonable opportunity to investigate and remediate.

14.1 Coordinated vulnerability disclosure

37degrees welcomes good-faith security research that complies with this section. Researchers must: (a) test only on accounts they own or have explicit written permission to test; (b) not access, modify, or delete another user’s data, disrupt the Services, or degrade the experience for other users; (c) not perform denial-of-service, spam, social engineering, or physical attacks; (d) not attempt to exfiltrate or retain sensitive data; (e) notify 37degrees promptly at team@37-degrees.com with a minimal proof-of-concept; and (f) allow at least ninety (90) days (or longer if fixes are complex) before any public disclosure, and coordinate timing and wording with 37degrees. Good-faith research that follows these rules will not be pursued by 37degrees under the Computer Fraud and Abuse Act or similar laws. 37degrees does not operate a paid bug bounty unless expressly announced; no payment is owed for any report.

15. Disclaimers of warranties

The Services, including all software, hardware integrations, AI outputs, workflows, content, data and recommendations, are provided “AS IS” and “AS AVAILABLE” with all faults and without warranty of any kind.

To the maximum extent permitted by law, 37degrees and its affiliates, officers, directors, employees, agents, contractors, licensors, and suppliers disclaim all warranties, express, implied, statutory, or otherwise, including merchantability, fitness for a particular purpose, title, non-infringement, accuracy, reliability, availability, quiet enjoyment, and any warranty arising out of course of dealing or usage of trade.

37degrees does not warrant that the Services will meet your requirements, be uninterrupted, timely, secure, error-free, or free of viruses, that defects will be corrected, that any particular data or output is accurate, or that any file, message, or result will be preserved, delivered, or recoverable.

No advice or information, whether oral or written, obtained from 37degrees or through the Services, creates any warranty not expressly stated in these Terms.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In that case, such warranties are limited to the minimum period and to the minimum extent permitted by law.

16. Limitation of liability

To the maximum extent permitted by law, in no event will 37degrees or its affiliates, officers, directors, employees, agents, contractors, licensors, or suppliers be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages; any loss of profits, revenue, business, goodwill, use, data, or other intangible losses; any cost of substitute goods or services; or any damages arising from unauthorized access to or alteration of your transmissions, content, or data, whether based on contract, tort (including negligence), statute, strict liability, or any other theory, even if advised of the possibility of such damages and even if a limited remedy fails of its essential purpose.

The total aggregate liability of 37degrees and its affiliates arising out of or related to the Agreement or the Services will not exceed the greater of (a) the total amounts actually paid by you to 37degrees for the Services during the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100).

This limitation applies collectively to all claims of any kind. Multiple claims do not enlarge the cap.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. In that case, liability is limited to the minimum extent permitted by law.

17. Indemnification

You will defend, indemnify, and hold harmless 37degrees and its affiliates, and their respective officers, directors, employees, agents, contractors, licensors, and suppliers, from and against any and all claims, demands, actions, losses, liabilities, damages, judgments, fines, penalties, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or related to:

1. your User Content, including any patient, clinical, biometric, or personal data;
2. your use of the Services, including any use that violates the Agreement or applicable law;
3. your violation of any third-party right (including privacy, publicity, intellectual property, or contract rights);
4. your negligence, willful misconduct, or breach of any representation or warranty in these Terms;
5. any dispute between you and any third party (including your end users or research subjects); and
6. your failure to obtain any consent, authorization, or regulatory approval required for your use of the Services.

37degrees may, at its option, assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will cooperate with its defense.

18. Suspension and termination

You may stop using the Services at any time. You may cancel a paid subscription in-app or by written notice to team@37-degrees.com; cancellation takes effect at the end of the then-current billing cycle and prepaid fees are not refunded except where required by law.

18.1 Suspension or termination by 37degrees (for cause)

37degrees may suspend, limit, or terminate your access to some or all of the Services at any time, with or without notice, including for any of the following:

1. breach of these Terms or any other part of the Agreement (including the Acceptable Use Policy);
2. actual or reasonably suspected fraud, abuse, deceptive practice, unauthorized access, account sharing, resale, or material misrepresentation;
3. unpaid fees, reversed or disputed charges (including chargebacks), or a failed payment method;
4. legal process, subpoena, court order, or request from a regulator or law-enforcement agency;
5. a third-party claim (including a DMCA or similar notice) that your use infringes, defames, or otherwise violates their rights;
6. sanctions, export-control, or denied-party screening results;
7. conduct that 37degrees reasonably believes creates a material risk of legal liability, harm to other users, harm to the Services, or harm to third parties;
8. 37degrees’ discontinuation of a feature, plan, region, integration, or the Services as a whole;
9. instruction or termination by 37degrees’ service providers that prevents 37degrees from providing the feature to you.

