By using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are not eligible, or do not agree to these Terms, then do not use the Services.
If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity). You hereby certify you are legally permitted to use the Services, and take full responsibility for the selection, access, and use of the Services.
PLEASE READ THESE TERMS CAREFULLY AS THEY ARE A LEGALLY BINDING CONTRACT BETWEEN YOU AND US AND SET FORTH THE TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICES, INCLUDING TERMS REGARDING PRIVACY, FUTURE CHANGES TO THE AGREEMENT, FEES, LIMITATIONS OF LIABILITY, INDEMNITY, RESOLUTION OF DISPUTES BY ARBITRATION INSTEAD OF IN COURT, AND WAIVER OF CLASS ACTIONS.
Original and Enriched Content; Content Licenses
When you use the Services, you agree to transmit to us certain content, information or data, specifically messages in a Slack workspace that include a code block (such transmitted content, the “Original Content”) so that we can provide you with the Services. For messages that include a code block, the Services generate related meta-data, including but not limited to smart descriptions and tags (the “Enriched Content”), and transmit such content to Slack for presentation.
You grant us and our legal successors a worldwide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable license to (a) store, parse, analyze, enrich, use and display the Original Content, and make incidental copies, for the purpose of providing the Services and of improving BetterCode over time. These Terms don’t give us any rights to the Original Content except for the limited rights described above.
You are solely responsible for the content that you transmit via the Services. You represent and warrant that the Original Content does not violate any laws and does not infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right. We have the right to remove any of the Original Content that, in our sole discretion, violates any laws or these Terms. However, we do not assume responsibility for controlling or editing any of the Original Content, and we have no obligation to remove any of the Original Content.
We grant you and your legal successors a worldwide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable license to use, distribute, reproduce, license, sell, perform, and display the Enriched Content in connection with your business.
Your Use of the Services
Your use of the Services must comply with this Agreement, and Pieces may review your conduct, the Original Content, and any other interaction with the Services for compliance with this Agreement.
You may be required to sign up for an account, and select a password and user name (“Service User ID”). If so required, you are responsible for safeguarding the Service User ID and keeping your account information up to date.
You may use the Services only as permitted by applicable law. Your use of the Services must not violate any applicable laws, including copyright or trademark laws, export control or sanctions laws, or other laws in your jurisdiction. To use the Services, you must be at least 13 years old. If you are a resident of a country outside the United States, your country’s minimum age may be older; in such case, you are responsible for complying with your country’s laws.
The Services and the Enriched Content are protected by copyright, trademark, and other U.S. and foreign laws. This Agreement does not grant you any right, title, or interest in the Services, the Enriched Content, any related technology including related data object structures, architectures, and models, or trademarks, logos, and other brand features, except as expressly provided in these Terms.
We welcome feedback, comments, ideas, and suggestions, but please note that these may be used by us without any obligation to you, and all feedback, comments, ideas, and suggestions related to the Services shall be owned by Pieces.
We require that you respect the intellectual property rights of third parties. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using our DMCA Policy. We reserve the right to delete or disable content alleged to be infringing, and to terminate accounts of repeat infringers.
Certain features of the Services may be subject to payments now or in the future. If you choose to use such optional features, your free plan will convert to a paid account (a “Paid Account”). We’ll automatically bill you from the date you convert to a Paid Account and on each periodic renewal until cancellation of your Paid Account. If you do not timely pay for your Paid Account, we reserve the right to suspend it or remove Paid Account features. Pieces may change the fees in effect on Paid Accounts at any time in our sole discretion but will give you reasonable advance notice of these changes via email. You’re responsible for all applicable taxes on Paid Accounts.
Your Paid Account will remain in effect until it's cancelled or terminated under this Agreement. Refunds are only issued if required by law or as specifically stated in this Agreement.
You’re free to stop using our Services at any time, by removing BetterCode from the applicable Slack workspace. We have the right to suspend or terminate your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately. We reserve the right to refuse service to anyone for any reason at any time.
