PLEASE READ THESE TERMS OF SERVICE CAREFULLY. ACCESSING OR USING THIS WEBSITE CONSTITUTES ACCEPTANCE OF THESE TERMS OF SERVICE (“TERMS”), AS REVISED BY PRISM FROM TIME TO TIME, AND IS A BINDING AGREEMENT BETWEEN THE USER (“USER” OR “YOU”) AND PRISM INTERACTIVE, INC. (“PRISM”) GOVERNING THE USE OF THE WEBSITE. IF USER DOES NOT AGREE TO THESE TERMS, USER SHOULD NOT ACCESS OR USE THIS WEBSITE. THESE TERMS CONTAIN DISCLAIMERS AND OTHER PROVISIONS THAT LIMIT OUR LIABILITY TO USER.
These Terms apply to your access to, and use of, all or part of any website, web application, or mobile application of Prism, including https://www.prisminteractive.ai/ and any other site, mobile application, web application, or online service where these Terms are posted (collectively, the “Services”). These Terms do not alter in any way the terms or conditions of any other agreement you may have with Prism for products, services or otherwise.
In the event there is any conflict or inconsistency between these Terms and any other terms of use that appear on the Services, these Terms will govern. However, if you navigate away from the Services to a third-party site, you may be subject to alternative terms and conditions of use, as may be specified on such site, which will govern your use of that site.
While we make reasonable efforts to provide accurate and timely information about Prism on the Services, you should not assume that the information is always up to date or that the Services contain all the relevant information available about Prism.
These Terms include an arbitration agreement that governs any disputes between you and us. In arbitration, there is less discovery and appellate review than in court. This arbitration agreement and other provisions will:
You agree that we may provide notices, disclosures and amendments to these Terms by electronic means, including by changing these Terms by posting revisions on the Services.
Please read the Privacy Policy carefully to understand how Prism collects, uses and discloses personally identifiable information from Users. By accessing or using the Services, you consent to all actions that we take with respect to your data consistent with our Privacy Policy.
Minimum age. The Services are not targeted towards, nor intended for use by, anyone under the age of 13. A USER MUST BE AT LEAST AGE 13 TO ACCESS AND USE THE SERVICES. If the User is between the ages of 13 and 18, he or she may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms. User represents and warrants that (a) he/she is not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (b) he/she is not listed on any U.S. government list of prohibited or restricted parties.
Registration. You must provide accurate and complete information to register for an account to use our Services (the “Account”). You may not share your Account credentials or make your Account available to anyone else and are responsible for all activities that occur under your Account. If you create an Account or use the Services on behalf of another person or entity, you must have the authority to accept these Terms on their behalf.
What you can do. Subject to your compliance with these Terms, you may access and use our Services. In using our Services, you must comply with all applicable laws as well any other documentation, guidelines, or policies we make available to you.
What you cannot do. You may not use our Services for any illegal, harmful, or abusive activity, including, without limitation, the following:
Software. Our Services may allow you to download software, such as mobile applications, which may update automatically to ensure you’re using the latest version. Our software may include open-source software that is governed by its own licenses that we have made available to you.
Corporate domains. If you create an account using an email address owned by an organization (for example, your employer), that account may be added to the organization's business account with us, in which case we will provide notice to you so that you can help facilitate the transfer of your account (unless your organization has already provided notice to you that it may monitor and control your account). Once your account is transferred, the organization’s administrator will be able to control your account, including being able to access Content (defined below) and restrict or remove your access to the account.
Third-Party Services. Our services may include third-party software, products, or services, (“Third-Party Services”) and some parts of our Services may include output from those services (“Third-Party Output”). Third-Party Services and Third-Party Output are subject to their own terms, and we are not responsible for them. We may further provide you with access to third-party tools over which we neither monitor, nor have any control or input. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the site is entirely at your own risk, and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.
Your Content. You may upload input (photographs, images, etc.) to the Services (“Input”) and receive output from the Services based on the Input (“Output”). Input must be uploaded in the manner and format as instructed through the Services. Input and Output are collectively “Content.” You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to our Services. You further agree not to provide Input that: (i) infringes on, misappropriates, or otherwise violates the copyright, trademark, patent, or other intellectual property right of any third party; or (ii) transmits, stores, or otherwise makes available a virus, trojan horse, worm, time bomb, spyware, bot, or other harmful or deleterious programming routine.
Access to Output. You will be able to access the Output through your Account only. Output is not eligible for returns or exchanges. We reserve the right, but are not obligated, to limit the availability of our Services to any person, geographic region or jurisdiction. SERVICES ARE PROVIDED ON AN “AS IS” BASIS, AND BY USING THE SERVICES, YOU SPECIFICALLY ACKNOWLEDGE AND WAIVE ANY CLAIM FOR FRUSTRATION OF PURPOSE, MUTUAL MISTAKE, UNILATERAL MISTAKE, AND IMPOSSIBILITY, AND YOU FURTHER ACKNOWLEDGE AND ACCEPT THE SERVICES WITH ALL FAULTS AND WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES EITHER EXPRESS OR IMPLIED OF ANY KIND NATURE OR TYPE WHATSOEVER, TO THE EXTENT PERMITTED BY LAW.
Ownership of Content. As between you and Prism, and to the extent permitted by applicable law, you: (a) retain your ownership rights in Input; and (b) own the Output. Notwithstanding, you hereby grant Prism a royalty-free, irrevocable, perpetual, non-exclusive, worldwide, fully sub-licensable, transferable, license to: (i) publish, reproduce, distribute, transmit, display, perform, edit, adapt, modify, translate, create derivative works of, export, offer for sale, sell, and otherwise use and exploit the Output for any purpose; (ii) include the Output in the Prism Library (as described in more detail below); and (iii) use the Content to provide, maintain, develop and improve the Services.
Similarity of Content. Due to the nature of our Services and artificial intelligence generally, Output may not be unique, and other Users may receive similar Output from our Services depending on the Input they provide. Therefore, your ownership rights to the Output only apply the Output created based on the specific Input you provide, and you will not have any ownership rights in or to similar Output created for other Users.
Our Use of Content.
General. We may use Content to provide, maintain, develop, and improve our Services, comply with applicable law, enforce our terms and policies, and keep our Services safe.
Prism Library. Subject and pursuant to the license granted to Prism above, Prism may also include the Output in the Prism Library. The Prism Library is a comprehensive collection of 3D assets, including furniture, decor, and various architectural finishes (e.g., flooring, walls, countertops, exteriors, roofs, backsplash, shower tile, etc.). The primary purpose of the Prism Library is to empower consumers to virtually design their homes, visualize their spaces with different elements, and ultimately create shopping lists and orders based on their selections.
Accuracy. Artificial intelligence and machine learning are rapidly evolving fields of study. We are constantly working to improve our Services to make them more accurate, reliable, safe, and beneficial. Given the probabilistic nature of machine learning, use of our Services may, in some situations, result in inaccurate Output, and we do not make any guarantees or warranties to or otherwise regarding the Output. You must evaluate Output for accuracy and appropriateness for your use case, including using human review and modification as appropriate, before using or sharing Output from the Services.
Our IP Rights. We and our affiliates own all rights, title, and interest in and to the Services and the Prism Library and all parts thereof. Unless otherwise indicated, the Services and all content and other materials therein, including, without limitation, the Prism logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Services Materials”) are the property of Prism or its licensors or users and are protected by U.S. and international copyright laws. Prism Interactive, the Prism logo, and other Prism trademarks, service marks, graphics, and logos used in connection with the Services are trade names, trademarks or registered trademarks of Prism (collectively “Prism Marks”). Other trademarks, service marks, graphics and logos used in connection with the Services are the trademarks or registered trademarks of their respective owners (collectively “Third-Party Marks”). The Prism Marks and Third-Party Marks may not be copied, imitated, or used, in whole or in part, without the prior written permission of Prism or the applicable trademark holder. All rights not expressly granted are reserved.
If you purchase any Services, you will provide complete and accurate billing information, including a valid payment method. You are responsible for all applicable taxes, and we will charge tax when required. All purchases are final and non-refundable.
All payment information you submit to us will be shared with our third-party payment processor and related vendors in accordance with our Privacy Policy. You acknowledge and agree that Prism has no control over such third-party terms and/or policies and that Prism is not liable for any claims, causes of action, damages, or other liabilities related to your use of the applicable third-party payment processer and/or related vendors. Our third-party payment processor and other related vendors may change at any time, in our discretion, and you agree to be bound by the terms of service and privacy policies of any such vendors we use and/or that you access in connection with your use of the Services. Notwithstanding anything to the contrary, the applicable payment processes and/or payment processors may vary from jurisdiction to jurisdiction.
Prism is free to use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any communication you may send to us ("Feedback"), including responses to questionnaires or through postings to the Services, including our websites and user interfaces, worldwide and in perpetuity without further compensation, acknowledgement or payment to you for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products and creating, modifying or improving the Services. In addition, you agree not to enforce any "moral rights" in and to the Feedback, to the extent permitted by applicable law. For the avoidance of doubt, Prism shall own exclusive rights, including all intellectual property rights, to any work it creates or has created from the Feedback or a similar idea of its own.
Prism reserves the right to modify or discontinue, temporarily or permanently, the Services or any features or portions thereof without prior notice. You agree that Prism will not be liable for any modification, suspension or discontinuance of the Services or any part thereof.
User agrees to defend, indemnify, and hold harmless Prism, its parent, subsidiary and other affiliated companies, independent contractors, service providers and consultants, and their respective employees, contractors, agents, officers, and directors (“Prism Indemnitees”) from any and all claims, suits, damages, costs, lawsuits, fines, penalties, liabilities, and expenses (including attorneys’ fees) (“Claims”) that arise from or relate to the User’s use or misuse of the Services, violation of these Terms, violation of any rights of a third party, any Content or Feedback you provide, or your conduct in connection with the Services. Notwithstanding the foregoing, this indemnification provision shall not apply to any Claims caused by a Prism Indemnitee’s sole negligence. Prism reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate in asserting any available defenses.
PRISM IS PROVIDING THE SERVICES TO THE USER “AS IS” AND THE USER IS USING THE SERVICES AT HIS OR HER OWN RISK. TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, PRISM DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, RELIABLE, AVAILABLE, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, NON-INFRINGING, FREE OF DEFECTS OR VIRUSES, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, THAT THE USE OF THE SERVICES BY THE USER IS IN COMPLIANCE WITH LAWS APPLICABLE TO THE USER, OR THAT USER INFORMATION TRANSMITTED IN CONNECTION WITH THE SERVICES WILL BE SUCCESSFULLY, ACCURATELY, OR SECURELY TRANSMITTED OR RECEIVED. THE MATERIALS AND INFORMATION MADE AVAILABLE THROUGH THE SERVICES MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.
SUBJECT TO APPLICABLE LAW, IN NO EVENT SHALL PRISM OR ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR AGENTS: (A) BE LIABLE TO THE USER WITH RESPECT TO USE OF THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICES (INCLUDING, WITHOUT LIMITATION, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICES, OR ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY A USER ON ANY INFORMATION OBTAINED FROM PRISM), OR ANY DAMAGES THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO PRISM'S RECORDS, PROGRAMS OR SERVICES; AND (B) BE LIABLE TO THE USER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOSS, THEFT OR CORRUPTION OF USER INFORMATION, PERSONAL INJURY OR PROPERTY DAMAGE, THE INABILITY TO USE THE SERVICES OR DEVICE FAILURE OR MALFUNCTION. THE USER’S SOLE REMEDY IS TO CEASE USE OF THE SERVICES.
Please read this section carefully. It affects rights that you may otherwise have. It provides for resolution of most disputes through arbitration instead of court trials and class actions. Arbitration is more informal than a lawsuit in court, uses a neutral arbitrator instead of a judge or jury, and discovery is more limited. Arbitration is final and binding and subject to only very limited review by a court. This arbitration clause shall survive termination of these Terms.
Binding Arbitration. This provision is intended to be interpreted broadly to encompass all disputes or claims arising out of or relating to these Terms, your access to or use of the Services or your relationship with us. Any dispute or claim arising out of or relating to these Terms, your access to or use of the Services, or your relationship with Prism or any subsidiary, parent or affiliate company or companies (whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory) will be resolved by binding arbitration, except that either of us may take claims to small claims court if they qualify for hearing by such a court.
