CSAM Keyword Hub Terms of Use

These Terms of Use consist of the following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Terms of Use”), and govern access to and use of the Keyword Hub.

The individual accepting these Terms of Use represents that they are authorized to enter into these Terms of Use on behalf of the Company.

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE STARTING TO USE THE KEYWORD HUB. BY ACCESSING OR USING THE KEYWORD HUB, OR BY CLICKING THAT YOU AGREE TO BE BOUND BY THE TERMS OF USE IN THE CSAM KEYWORD HUB APPLY NOW PAGE, YOU, ON YOUR OWN BEHALF AND ON BEHALF OF THE COMPANY (HEREAFTER, YOU AND THE COMPANY TOGETHER ARE DEFINED AS “YOU”) ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT WANT TO AGREE TO THESE TERMS OF USE, YOU MUST NOT ACCESS OR USE THE KEYWORD HUB.

Thorn may revise and update these Terms of Use, and any other terms, policies or guidelines governing Your use of the Keyword Hub, at any time in its sole discretion. You agree that Thorn may notify you of any such updates via posting the updates on https://get.safer.io/csam-keyword-hub-terms-use, or via another method Thorn reasonably selects. All changes are effective immediately when posted. You agree to be bound by those updates if you access or use the Keyword Hub after those updates become effective. If you do not agree to any updates, you are free to stop using the Keyword Hub. Therefore, be sure to review these Terms of Use whenever you use the Keyword Hub.

1. DEFINITIONS

1.1 “Company” means the entity or other person identified in the CSAM Keyword Hub Apply Now page and who is a counterparty to these Terms of Use.

1.2 “CSAM” means child sexual abuse material, including materials that involve sexual trafficking, exploitation, endangerment or abuse of children.

1.3 “Keyword Hub” means the database(s) of keywords (search terms) related to the Mission, provided by Thorn to You via a comma-separated values file.

1.4 “Mission” means the detection, removal and reporting of CSAM from online platforms and services.

1.5 “Term” has the meaning set forth in Section 7.1.

2. KEYWORD HUB

2.1 Access by You. Subject to the provisions of this Agreement, You may access and use the Keyword Hub during the Term. To access the Keyword Hub, you may be asked to provide certain registration details or other information. It is a condition of Your use of the Keyword Hub that all the information You provide is correct, current, and complete. The information that You provide to register for access and use of the Keyword Hub is governed by our Privacy Policy.

2.2 Fees. The Keyword Hub is provided by Thorn to You free of charge.

3. LICENSES

3.1 License Grant by Thorn. Thorn grants Company a limited, revocable, non-exclusive, non-transferable non-sublicensable, fully-paid, royalty-free license during the Term to reproduce and use the Keyword Hub Information only internally, for the purpose of identifying, preventing, or removing content from Company’s online platform that relates to the Mission.

3.2 Feedback License. If Company provides advice, suggestions, bug reports, or other feedback (“Feedback”) to Thorn regarding the operation, content, design, interfaces, or other services and features of the Keyword Hub, Thorn may use such Feedback without restriction, and Company hereby grants Thorn a non-exclusive, perpetual, irrevocable, fully-paid, royalty-free, worldwide license to use such Feedback for any purpose.

3.3 Reservation of Rights. Except for the licenses expressly set forth in this section, nothing in this Agreement transfers or conveys any right, title, or interest, including any intellectual property rights, in or to the Keyword Hub to You, whether by implication, estoppel, or otherwise.

4. CONFIDENTIALITY

4.1 Definition. “Confidential Information” means the Keyword Hub. Notwithstanding the foregoing sentence, Confidential Information does not include any information that (i) is or becomes publicly known or generally available through no fault of You; (ii) was rightfully known to You at the time of disclosure, without any obligation of confidentiality to You; or (iii) that You independently develop or receive from another source without breach of any obligation of confidentiality to Thorn.

4.2 Nonuse and Nondisclosure. You shall not use any Confidential Information or disclose any such information to any third party, except to the extent that such use or disclosure is expressly permitted under these Terms of Use or with the prior written authorization of Thorn. You shall take commercially reasonable measures to avoid the unauthorized disclosure of Confidential Information. You may disclose Confidential Information to the extent such disclosure is legally required by applicable law or judicial process, but in such event will promptly notify Thorn prior to any such disclosure (if such notification is allowed by law) so that Thorn has a reasonable opportunity to seek a protective order or other legal recourse.

5. REPRESENTATIONS AND WARRANTIES

5.1 Thorn makes no representations or warranties to You; all information provided to You is provided “as is” without any warranty; You are solely responsible for Your own use of the Keyword Hub; and THORN EXPRESSLY DISCLAIMS ALL WARRANTIES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS AND NON-INFRINGEMENT.

5.2 You represent and warrant that: (i) any representation you make to Thorn, including with respect to Your Intent of Use, is truthful and accurate; and (ii) you will only use the Keyword Hub as permitted under these Terms of Use. You will defend, indemnify, and hold harmless Thorn and Thorn’s licensors against any claims arising from Your breach of the foregoing representations and warranties.

6. LIMITATIONS OF LIABILITY

6.1 Limitation on Type of Damages. IN NO EVENT SHALL THORN BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE DAMAGES, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHER THEORY OF LIABILITY, EVEN IF THORN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.2 Damage Cap. UNDER NO CIRCUMSTANCES SHALL THORN’S AGGREGATE LIABILITY TO YOU FOR DAMAGES OR CLAIMS ARISING UNDER THESE TERMS OF USE EXCEED ONE HUNDRED UNITED STATES DOLLARS.

6.3 Application. But for the provisions of Sections 5.4 and 6, the Keyword Hub would not be provided to Program Participants under these Terms of Use. Accordingly, such provisions are an essential element of the bargain between the parties, and will apply regardless of the failure of essential purpose of any limited remedy.

7. TERM & TERMINATION

7.1 Term. The term of this Agreement shall commence when You accept these Terms of Use and shall continue until terminated as provided in Section 7.2.

7.2 Termination. Thorn may terminate these Terms of Use for any reason or no reason by providing notice to You. Upon the termination of these Terms of Use, You will: (i) discontinue all access to and use of the Keyword Hub; (ii) destroy all copies of the Keyword Hub; and (iii) promptly provide Thorn with written confirmation of Your compliance with these requirements.

7.3 Survival. The following provisions will survive any termination of these Terms of Use: Sections 3.3, 4, 5, 6, 7.2 and 8.

8. GENERAL PROVISIONS

8.1 Miscellaneous. You may not assign these Terms of Use, directly or indirectly, by operation of law or otherwise, without the prior written consent of Thorn. You acknowledge that a breach of these Terms of Use by You may cause irreparable harm to Thorn and that Thorn will be entitled to seek an injunction or other equitable remedies. If any portion of these terms and conditions are found to be unenforceable, the remaining portion will remain in full force and effect.

8.2 Governing Law. These Terms and Conditions are governed by the laws of the State of California, without reference to conflict of law principles. You will comply in all respects with all U.S. and foreign export and re-export laws and regulations applicable to the Keyword Hub.

8.4 Notice. Except as otherwise set forth in these Terms of Use, any notice required or permitted under this Agreement shall be in writing to the email You provided in the CSAM Keyword Hub Apply Now page.

8.5 Acceptance. By submitting the application, You are indicating that You are authorized to agree to these Terms of Use on behalf of the Company.