18.2 Automatic suspension or termination

To keep the Services safe and operational, 37degrees uses automated systems that may, without human review and without prior notice, suspend, restrict, rate-limit, quarantine, or terminate your access, your account, your sessions, your API keys, or your content in any of the following situations:

1. Non-payment. Payment overdue by more than fifteen (15) days; payment method declined or expired; subscription lapsed.
2. Chargeback or payment dispute initiated by you or your bank against 37degrees.
3. Quota or rate-limit violations. Exceeding a plan’s storage, compute, API-call, concurrent-connection, or feature-specific quota.
4. Security signals. Unusual login patterns, credential stuffing, excessive failed logins, use of known-breached credentials, session anomalies, or suspected account compromise.
5. Abuse signals. Automated detection of malware, spam, phishing, CSAM, output of prompts targeting abuse, or content that violates the Acceptable Use Policy.
6. Bot or automation abuse. Use in a manner inconsistent with human interaction (scraping, crawling, overwhelming volumes, headless automation where prohibited).
7. Extended inactivity. No login or meaningful use for twelve (12) consecutive months may result in automatic archival, restriction, or deletion of the account and User Content, with best-effort notice to the email on file.
8. Beta, preview, or free-tier usage may be throttled or ended at any time with no prior notice.
9. Geographic or regulatory triggers. Access from a sanctioned region, identification as a denied or sanctioned party, or legal obligation to block.
10. Death or incapacity of the account holder, once reported with reasonable documentation.
11. Account under a Business Associate or data-processing addendum uploading regulated data outside the scope of that agreement, or attempting to upload regulated data without such an agreement in place.

Automatic suspensions and terminations do not require prior notice or a cure period. Where practicable 37degrees will send notice to the email on file after the fact, but failure to send or deliver such notice does not invalidate the action.

18.3 Effect of suspension or termination

On suspension, your ability to use the Services (or the affected features) is immediately revoked. Fees continue to accrue for any period of suspension caused by your breach. 37degrees may require corrective action and reasonable administrative fees as a condition of reinstating access, and it is under no obligation to reinstate access.

On termination, your right to access the Services ends immediately. Subject to Section 5.1 and 37degrees’ billing records and legal obligations, 37degrees may delete, permanently and immediately, any User Content associated with the terminated account. You are solely responsible for exporting your data before termination. 37degrees has no obligation to provide post-termination export, migration, or recovery assistance.

18.4 No export format or migration commitment

Where the Services offer export or download functionality, 37degrees provides it on a best-effort basis only. 37degrees makes no commitment as to the format, schema, completeness, field-level preservation, referential integrity, performance characteristics, or third-party compatibility of any export. Export tools may be changed or removed at any time. 37degrees has no obligation to migrate data to, or assist with data ingestion by, any other system, product, or provider.

Termination does not entitle you to any refund or credit, except where explicitly required by law. Amounts owed to 37degrees remain due, and it may pursue all available remedies, including interest and collection costs to the maximum extent permitted by law.

Provisions that by their nature should survive termination will survive, including Sections 5, 5.1, 6, 11, 12, 13.1, 15, 16, 17, 18.3, 18.4, 19, 23, and 24.

19. Governing law and dispute resolution

Governing law

These Terms and any non-contractual obligation arising out of or in connection with them are governed by the laws of the State of Illinois, United States, without regard to conflict-of-laws rules, and excluding the United Nations Convention on Contracts for the International Sale of Goods.

19.1 Informal resolution

Before filing any formal claim, you agree to contact team@37-degrees.com and attempt to resolve the dispute informally for at least sixty (60) days.

19.2 Binding individual arbitration

Except for claims that qualify for small-claims court and claims for injunctive or equitable relief related to intellectual property or Acceptable Use, you and 37degrees agree that any dispute arising out of or relating to the Agreement or the Services will be resolved by binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules then in effect. The seat of arbitration will be Kane County, Illinois. The arbitrator (not a court) has exclusive authority to resolve any dispute, including any dispute about the scope, validity, or enforceability of this arbitration agreement.

19.3 Class-action waiver

Claims must be brought in your individual capacity and not as a plaintiff or class member in any purported class, representative, or consolidated proceeding. The arbitrator may not consolidate more than one person’s claims, may not preside over any class or representative proceeding, and may not award relief beyond the individual claimant.

19.4 Jury-trial waiver

If for any reason a claim proceeds in court rather than in arbitration, each party waives any right to a jury trial.

19.5 30-day opt-out

You may opt out of the arbitration agreement and class-action waiver by sending a signed written notice to team@37-degrees.com within 30 days after first accepting these Terms, stating that you opt out and including your name, email, and account identifier. Opting out does not affect the other provisions.

19.6 Exclusive venue for non-arbitrable claims

For any claim not subject to arbitration, you and 37degrees submit to the exclusive jurisdiction of the state and federal courts located in Kane County, Illinois, United States (or the U.S. District Court for the Northern District of Illinois, as appropriate), and waive any objection to venue in those courts.

19.7 Time limit for claims

Any cause of action or claim you may have arising out of or relating to the Agreement or the Services must be commenced within one (1) year after the cause of action accrues or it is permanently barred. This shortened limitations period applies to the maximum extent permitted by law and is intended to replace any longer statutory period.

20. Export, sanctions and trade controls

The Services may be subject to U.S. export control and sanctions laws. You represent that (a) you are not located in, under the control of, or a national or resident of any country or region subject to comprehensive U.S. sanctions (including currently Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, and Luhansk regions); (b) you are not on any U.S. government denied-party list; and (c) you will not export, re-export, or transfer the Services in violation of any applicable export or sanctions law. You are responsible for any additional export authorization required for your use.

20.1 International use; local-law compliance

The Services are operated from the United States. If you access the Services from outside the United States, you do so on your own initiative and are solely responsible for compliance with your local laws, including laws governing data export, data protection, consumer protection, encryption, and permitted use. Some features may be unavailable, limited, or different outside the United States, and 37degrees makes no representation that the Services are appropriate or available for use in any particular jurisdiction.

20.2 Anti-corruption, anti-bribery, anti-slavery, anti-money-laundering

You represent and warrant that you and your Sub-Users will comply with all applicable anti-corruption and anti-bribery laws (including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act), anti-money-laundering laws, counter-terrorism financing laws, and laws prohibiting human trafficking, forced labor, and modern slavery (including the California Transparency in Supply Chains Act and the UK Modern Slavery Act). You will not, in connection with the Services or the Agreement, offer, promise, or give anything of value to any person or entity to improperly influence any act or decision or to secure any improper advantage. Violation of this section is a material breach.

21. DMCA / copyright notices

If you believe content on the Services infringes your copyright, send a notice to 37degrees’ designated agent at team@37-degrees.com that complies with 17 U.S.C. § 512(c)(3): identification of the work, identification of the infringing material with enough detail to locate it, your contact information, a statement of good-faith belief, a statement under penalty of perjury that the information is accurate and you are authorized, and your physical or electronic signature. 37degrees may remove allegedly infringing material and terminate accounts of repeat infringers.

22. Changes to these Terms

37degrees may update these Terms from time to time. For material changes 37degrees will provide reasonable notice (by email, in-product notice, or by updating the “Last updated” date and posting the new version). Your continued use of the Services after the effective date of the updated Terms means you accept the updated Terms. If you do not accept, you must stop using the Services.

23. Miscellaneous

• Entire agreement. The Agreement is the entire agreement between you and 37degrees on its subject matter and supersedes all prior or contemporaneous understandings.
• No waiver. 37degrees’ failure to enforce a provision is not a waiver of its right to enforce it later.
• Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will remain in effect.
• Assignment. You may not assign or transfer the Agreement without 37degrees’ prior written consent. 37degrees may assign the Agreement in connection with a merger, acquisition, reorganization, or sale of assets.
• No third-party beneficiaries. The Agreement is for the benefit of you and 37degrees only.
• Relationship. No partnership, joint venture, employment, fiduciary, or agency relationship is created by the Agreement.
• Force majeure. 37degrees is not liable for delays or failures caused by events beyond its reasonable control, including acts of God, war, terrorism, labor disputes, utility failures, government actions, internet or cloud-provider outages, pandemics, or natural disasters.
• Notices. 37degrees may give notice by email to the address associated with your account, in-product, or by posting on its website; you must give notice to team@37-degrees.com.
• U.S. government users. The Services are “commercial computer software” and “commercial computer software documentation” per FAR 12.212 and DFARS 227.7202. U.S. government users acquire only those rights granted to all other users.
• Language. The controlling language of the Agreement is English. Translations are provided for convenience only.
• Publicity. 37degrees may identify you or your Organization as a user of the Services, and may use your name, logo, and a general description of your use in its customer lists, investor materials, case studies (with your prior approval), and marketing materials, unless you notify 37degrees at team@37-degrees.com that you opt out. 37degrees will not disclose your specific User Content without your consent.
• Insurance. You are responsible for maintaining insurance appropriate to your use of the Services, including where applicable commercial general liability, errors and omissions, professional liability, property, and cyber coverage in amounts customary for your industry. 37degrees’ insurance, if any, is solely for the benefit of 37degrees and creates no right or obligation in your favor.

24. Contact

37degrees, Inc.
Website: https://www.37degrees.io
Email: team@37-degrees.com
Contact form: /contactus