Arbitration Procedure. For all disputes, whether pursued in court or arbitration, you must first submit a written description of your claim to the address provided in these Terms to allow us an opportunity to resolve the dispute. You and we each agree to negotiate your claim in good faith. You may request arbitration if your claim or dispute cannot be resolved within sixty (60) days. You agree with Prism, pursuant to the Federal Arbitration Act, to use binding arbitration to resolve all disputes of any sort that you may have with Prism relating to or arising in any way from these Terms, your access to or use of the Services or your relationship with us. The arbitration shall take place in Dallas County, Texas. The arbitration will be conducted in the English language. The arbitration will be heard by either a single arbitrator, or if either party so elects, a panel of three arbitrators. If, however, a party elects to require a panel of three, the electing party will be solely responsible for no less than two-thirds of the total arbitrator fees of the panel, and that two-thirds portion of said fees will not be re-allocable to the other party by the arbitrators in their award. Any arbitration award shall not exceed, in form or amount, the relief allowed by applicable law. The arbitration will be conducted by the American Arbitration Association (“AAA”) pursuant to its then-current rules and procedures applicable to commercial disputes. If AAA is unable to administer the arbitration, then JAMS, or such other arbitration service to which the parties may agree or (in the absence of agreement) which a court may appoint, will conduct the arbitration. The arbitrator(s) will decide issues of interpretation and application of this arbitration provision, but will not have authority to order or allow the arbitration to proceed as a class or collective action. Either party may seek temporary or emergency injunctive relief in any court of competent jurisdiction at any time until the selection of the arbitrator(s). After appointment of the arbitrator(s), the arbitrator(s) will assume responsibility for any further decisions related to such injunctive relief. The arbitration will be governed by the substantive laws of the State of Texas, without reference to Texas’s choice of laws principles. The arbitrator(s)’ ruling will be subject to the appellate rules and procedures of AAA, but if AAA is unable to administer the appeal, then the appellate rules of JAMS or such other arbitration service that provides appellate rules and to which the parties agree or which (in the absence of agreement) a court appoints. The arbitration agreement and any award by the arbitrator(s) will be confidential. Notwithstanding anything herein to the contrary, this arbitration agreement also applies to claims against Prism’s officers, directors, employees, representatives and affiliates if any such claim would be covered by this arbitration agreement if it were made against Prism. If any portion of this arbitration agreement is held to be illegal or unenforceable, such partial illegality or unenforceability shall not affect the enforceability of the remainder of the agreement. This agreement supersedes all prior agreements, understandings and representations between Prism and you regarding the resolution of disputes.
Class Action Waiver and Jury Trial Waiver. You and we each agree that any proceeding, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. If a court or arbitrator determines in an action between you and us that this class action waiver is unenforceable, the arbitration agreement will be void as to you. If for any reason a claim proceeds in court rather than through arbitration, you and we each waive any right to a jury trial.
These Terms and use of the Services are governed by the laws of the state of Texas, United States of America, without regard to Texas’ conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods shall have no applicability. If the arbitration agreement contained in these Terms is ever deemed unenforceable or void, or a dispute between the parties is not subject to arbitration, the User irrevocably consents to the exclusive jurisdiction of the federal and state courts in Dallas County, Texas, United States of America, for purposes of any legal action arising out of or related to the use of the Services or these Terms, and waives any objections as to personal jurisdiction or as to the laying of venue in such courts due to: (a) inconvenient forum or (b) any other basis or any right to seek to transfer or change venue of any such action to another court.
You can review the most current version of the Terms at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms at any time and for any reason by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Services following the posting of any changes to these Terms constitutes acceptance of those changes. If you do not agree to such changes or modifications, you should cease using the Services immediately.
Notwithstanding any of these Terms, Prism reserves the right, without notice and in its sole discretion, to terminate your license to use the Services and to block or prevent your future access to and use of the Services. Prism’s failure or delay in taking such actions does not constitute a waiver of its rights to enforce these Terms.
Except as otherwise provided herein, if any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
In addition to such other provisions hereof which, by their terms, survive any termination or expiration of this Agreement, the following sections shall survive termination of these Terms: a) Indemnification; b) Warranties; Disclaimers; c) No Liability; d) Dispute Resolution; and e) Governing Law and Jurisdiction.
Except as otherwise provided in these Terms, any questions, complaints, or claims regarding the Services should be directed to:
Prism Interactive, Inc.
legal@prisminteractive.a