Academic Terms of Use

SPELLBOOK – ACADEMIC TERMS OF USE

1. Introduction

These Academic Terms of Use (“Use Terms”) apply between Dialog Enterprises Inc., carrying on business as Spellbook (“Spellbook” or “we”), a company incorporated under the laws of Canada, and the registered academic end user (“User” or “you”) who has been granted access to use Spellbook’s products, tools, applications, or platforms (collectively, the “Spellbook Services”).

These Use Terms govern the User’s access to and use of the Spellbook Services. By accessing or using the Spellbook Services, the User agrees to be bound by the terms and conditions of these Use Terms, as well as the applicable terms of Spellbook’s general Terms of Service (for clarity, these Use Terms will supersede any conflicting terms in the Terms of Service).

By agreeing to these Use Terms, you represent that you are either a currently enrolled as a student in a law school class, a recent graduate (within 6 months) with permitted access, a full-time or part-time/adjunct faculty member, or law school administration or staff, and that you will notify us immediately if your status changes.

We may make changes to these Use Terms at any time. If you are a registered user at the time of such change, we will alert you of any changes to the Use Terms by giving notice via the Spellbook Services, by email, or by some other reasonable means. By registering for, accessing or using any Spellbook Services after any changes have been made, you signify your agreement to the modified Use Terms and all of the changes, which will be effective immediately unless we notify you of a later effective date. If the changes are not acceptable to you, you should discontinue your use of the Spellbook Services.

2. License Scope (Non-Commercial Use)

• Spellbook grants the User a non-exclusive, non-transferable, and revocable license to access and use the Spellbook Services provided by Spellbook solely for academic or educational use.

• The Spellbook Services are to be used in a manner consistent with these Use Terms and applicable laws and regulations. Accordingly, your use of the Spellbook Services is subject to fair use restrictions, including reasonable bandwidth limitations and access restrictions as determined by Spellbook. Spellbook reserves the right to impose or modify these limitations at any time to ensure equitable access for all users to the Spellbook Services.
• If you use the Spellbook Services outside the scope of this license grant, Spellbook may not only terminate your use of the Spellbook Services, but pursue legal action if needed.

3. Specific License Restrictions

These Use Terms permit the User to access and use the Spellbook Services solely for non-commercial, educational purposes.

You will not use the Spellbook Services for any commercial purpose(s), including but not limited to:

• Generating revenue or commercial advantage of any kind from the use of the Spellbook Services;
• Redistributing, selling, leasing, licensing, exploiting, or otherwise making the Spellbook Services available to third parties for commercial purposes;
• Using the Spellbook Services in the development, production, marketing, or support of a product or service that is sold, leased, licensed, or otherwise distributed for commercial gain; or
• Advertising or promoting products or services through the use of the Spellbook Services without the express written consent of Spellbook.

4. User Accountability

• The User acknowledges and agrees that they are solely responsible for the security and confidentiality of their account credentials associated with the Spellbook Services.
• The User is responsible for all activities that occur under their account, regardless of whether such activities are authorized by the User. The User agrees to immediately notify Spellbook of any unauthorized use of their account or any other breach of security.
• Sharing of account credentials with any third party is strictly prohibited. The User will not permit others to use their account or otherwise access the Spellbook Services in a manner that violates the terms of these Use Terms.
• If you violate this clause, we may immediately suspend or termination your account and your access to the Spellbook Services, at our sole discretion, without prejudice to any other legal rights or remedies available to us under these Use Terms or applicable law.

5. Personal Data Usage and Privacy

Spellbook is committed to protecting the privacy and security of your personal data as per applicable data protection laws. Spellbook’s general privacy policy is available here. Specifically, the following provisions outline Spellbook’s data usage and privacy practices:

• Spellbook will collect, use, and disclose the User’s personal data only as necessary to provide the Spellbook Services, or as you otherwise expressly consented to. We will never sell your personal data.
• Spellbook will implement appropriate technical and organizational measures to ensure the security of your personal data, including protecting against unauthorized or unlawful processing and against accidental loss, destruction, or damage.
• Your personal data will be retained only for as long as necessary to fulfill the purposes for which it was collected, or as required by law.
• You have the right to access, correct, delete, or restrict the use of your personal data held by Spellbook. Requests for access or correction should be directed to security@spellbook.legal.
• We may use de-identified, anonymized, or aggregated data derived from your personal data for research, product development and improvement, and/or other analytical and statistical purposes.
• Spellbook will comply with all applicable laws regarding the reporting of data breaches. In the event of a data breach, the Spellbook will notify affected Users and relevant authorities as required by law.

This clause is subject to change in accordance with updates to applicable laws and Spellbook’s data security policies. The User will be notified of any significant changes to these data, privacy, and security practices.

6. Intellectual Property Rights

Spellbook retains all rights, title, and interest in and to the Spellbook Services, including any and all intellectual property rights that exist in them. These rights include, but are not limited to, copyright, trademark, and patent rights, as well as any other proprietary rights associated with the Spellbook Services. The User acknowledges that, by using the Spellbook Services, they do not acquire any ownership rights in the Spellbook Services or any related intellectual property rights, except for the limited right to use the Spellbook Services in accordance with the terms of these Use Terms.

Any feedback provided by Users regarding the Spellbook Services will be considered non-confidential and non-proprietary. By submitting feedback, users grant Spellbook a non-exclusive, worldwide, perpetual, royalty-free license to use, modify, and incorporate feedback into the Spellbook Services without any obligation to the User.

Should the User create any content, data, or intellectual property as a result of using the Spellbook Services, the User grants Spellbook a non-exclusive, worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such content, data, or intellectual property in connection with the operation of the Spellbook Services or the promotion, advertising, or marketing thereof. This license does not affect the User’s ownership or intellectual property rights in their own content, data, or creations.

7. Termination

• These Use Terms may be terminated by either Spellbook or the User at any time, with or without cause. To terminate these Use Terms, the terminating party must provide the other party with written notice of termination (email or in-app notification is sufficient).
• Upon termination of these Use Terms, the User must cease all use of the Spellbook Services, and Spellbook reserves the right to delete or deactivate the User’s account and all related information and files in the account without liability to the User.
• Any sections of these Use Terms that, by their nature, should survive termination will continue in full force and effect post-termination, including, but not limited to, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Disclaimers on Use

• The User acknowledges that the Spellbook Services are provided “as is” and thus Spellbook does not guarantee that (a) any information available on or through the Spellbook Services is accurate, complete, or useful, (b) that the Spellbook Services will be operational, error free, secure, or safe, or (c) that the Spellbook Services will function without disruptions, delays, or imperfections.
• The output generated by the Spellbook Services may not be satisfactory to the User (especially if the User attempts to generate output in languages other than English, or that is not text in content).
• Spellbook has no control over the operation of the third party large language models (“LLMs”) it accesses as part of its processing activities, the outputs the LLMs generate on behalf of the User, or the continued availability of any third party LLMs.
• Spellbook may provide availability within the Spellbook Services for Users to access integrated third-party software, APIs, applications, technologies, or other products that the User may optionally use and/or transmit data through as part of its use of the Spellbook Services (collectively, “Third Party Integrations”). In such cases, all Third Party Integrations are provided “as is”, “where is” and “as available”; accordingly, Spellbook has no control over the availability or functional operation of such Third Party Integrations, and disclaims any and all associated responsibility or liability for User’s election to use any Third Party Integrations as part of its use of the Spellbook Services.
• You will not rely on any generated output from the Spellbook Services as constituting formal legal advice (or attempt to present such output to anyone as legal advice of any kind).

9. Limitation of Liability

• Under no circumstances will Spellbook be liable to the User or any third party for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses, resulting from:some text
  • your access to or use of or inability to access or use the Spellbook Services;
  • any conduct or content of any third party on the Spellbook Services;
  • any content obtained from the Spellbook Services; and
  • unauthorized access, use, or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence), or any other legal theory.
• IN NO EVENT WILL SPELLBOOK’S AGGREGATE LIABILITY TO THE USER FOR ALL CLAIMS RELATING TO THE USER’S USE OF THE SPELLBOOK SERVICES EXCEED ONE HUNDRED CANADIAN DOLLARS (CAD $100).

10. Governing Law

• These Use Terms and any disputes arising out of or in connection with them will be governed by and construed in accordance with the laws of Newfoundland and Labrador, Canada, 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 Use Terms or the Spellbook Services will be instituted exclusively in the courts of St. John’s, Newfoundland and Labrador, Canada. You agree to the exclusive jurisdiction of such courts, and waive any and all objections to the jurisdiction and appropriate venue of such courts.

11. Miscellaneous

• Any failure by Spellbook to enforce any provision of these Use Terms at any time will not be construed as a waiver of such provision, and will not affect the validity of the Use Terms.
• If any provision of these Use Terms is determined to be unenforceable or invalid, then Spellbook and the User agree that the invalid or unenforceable provision will be replaced by a valid and enforceable provision that most closely matches the intent of the original provision.
• These Use Terms, along with Spellbook’s Terms of Service as applicable, constitutes the entire agreement between Spellbook and the User regarding the use of the Spellbook Services, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between Spellbook and the User with respect to the Spellbook Services.