We also reserve the right to terminate your account if you have not been active for a certain period of time or if your Paid Account lapses. We commit to giving you reasonable notice.
In the event that your account is terminated by us or you, we may delete your account, including any content or data you have provided via the Services. Pieces is not responsible for any loss of the Original Content or any other content or data you provide via the Services.
In the event that your account is terminated by us or you, we will not remove from your Slack workspace any content generated by the Services and provided to you during your active account.
Disclaimer of Warranties
Pieces does not make any promises or guarantees about the Services. TO THE FULLEST EXTENT PERMITTED BY LAW, PIECES AND ITS AFFILIATES, SUPPLIERS, AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES, AND DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE SERVICES ARE PROVIDED "AS IS." PIECES DOES NOT WARRANT THAT: (A) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
Limitation of Liability
IN COUNTRIES WHERE EXCLUSIONS OR LIMITATIONS OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES ARE NOT PERMITTED BY LAW, PIECES IS RESPONSIBLE TO YOU ONLY FOR LOSSES AND DAMAGES THAT ARE A REASONABLY FORESEEABLE RESULT OF OUR FAILURE TO USE REASONABLE CARE AND SKILL OR PIECES’S BREACH OF OUR AGREEMENT WITH YOU. THIS SECTION DOES NOT AFFECT CONSUMER RIGHTS THAT CAN'T BE WAIVED OR LIMITED BY ANY CONTRACT OR AGREEMENT.
IN COUNTRIES WHERE EXCLUSIONS OR LIMITATIONS OF LIABILITY ARE PERMITTED BY LAW, PIECES, ITS AFFILIATES, SUPPLIERS, OR DISTRIBUTORS WILL NOT BE RESPONSIBLE OR LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, FOR (i) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, (ii) ANY LOSS OF USE, CONTENT, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, (iii) THE CONDUCT OR CONTENT OF ANY USER OF THE SERVICES; (iv) ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY; OR (v) ANY DAMAGES IN EXCESS OF THE GREATER OF $20.00 USD OR 100% OF ANY AMOUNT OF FEES YOU HAVE PAID UNDER YOUR CURRENT PLAN WITH PIECES.
THESE EXCLUSIONS OR LIMITATIONS WILL APPLY REGARDLESS OF WHETHER OR NOT PIECES OR ANY OF ITS AFFILIATES HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES.
To the fullest extent permitted by law, you agree to defend and indemnify, and hold Pieces and its affiliates and subsidiaries, and its respective officers, employees, directors, and agents, harmless from, any and all losses, damages, expenses, including costs and reasonable attorneys’ fees, rights, claims, and actions of any kind and injury (including death) arising out of or relating to your use of the Services or your violation of these Terms. Pieces reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Pieces in asserting any available defenses.
Informal Resolution. Before filing a legal claim against Pieces, you agree to try to resolve the dispute informally by contacting email@example.com. If a dispute is not resolved within 15 days of submission, you may bring a formal claim.
Judicial Forum for Disputes. Except to the extent applicable law provides otherwise, you and Pieces agree that any judicial proceeding to resolve claims relating to these Terms or the Services will be brought in the federal or state courts of Ohio, subject to the mandatory arbitration provisions below. Both you and Pieces consent to venue and personal jurisdiction in such courts.
PLEASE READ THE FOLLOWING SECTIONS CAREFULLY! THEY MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.
U.S. RESIDENTS AGREE TO THE FOLLOWING MANDATORY ARBITRATION PROVISIONS:
Agreement to Arbitrate. You and Pieces agree to resolve any claims relating to these Terms or the Services through final and binding arbitration by a single arbitrator, except as set forth below. This includes disputes arising out of or relating to interpretation or application of this section, including its enforceability, revocability, or validity.
Arbitration Procedures. Arbitration is a less formal procedure than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. The American Arbitration Association (“AAA”) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. AAA’s rules are available at www.adr.org. The arbitration will be held in the United States county where you live or work, Ohio, or another mutually agreed-upon location.
Opt-Out Procedure. YOU CAN REJECT THIS AGREEMENT TO ARBITRATE (“OPT-OUT”) BY EMAILING US AT SUPPORT@PIECES.APP WITHIN 30 DAYS OF FIRST REGISTERING YOUR ACCOUNT AND PROVIDING US WITH YOUR NAME, EMAIL ADDRESS, AND A CLEAR STATEMENT SHOWING YOUR INTENT TO OPT OUT OF THE ARBITRATION AGREEMENT. HOWEVER, IF YOU AGREED TO A PREVIOUS VERSION OF THESE TERMS THAT ALLOWED YOU TO OPT OUT OF ARBITRATION, YOUR PREVIOUS CHOICE TO OPT-OUT OR NOT OPT-OUT REMAINS BINDING.
Exceptions to Agreement to Arbitrate. Either you or Pieces may assert claims, if they qualify, in small claims court in Ohio or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in Ohio to resolve your claim.
No Class Actions. YOU AND PIECES AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT ALLOWED. IF THIS SPECIFIC PARAGRAPH IS HELD UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION WILL BE DEEMED VOID.
Except to the extent applicable law provides otherwise, these Terms will be governed by Ohio law without regard to conflict of law provisions.
All provisions of this Agreement which, by their nature, should survive termination will survive termination — including, without limitation: ownership provisions, warranty disclaimers, indemnification, dispute resolution, controlling law, and limitations of liability.
The Agreement constitutes the entire agreement between you and Pieces with respect to the subject matter, and supersedes and replaces any other prior or contemporaneous agreements, oral or written, or terms and conditions applicable to the subject matter of the Agreement. The Agreement may only be modified by a written amendment signed by an authorized representative of Pieces, or by the posting by Pieces of a revised version. The Agreement creates no third-party beneficiary rights.
Waiver; Severability; Assignment; Independent Contractors
Pieces’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Agreement will remain in full effect and that portion of the Agreement will be construed to reflect the parties’ original intent. You may not assign any of your rights under this Agreement, and any such attempt will be void. Pieces may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. No agency, partnership, joint venture, or employer-employee relationship is intended or created by these Terms or your use of the Services.
Modifications of these Terms or the Services
Pieces reserves the right, at our sole discretion, to amend these Terms at any time and we will update these Terms in the event of any such amendments. We will notify you of material changes to these Terms via a notification in the Services or by sending email to the primary email address specified in your Pieces account. If you do not agree to the updates, please cancel your Pieces account and stop using the Services before the updates become effective. Your continued use of the Services following the notification of the updates constitutes your agreement to the updated Terms.
In addition, because the Services are evolving over time, we may change or discontinue any features of the Services at any time and without notice, at our sole discretion. We also reserve the right to discontinue the Services at any time and without notice, in which case we will refund the unused portion of your prepaid subscription fees, if you are using a Paid Account. Except as stated above, we will have no liability to you on account of any change to or discontinuation of the Services.
Pieces does not permit copyright infringing activities and infringement of intellectual property rights on its Services. In accordance with the Digital Millennium Copyright Act of 1998 (“DMCA”), found at http://www.copyright.gov/legislation/dmca.pdf, Pieces will respond expeditiously to claims of copyright infringement involving the Services if such claims are reported to Pieces’s Designated Copyright Agent identified in the sample notice below.
If you are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, you may report alleged copyright infringements on or through the Services by completing the following DMCA Notice of Alleged Infringement and delivering it to Pieces’s Designated Copyright Agent. Upon receipt of Notice (as described below), Pieces will take whatever action, in its sole discretion, it deems appropriate, including removal of the allegedly infringing content from the Services.
Any notice (“Notice”) alleging that materials hosted by or distributed through the Services infringe intellectual property rights must include the following information:
Mesh Intelligent Technologies, Inc.
1311 Vine St.
Cincinnati, OH 45202
Acceptable Use Policy
As a condition to your use of the Services, you agree not to misuse the Pieces’ Services or assist anyone else in doing so. Under no circumstances will you do or attempt to do any of the following in connection with the Services: